0001902733-23-000078 | 10-Q | XBRL Viewer

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Stockholders’ Equity - Future Issuance (Details) - shares	Oct. 31, 2023	Jan. 31, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Issued and outstanding stock options (in shares)	1,551,058	2,009,323
Possible issuance under stock plans (in shares)	27,496,548
Common stock reserved for future issuance (in shares)	34,833,275
Stock options issued and outstanding
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Issued and outstanding stock options (in shares)	1,551,058
Nonvested RSUs issued and outstanding
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Nonvested issued and outstanding restricted stock units ("RSUs") (in shares)	5,785,669

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
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-Section 35
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+ Details

Restructuring

9 Months Ended

Oct. 31, 2023

Restructuring and Related Activities [Abstract]

Restructuring

In the fourth quarter of fiscal 2023, the Company announced a workforce reduction of approximately 7% and office space reductions in certain markets (collectively, the “restructuring plan”) in furtherance of its efforts to improve operating margins and advance the Company’s objective of profitable growth.

Lease termination costs were accounted for in accordance with ASC 842, Leases. The Company paid $0.8 million in the fourth quarter of fiscal 2023 to exercise an early termination clause to exit a facility during fiscal 2024, which was accounted for as a lease modification.

The Company incurred charges in the in the fourth quarter of the Company’s fiscal 2023 of $4.8 million in connection with the restructuring plan. The accrual for severance and related benefit costs of $5.0 million for terminated employees was included in accrued compensation and benefits on the consolidated balance sheets as of January 31, 2023 and was paid in the first quarter of the Company’s fiscal 2024.

The Company’s restructuring charges for the three and nine months ended October 31, 2023 were as follows:


	Three Months Ended October 31, 2023	Nine Months Ended October 31, 2023
	Lease exit fees1
Cost of subscription revenues	12	$	51
Cost of professional services and other revenues	26	118
Sales and marketing	24	100
Research and development	87	352
General and administrative	1	6
Total	150	$	627

1These expenses reduced operating lease right-of-use assets on the unaudited condensed consolidated balance sheets.

The Company had no restructuring charges for the three and nine months ended October 31, 2022.

Goodwill and Intangible Assets - Expected Future Amortization Expense (Details) - USD ($) $ in Thousands	Oct. 31, 2023	Jan. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
2024 (remaining)	$ 6,125
2025	24,499
2026	24,334
2027	23,127
2028	8,669
Thereafter	34,941
Net Carrying Amount	$ 121,695	$ 152,825

Stock-Based Compensation - Stock Option Valuation Assumptions (Details) - Shares issuable pursuant to the ESPP	9 Months Ended
	Oct. 31, 2023	Oct. 31, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected life (in years)	6 months	6 months
Expected dividends	0.00%	0.00%
Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected volatility	61.66%	49.65%
Risk-free interest rate	4.77%	0.22%
Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected volatility	61.86%	84.59%
Risk-free interest rate	5.53%	2.52%

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

Goodwill and Intangible Assets

9 Months Ended

Oct. 31, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Intangible Assets

Goodwill

The change in the carrying amounts of goodwill was as follows:


Balance, January 31, 2023	$	839,440


Translation adjustments	(855)
Balance, October 31, 2023	$	838,585

Intangible assets

Intangible assets, net are as follows:


	As of January 31, 2023						As of October 31, 2023
	Gross Amount		Accumulated Amortization		Net Carrying Amount		Gross Amount		Accumulated Amortization		Net Carrying Amount
Developed technology	$	83,605	$	(21,818)	$	61,787	$	83,400	$	(34,067)	$	49,333
Customer relationships	91,710		(13,418)		78,292		91,701		(19,917)		71,784
Trademarks and trade name	14,626		(2,705)		11,921		14,624		(14,624)		—
Other	919		(94)		825		919		(341)		578
	$	190,860	$	(38,035)	$	152,825	$	190,644	$	(68,949)	$	121,695

The Company recognized amortization expense for intangible assets as follows:


	Three Months Ended October 31,				Nine Months Ended October 31,
	2022		2023		2022		2023
Cost of subscription revenues	$	4,249	$	3,990	$	12,767	$	12,431
Cost of professional services and other revenues	47		82		47		247
Sales and marketing	2,772		12,880		8,315		18,423

Total amortization expense	$	7,068	$	16,952	$	21,129	$	31,101

During the third quarter of fiscal 2024, the Company rebranded the SimpleNexus solution to nCino Mortgage, resulting in a change to the trade name useful life. As a result, the Company recorded accelerated amortization to fully amortize the remaining trade name intangible asset. The effect of this change in estimate for the three and nine months ended October 31,

2023 was an increase in sales and marketing amortization expense of $10.1 million, which resulted in an increase in loss of operations and net loss attributable to nCino, Inc. of $10.1 million, or $0.09 per basic and diluted share.

The expected future amortization expense for intangible assets as of October 31, 2023 is as follows:


Fiscal Year Ending January 31,
2024 (remaining)	$	6,125
2025	24,499
2026	24,334
2027	23,127
2028	8,669
Thereafter	34,941
	$	121,695

The expected amortization expense is an estimate. Actual amounts of amortization expense may differ from estimated amounts due to additional intangible asset acquisitions, changes in foreign currency exchange rates, impairment of intangible assets, future changes to expected asset lives of intangible assets, and other events.

Restructuring (Tables)

9 Months Ended

Oct. 31, 2023

Restructuring and Related Activities [Abstract]

Restructuring Charges

The Company’s restructuring charges for the three and nine months ended October 31, 2023 were as follows:


	Three Months Ended October 31, 2023	Nine Months Ended October 31, 2023
	Lease exit fees1
Cost of subscription revenues	12	$	51
Cost of professional services and other revenues	26	118
Sales and marketing	24	100
Research and development	87	352
General and administrative	1	6
Total	150	$	627

1These expenses reduced operating lease right-of-use assets on the unaudited condensed consolidated balance sheets

Stock-Based Compensation - Narrative (Details) - Nonvested RSUs issued and outstanding $ in Millions	9 Months Ended
	Oct. 31, 2023 USD ($)
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Unrecognized compensation costs	$ 155.3
Unrecognized compensation costs period for recognition (in years)	2 years 10 months 24 days

Leases - Future Minimum Lease Payments (Details) - USD ($) $ in Thousands	Oct. 31, 2023	Jan. 31, 2023
Leases [Abstract]
2024 (remaining)	$ 939
2025	3,921
2026	2,801
2027	1,506
2028	1,097
Thereafter	495
Total lease liabilities	10,759
Less: imputed interest	(776)
Total lease obligations	9,983
Less: current obligations	(3,523)	$ (3,874)
Long-term lease obligations	$ 6,460	$ 7,282

Property and Equipment

9 Months Ended

Oct. 31, 2023

Property, Plant and Equipment [Abstract]

Property and Equipment

Property and equipment, net consisted of the following:


	As of January 31, 2023		As of October 31, 2023
Furniture and fixtures	$	10,730	$	12,047
Computers and equipment	8,361		8,107
Buildings and land1	56,379		56,379
Leasehold improvements	28,702		27,563
Construction in progress	673		482
	104,845		104,578
Less accumulated depreciation	(20,403)		(24,021)
	$	84,442	$	80,557

1See Note 12 "Commitments and Contingencies."

The Company recognized depreciation expense as follows:


	Three Months Ended October 31,				Nine Months Ended October 31,
	2022		2023		2022		2023
Cost of subscription revenues	$	92	$	150	$	268	$	437
Cost of professional services and other revenues	311		457		852		1,375
Sales and marketing	349		450		991		1,334
Research and development	570		731		1,654		2,201
General and administrative	186		300		564		889
Total depreciation expense	$	1,508	$	2,088	$	4,329	$	6,236

Stock-Based Compensation - Schedule of Compensation Expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Oct. 31, 2023	Oct. 31, 2022	Oct. 31, 2023	Oct. 31, 2022
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	$ 15,823	$ 12,505	$ 41,969	$ 38,476
Cost of subscription revenues \| Subscription
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	515	392	1,314	1,120
Cost of subscription revenues \| Professional services and other
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	2,571	1,778	6,660	5,564
Sales and marketing
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	4,153	3,326	11,194	10,144
Research and development
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	4,386	3,012	11,665	8,457
General and administrative
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	$ 4,198	$ 3,997	$ 11,136	$ 13,191

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	9 Months Ended
	Oct. 31, 2023	Oct. 31, 2022
Cash flows from operating activities
Net loss attributable to nCino, Inc.	$ (43,506)	$ (81,512)
Net loss and adjustment attributable to redeemable non-controlling interest	(1,394)	1,440
Net loss	(44,900)	(80,072)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization	37,337	25,458
Non-cash operating lease costs	3,581	2,879
Amortization of costs capitalized to obtain revenue contracts	7,368	6,160
Amortization of debt issuance costs	138	131
Stock-based compensation	41,969	38,476
Deferred income taxes	881	452
Provision for bad debt	1,124	323
Net foreign currency losses	2,275	5,608
Loss on disposal of long-lived assets	161	0
Change in operating assets and liabilities:
Accounts receivable	35,455	32,497
Costs capitalized to obtain revenue contracts	(5,959)	(8,033)
Prepaid expenses and other assets	3,374	(446)
Accounts payable	1,184	(1,732)
Accrued expenses and other current liabilities	(7,999)	(9,182)
Deferred revenue	(23,789)	(2,883)
Operating lease liabilities	(3,063)	(2,997)
Net cash provided by operating activities	49,137	6,639
Cash flows from investing activities
Acquisition of business, net of cash acquired	0	676
Acquisition of assets	(356)	(563)
Purchases of property and equipment	(3,083)	(13,889)
Purchase of investment	(2,500)	0
Net cash used in investing activities	(5,939)	(13,776)
Cash flows from financing activities
Investment from redeemable non-controlling interest	983	0
Proceeds from borrowings on revolving credit facility	0	50,000
Payments on revolving credit facility	(30,000)	(20,000)
Payments of debt issuance costs	0	(367)
Exercise of stock options	3,176	3,038
Stock issuance under the employee stock purchase plan	2,698	2,424
Principal payments on financing obligations	(888)	(458)
Net cash provided by (used in) financing activities	(24,031)	34,637
Effect of foreign currency exchange rate changes on cash, cash equivalents, and restricted cash	(762)	(4,098)
Net increase in cash, cash equivalents, and restricted cash	18,405	23,402
Cash, cash equivalents, and restricted cash, beginning of period	87,418	88,399
Cash, cash equivalents, and restricted cash, end of period	105,823	111,801
Reconciliation of cash, cash equivalents, and restricted cash, end of period:
Cash and cash equivalents	100,475	106,451
Restricted cash included in prepaid expenses and other current assets	5,000	0
Restricted cash included in other long-term assets	348	5,350
Total cash, cash equivalents, and restricted cash, end of period	105,823	111,801
Supplemental disclosure of cash flow information
Cash paid for taxes, net of refunds	2,244	657
Cash paid for interest	3,458	1,849
Supplemental disclosure of noncash investing and financing activities
Purchase of property and equipment, accrued but not paid	$ 200	$ 14,765

Leases

9 Months Ended

Oct. 31, 2023

Leases [Abstract]

Leases

Operating Leases

The Company leases its facilities and a portion of its equipment under various non-cancellable agreements, which expire at various times through July 2028, some of which include options to extend for up to five years.

The components of lease expense were as follows:


	Three Months Ended October 31,				Nine Months Ended October 31,
	2022		2023		2022		2023
Operating lease expense	$	1,023	$	1,225	$	2,961	$	3,842
Variable lease expense	269		464		809		1,398
Short-term lease expense	124		94		378		328
Total	$	1,416	$	1,783	$	4,148	$	5,568

Supplemental cash flow information related to operating leases were as follows:


	Nine Months Ended October 31,
	2022		2023
Cash paid for amounts included in the measurement of operating lease liabilities	$	3,079	$	3,324
Operating right-of-use assets obtained in exchange for operating lease liabilities	1,989		2,142
Operating right-of-use assets and operating lease liabilities disposed of	—		115

The weighted-average remaining lease term and weighted-average discount rate for the Company's operating lease liabilities as of October 31, 2023 were 3.25 years and 4.7%, respectively.

Future minimum lease payments as of October 31, 2023 were as follows:


Fiscal Year Ending January 31,	Operating Leases
2024 (remaining)	$	939
2025	3,921
2026	2,801
2027	1,506
2028	1,097
Thereafter	495
Total lease liabilities	10,759
Less: imputed interest	(776)
Total lease obligations	9,983
Less: current obligations	(3,523)
Long-term lease obligations	$	6,460

Stockholders’ Equity (Tables)

9 Months Ended

Oct. 31, 2023

Equity [Abstract]

Schedule of Stock by Class

At October 31, 2023, the Company committed a total of 34,833,275 shares of common stock for future issuance as follows:


Issued and outstanding stock options			1,551,058
Nonvested issued and outstanding restricted stock units ("RSUs")			5,785,669
Possible issuance under stock plans			27,496,548
			34,833,275

- Definition

Tabular disclosure of an entity's stock, including par or stated value per share, number and dollar amount of share subscriptions, shares authorized, shares issued, shares outstanding, number and dollar amount of shares held in an employee trust, dividend per share, total dividends, share conversion features, par value plus additional paid in capital, the value of treasury stock and other information necessary to a fair presentation, and EPS information. Stock by class includes common, convertible, and preferred stocks which are not redeemable or redeemable solely at the option of the issuer. Includes preferred stock with redemption features that are solely within the control of the issuer and mandatorily redeemable stock if redemption is required to occur only upon liquidation or termination of the reporting entity. If more than one issue is outstanding, state the title of each issue and the corresponding dollar amount; dollar amount of any shares subscribed but unissued and the deduction of subscriptions receivable there from; number of shares authorized, issued, and outstanding.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(27))
-SubTopic 10
-Topic 210
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1

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-Topic 210
-SubTopic 10
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Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
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-Section S99
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Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
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+ Details

Fair Value Measurements

9 Months Ended

Oct. 31, 2023

Fair Value Disclosures [Abstract]

Fair Value Measurements

Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis

The Company uses a three-tier fair value hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value:

Level 1. Quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2. Significant other inputs that are directly or indirectly observable in the marketplace.

Level 3. Significant unobservable inputs which are supported by little or no market activity.

The carrying amounts of cash equivalents, accounts receivable, accounts payable, and accrued expenses approximate fair value as of January 31, 2023 and October 31, 2023 because of the relatively short duration of these instruments.

The carrying amount of any outstanding borrowings on the Company's revolving credit facility approximates fair value due to the variable interest rates of the borrowings.

The Company evaluated its financial assets and liabilities subject to fair value measurements on a recurring basis to determine the appropriate level in which to classify them for each reporting period. The following table summarizes the Company’s financial assets measured at fair value as of January 31, 2023 and October 31, 2023 and indicates the fair value hierarchy of the valuation:


	Fair value measurements on a recurring basis as of January 31, 2023
	Level 1		Level 2		Level 3
Assets:
Money market accounts (included in cash and cash equivalents)	$	17,149	$	—	$	—
Time deposits (included in other long-term assets)	382		—		—
Total assets	$	17,531	$	—	$	—


	Fair value measurements on a recurring basis as of October 31, 2023
	Level 1		Level 2		Level 3
Assets:
Money market accounts (included in cash and cash equivalents)	$	54,491	$	—	$	—

Time deposits (included in other long-term assets)	348		—		—
Total assets	$	54,839	$	—	$	—

All of the Company’s money market accounts are classified within Level 1 because the Company’s money market accounts are valued using quoted market prices in active exchange markets including identical assets.

Financial Assets and Liabilities Measured at Fair Value on a Non-Recurring Basis

The Company's assets measured at fair value on a nonrecurring basis include the investments accounted for under the measurement alternative. There was no adjustment or impairment recognized for the three and nine months ended October 31, 2022 and 2023, respectively.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Leases - Components of Lease Expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Oct. 31, 2023	Oct. 31, 2022	Oct. 31, 2023	Oct. 31, 2022
Leases [Abstract]
Operating lease expense	$ 1,225	$ 1,023	$ 3,842	$ 2,961
Variable lease expense	464	269	1,398	809
Short-term lease expense	94	124	328	378
Total	$ 1,783	$ 1,416	$ 5,568	$ 4,148

Condensed Consolidated Statements of Stockholders’ Equity - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-in Capital	Other Comprehensive Income (Loss)	Accumulated Deficit
Balance, beginning of the period (in shares) at Jan. 31, 2022		109,778,542
Balance, beginning of the period at Jan. 31, 2022	$ 1,067,625	$ 55	$ 1,277,258	$ (72)	$ (209,616)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercise of stock options (in shares)		451,147
Exercise of stock options	3,038	$ 0	3,038
Stock issuance upon vesting of restricted stock units (in shares)		621,644
Stock issuance under the employee stock purchase plan (in shares)		92,236
Stock issuance under the employee stock purchase plan	2,424		2,424
Stock-based compensation	38,457		38,457
Other comprehensive income	1,830			1,830
Net loss attributable to nCino, Inc., including adjustment to redeemable non-controlling interest	(81,512)		(2,348)		(79,164)
Balance, ending of the period (in shares) at Oct. 31, 2022		110,943,569
Balance, ending of the period at Oct. 31, 2022	1,031,862	$ 55	1,318,829	1,758	(288,780)
Balance, beginning of the period (in shares) at Jul. 31, 2022		110,616,050
Balance, beginning of the period at Jul. 31, 2022	1,041,221	$ 55	1,306,339	1,219	(266,392)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercise of stock options (in shares)		145,753
Exercise of stock options	1,182		1,182
Stock issuance upon vesting of restricted stock units (in shares)		181,766
Stock-based compensation	12,499		12,499
Other comprehensive income	539			539
Net loss attributable to nCino, Inc., including adjustment to redeemable non-controlling interest	(23,579)		(1,191)		(22,388)
Balance, ending of the period (in shares) at Oct. 31, 2022		110,943,569
Balance, ending of the period at Oct. 31, 2022	1,031,862	$ 55	1,318,829	1,758	(288,780)
Balance, beginning of the period (in shares) at Jan. 31, 2023		111,424,132
Balance, beginning of the period at Jan. 31, 2023	$ 1,024,078	$ 56	1,333,669	694	(310,341)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercise of stock options (in shares)	447,440	447,440
Exercise of stock options	$ 3,176	$ 1	3,175
Stock issuance upon vesting of restricted stock units (in shares)		1,039,074
Stock issuance under the employee stock purchase plan (in shares)		120,084
Stock issuance under the employee stock purchase plan	2,698		2,698
Stock-based compensation	41,951		41,951
Other comprehensive income	212			212
Net loss attributable to nCino, Inc., including adjustment to redeemable non-controlling interest	(43,506)		526		(44,032)
Balance, ending of the period (in shares) at Oct. 31, 2023		113,030,730
Balance, ending of the period at Oct. 31, 2023	1,028,609	$ 57	1,382,019	906	(354,373)
Balance, beginning of the period (in shares) at Jul. 31, 2023		112,661,660
Balance, beginning of the period at Jul. 31, 2023	1,028,141	$ 56	1,364,757	844	(337,516)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercise of stock options (in shares)		106,772
Exercise of stock options	968		967
Stock issuance upon vesting of restricted stock units (in shares)		262,298
Stock-based compensation	15,817		15,817
Other comprehensive income	62			62
Net loss attributable to nCino, Inc., including adjustment to redeemable non-controlling interest	(16,379)		478		(16,857)
Balance, ending of the period (in shares) at Oct. 31, 2023		113,030,730
Balance, ending of the period at Oct. 31, 2023	$ 1,028,609	$ 57	$ 1,382,019	$ 906	$ (354,373)

Insider Trading Arrangements	3 Months Ended	9 Months Ended
Insider Trading Arrangements	Oct. 31, 2023 shares	Oct. 31, 2023 shares
Officer Trading Arrangement [Member]
Trading Arrangements, by Individual
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false
Officer Trading Arrangement [Member] \| Jeanette Sellers [Member]
Trading Arrangements, by Individual
Material Terms of Trading Arrangement		On October 6, 2023, Jeanette Sellers, Vice President of Accounting, adopted a Rule 10b5-1 trading arrangement providing for the sale from time to time of an aggregate of up to 9,496 shares of our common stock. The trading arrangement is intended to satisfy the affirmative defense in Rule 10b5-1(c). The duration of the trading arrangement is until August 15, 2024, or earlier if all transactions under the trading arrangement are completed.
Name	Jeanette Sellers
Title	Vice President of Accounting
Rule 10b5-1 Arrangement Adopted	true
Adoption Date	October 6, 2023
Arrangement Duration	314 days
Aggregate Available	9,496	9,496
Officer Trading Arrangement [Member] \| Pierre Naudé [Member]
Trading Arrangements, by Individual
Material Terms of Trading Arrangement		On October 12, 2023, Pierre Naudé, Chairman and Chief Executive Officer, adopted a Rule 10b5-1 trading arrangement providing for the sale from time to time of an aggregate of up to 99,028 shares of our common stock. The trading arrangement is intended to satisfy the affirmative defense in Rule 10b5-1(c). The duration of the trading arrangement is until January 15, 2025, or earlier if all transactions under the trading arrangement are completed.
Name	Pierre Naudé
Title	Chairman and Chief Executive Officer
Rule 10b5-1 Arrangement Adopted	true
Adoption Date	October 12, 2023
Arrangement Duration	471 days
Aggregate Available	99,028	99,028
Officer Trading Arrangement [Member] \| Sean Desmond [Member]
Trading Arrangements, by Individual
Material Terms of Trading Arrangement		On October 13, 2023, Sean Desmond, Chief Customer Success Officer, adopted a Rule 10b5-1 trading arrangement providing for the sale from time to time of an aggregate of up to 17,642 shares of our common stock. The trading arrangement is intended to satisfy the affirmative defense in Rule 10b5-1(c). The duration of the trading arrangement is until January 16, 2024, or earlier if all transactions under the trading arrangement are completed.
Name	Sean Desmond
Title	Chief Customer Success Officer
Rule 10b5-1 Arrangement Adopted	true
Adoption Date	October 13, 2023
Arrangement Duration	96 days
Aggregate Available	17,642	17,642
Officer Trading Arrangement [Member] \| April Rieger [Member]
Trading Arrangements, by Individual
Material Terms of Trading Arrangement		On October 13, 2023, April Rieger, Chief Legal & Compliance Officer and Secretary, adopted a Rule 10b5-1 trading arrangement providing for the sale from time to time of an aggregate of up to 10,000 shares of our common stock. The trading arrangement is intended to satisfy the affirmative defense in Rule 10b5-1(c). The duration of the trading arrangement is until January 15, 2025, or earlier if all transactions under the trading arrangement are completed.
Name	April Rieger
Title	Chief Legal & Compliance Officer and Secretary
Rule 10b5-1 Arrangement Adopted	true
Adoption Date	October 13, 2023
Arrangement Duration	460 days
Aggregate Available	10,000	10,000
Director Trading Arrangement [Member]
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

Property and Equipment - Property and Equipment, net (Details) - USD ($) $ in Thousands	Oct. 31, 2023	Jan. 31, 2023
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 104,578	$ 104,845
Less accumulated depreciation	(24,021)	(20,403)
Property and equipment, net	80,557	84,442
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Property and equipment, gross	12,047	10,730
Computers and equipment
Property, Plant and Equipment [Line Items]
Property and equipment, gross	8,107	8,361
Buildings and land
Property, Plant and Equipment [Line Items]
Property and equipment, gross	56,379	56,379
Leasehold improvements
Property, Plant and Equipment [Line Items]
Property and equipment, gross	27,563	28,702
Construction in progress
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 482	$ 673

Organization and Description of Business	9 Months Ended
Organization and Description of Business	Oct. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization and Description of Business	Organization and Description of Business Organization: On November 16, 2021, nCino, Inc. (now nCino OpCo, Inc., "nCino OpCo") entered into an Agreement and Plan of Merger (the "Merger Agreement") with Penny HoldCo, Inc. (now nCino, Inc., "nCino, Inc."), a Delaware corporation incorporated on November 12, 2021 as a wholly-owned subsidiary of nCino OpCo, and certain other parties. On January 7, 2022, in connection with the closing of the transactions contemplated by the Merger Agreement, Penny HoldCo, Inc. changed its name to nCino, Inc. and nCino, Inc. changed its name to nCino OpCo, Inc. and became a wholly-owned subsidiary of nCino, Inc. Merger: On January 7, 2022, pursuant to the Merger Agreement, nCino, Inc. and nCino OpCo completed a series of mergers in which nCino, Inc. became the parent of nCino OpCo and SimpleNexus, LLC ("SimpleNexus"). Each share of nCino OpCo common stock, par value $0.0005 per share, issued and outstanding was converted into one fully paid and nonassessable share of nCino, Inc. common stock, par value $0.0005. nCino, Inc. became the successor issuer and reporting company to nCino OpCo pursuant to Rule 12g-3(a) under the Securities Exchange Act of 1934, as amended. On January 10, 2022, shares of nCino OpCo were suspended from trading on the Nasdaq Global Select Market, and shares of nCino, Inc. commenced using nCino OpCo's trading history under the ticker symbol "NCNO". On September 8, 2023, SimpleNexus began operating as SimpleNexus, LLC d/b/a nCino Mortgage, LLC ("nCino Mortgage"). Description of Business: The Company is a software-as-a-service ("SaaS") company that provides software applications to financial institutions to streamline employee and client interactions. The Company is headquartered in Wilmington, North Carolina and has various locations in the U.S., North America, Europe and Asia Pacific. Fiscal Year End: The Company’s fiscal year ends on January 31.

Basic and Diluted Loss per Share (Tables)

9 Months Ended

Oct. 31, 2023

Earnings Per Share [Abstract]

Schedule of Earnings Per Share, Basic and Diluted

The components of basic and diluted loss per share for periods presented are as follows (in thousands, except share and per share data):


	Three Months Ended October 31,				Nine Months Ended October 31,
	2022		2023		2022		2023
Basic and diluted loss per share:
Numerator
Net loss attributable to nCino, Inc.	$	(23,579)	$	(16,379)	$	(81,512)	$	(43,506)
Denominator
Weighted-average common shares outstanding	110,897,811		112,951,553		110,434,171		112,484,017
Basic and diluted loss per share attributable to nCino, Inc.	$	(0.21)	$	(0.15)	$	(0.74)	$	(0.39)

Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share

The following potential outstanding common stock were excluded from the diluted loss per share computation because the effect would have been anti-dilutive:


	Nine Months Ended October 31,
	2022	2023
Stock options issued and outstanding	2,161,088	1,551,058
Nonvested RSUs issued and outstanding	4,000,187	5,785,669
Shares issuable pursuant to the ESPP	62,781	61,412

Variable Interest Entity and Redeemable Non-Controlling Interest - Narrative (Details) - USD ($) $ in Thousands	1 Months Ended		3 Months Ended		9 Months Ended
	Oct. 31, 2023	Oct. 31, 2019	Oct. 31, 2023	Oct. 31, 2022	Oct. 31, 2023	Oct. 31, 2022
Schedule of Equity Method Investments [Line Items]
Investment by redeemable non-controlling interest			$ 983	$ 0	$ 983	$ 0
nCino K.K
Schedule of Equity Method Investments [Line Items]
Payments to noncontrolling interests		$ 4,700
Consolidation, less than wholly owned subsidiary, parent ownership interest, changes, purchase of Interest by parent	$ 1,000
Estimated redeemable noncontrolling interest redemption value	$ 2,800		$ 2,800		$ 2,800
nCino K.K \| nCino K.K
Schedule of Equity Method Investments [Line Items]
Ownership percentage by parent	51.00%	0.51%	51.00%		51.00%

Stock-Based Compensation

9 Months Ended

Oct. 31, 2023

Share-Based Payment Arrangement [Abstract]

Stock-Based Compensation

Stock Options

Stock option activity for the nine months ended October 31, 2023 was as follows:


	Number of Shares	Weighted Average Exercise Price
Outstanding, January 31, 2023	2,009,323	$	6.62
Granted	—	—
Expired or forfeited	(10,825)	15.52
Exercised	(447,440)	7.10
Outstanding, October 31, 2023	1,551,058	$	6.42
Exercisable, October 31, 2023	1,548,183	$	6.39
Fully vested or expected to vest, October 31, 2023	1,550,771	$	6.41

Restricted Stock Units

RSU activity during the nine months ended October 31, 2023 was as follows:


	Number of Shares	Weighted Average Grant Date Fair Value
Nonvested, January 31, 2023	3,531,387	$	44.00
Granted	3,516,749	25.57
Vested	(950,771)	38.68
Forfeited	(311,696)	39.81
Nonvested, October 31, 2023	5,785,669	$	33.89

As of October 31, 2023, total unrecognized compensation expense related to non-vested RSUs was $155.3 million, adjusted for estimated forfeitures, based on the estimated fair value of the Company’s common stock at the time of grant. That cost is expected to be recognized over a weighted average period of 2.90 years.

Employee Stock Purchase Plan

The first offering period for the Employee Stock Purchase Plan ("ESPP") began on July 1, 2021 and ended on December 31, 2021. Thereafter, offering periods begin each year on January 1 and July 1.

The fair value of ESPP shares during the nine months ended October 31, 2022 and 2023 was estimated at the date of grant using the Black-Scholes option valuation model based on assumptions as follows for ESPP awards:


	Nine Months Ended October 31,
	2022	2023
Expected life (in years)	0.50	0.50
Expected volatility	49.65% - 84.59%	61.66% - 61.86%
Expected dividends	0.00%	0.00%
Risk-free interest rate	0.22% - 2.52%	4.77% - 5.53%

Stock-Based Compensation Expense

Total stock-based compensation expense included in our unaudited condensed consolidated statements of operations were as follows:


	Three Months Ended October 31,				Nine Months Ended October 31,
	2022		2023		2022		2023
Cost of subscription revenues	$	392	$	515	$	1,120	$	1,314
Cost of professional services and other revenues	1,778		2,571		5,564		6,660
Sales and marketing	3,326		4,153		10,144		11,194
Research and development	3,012		4,386		8,457		11,665
General and administrative	3,997		4,198		13,191		11,136
Total stock-based compensation expense	$	12,505	$	15,823	$	38,476	$	41,969

Goodwill and Intangible Assets - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Oct. 31, 2023	Oct. 31, 2022	Oct. 31, 2023	Oct. 31, 2022
Finite-Lived Intangible Assets [Line Items]
Operating Income (Loss)	$ (12,906)	$ (18,444)	$ (36,327)	$ (70,681)
Basic (in USD per share)	$ (0.15)	$ (0.21)	$ (0.39)	$ (0.74)
Diluted (in USD per share)	$ (0.15)	$ (0.21)	$ (0.39)	$ (0.74)
Net loss attributable to nCino, Inc.	$ (16,379)	$ (23,579)	$ (43,506)	$ (81,512)
Intangible Assets, Amortization Period
Finite-Lived Intangible Assets [Line Items]
Operating Income (Loss)	$ (10,100)		$ (10,100)
Basic (in USD per share)	$ (0.09)		$ (0.09)
Diluted (in USD per share)	$ (0.09)		$ (0.09)
Net loss attributable to nCino, Inc.	$ (10,100)		$ (10,100)
Sales and marketing \| Intangible Assets, Amortization Period
Finite-Lived Intangible Assets [Line Items]
Amortization	$ 10,100		$ 10,100

- Definition

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

+ References

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-Topic 250
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-Section 50
-Paragraph 3
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- Definition

The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.

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- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

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+ Details

Revenues - Narrative (Details) $ in Millions	9 Months Ended
Revenues - Narrative (Details) $ in Millions	Oct. 31, 2023 USD ($)
Disaggregation of Revenue [Line Items]
Contract with customer, liability, revenue recognized	$ 149.9
Remaining performance obligation amount	$ 917.1
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-11-01
Disaggregation of Revenue [Line Items]
Remaining performance obligation percentage	68.00%
Remaining performance obligation, expected timing of satisfaction	24 months
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-11-01
Disaggregation of Revenue [Line Items]
Remaining performance obligation percentage	28.00%
Minimum \| Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-11-01
Disaggregation of Revenue [Line Items]
Remaining performance obligation, expected timing of satisfaction	25 months
Maximum \| Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-11-01
Disaggregation of Revenue [Line Items]
Remaining performance obligation, expected timing of satisfaction	48 months

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

Restructuring - Narrative (Details) - USD ($) $ in Millions	3 Months Ended
Restructuring - Narrative (Details) - USD ($) $ in Millions	Apr. 30, 2023	Jan. 31, 2023
Restructuring and Related Activities [Abstract]
Restructuring and related cost, number of positions eliminated, period percent	7.00%
Payments for restructuring	$ 0.8
Restructuring and related cost, incurred cost	$ 4.8
Restructuring reserve		$ 5.0

Fair Value Measurements (Tables)

9 Months Ended

Oct. 31, 2023

Fair Value Disclosures [Abstract]

Schedule Of Fair Value, Assets Measured on Recurring Basis

The following table summarizes the Company’s financial assets measured at fair value as of January 31, 2023 and October 31, 2023 and indicates the fair value hierarchy of the valuation:


	Fair value measurements on a recurring basis as of January 31, 2023
	Level 1		Level 2		Level 3
Assets:
Money market accounts (included in cash and cash equivalents)	$	17,149	$	—	$	—
Time deposits (included in other long-term assets)	382		—		—
Total assets	$	17,531	$	—	$	—


	Fair value measurements on a recurring basis as of October 31, 2023
	Level 1		Level 2		Level 3
Assets:
Money market accounts (included in cash and cash equivalents)	$	54,491	$	—	$	—

Time deposits (included in other long-term assets)	348		—		—
Total assets	$	54,839	$	—	$	—

Condensed Consolidated Statement of Comprehensive Loss - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Oct. 31, 2023	Oct. 31, 2022	Oct. 31, 2023	Oct. 31, 2022
Statement of Comprehensive Income [Abstract]
Net loss	$ (17,177)	$ (22,645)	$ (44,900)	$ (80,072)
Other comprehensive income:
Foreign currency translation	74	472	214	1,581
Other comprehensive income	74	472	214	1,581
Comprehensive loss	(17,103)	(22,173)	(44,686)	(78,491)
Less comprehensive loss attributable to redeemable non-controlling interest:
Net loss attributable to redeemable non-controlling interest	(320)	(257)	(868)	(908)
Foreign currency translation attributable to redeemable non-controlling interest	12	(67)	2	(249)
Comprehensive loss attributable to redeemable non-controlling interest	(308)	(324)	(866)	(1,157)
Comprehensive loss attributable to nCino, Inc.	$ (16,795)	$ (21,849)	$ (43,820)	$ (77,334)

Goodwill and Intangible Assets - Schedule of Goodwill (Details) $ in Thousands	9 Months Ended
	Oct. 31, 2023 USD ($)
Goodwill [Roll Forward]
Goodwill, beginning balance	$ 839,440
Translation adjustments	(855)
Goodwill, ending balance	$ 838,585

- Definition

Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.

+ References + Details

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Oct. 31, 2023	Jan. 31, 2023
Current assets
Cash and cash equivalents (VIE: $2,019 and $2,555 at January 31, 2023 and October 31, 2023, respectively)	$ 100,475	$ 82,036
Accounts receivable, less allowances of $899 and $2,221 at January 31, 2023 and October 31, 2023, respectively	62,012	99,497
Costs capitalized to obtain revenue contracts, current portion, net	9,715	9,386
Prepaid expenses and other current assets	18,670	16,274
Total current assets	190,872	207,193
Property and equipment, net	80,557	84,442
Operating lease right-of-use assets, net	8,855	10,508
Costs capitalized to obtain revenue contracts, noncurrent, net	16,293	18,229
Goodwill	838,585	839,440
Intangible assets, net	121,695	152,825
Investments	9,031	6,531
Long-term prepaid expenses and other assets	1,656	8,101
Total assets	1,267,544	1,327,269
Current liabilities
Accounts payable	12,526	11,878
Accrued compensation and benefits	13,748	22,623
Accrued expenses and other current liabilities	11,439	10,897
Deferred revenue	130,308	154,871
Financing obligations, current portion	1,429	1,015
Operating lease liabilities, current portion	3,523	3,874
Total current liabilities	172,973	205,158
Operating lease liabilities, noncurrent	6,460	7,282
Deferred income taxes, noncurrent	3,241	2,797
Revolving credit facility, noncurrent	0	30,000
Financing obligations, noncurrent	53,063	54,365
Total liabilities	235,737	299,602
Commitments and contingencies (Note 12)
Redeemable non-controlling interest (Note 3)	3,198	3,589
Stockholders’ equity
Preferred stock, $0.001 par value; 10,000,000 shares authorized, and none issued and outstanding as of January 31, 2023 and October 31, 2023	0	0
Common stock, $0.0005 par value; 500,000,000 shares authorized as of January 31, 2023 and October 31, 2023; 111,424,132 and 113,030,730 shares issued and outstanding as of January 31, 2023 and October 31, 2023, respectively	57	56
Additional paid-in capital	1,382,019	1,333,669
Accumulated other comprehensive income	906	694
Accumulated deficit	(354,373)	(310,341)
Total stockholders’ equity	1,028,609	1,024,078
Total liabilities, redeemable non-controlling interest, and stockholders’ equity	$ 1,267,544	$ 1,327,269

Leases (Tables)

9 Months Ended

Oct. 31, 2023

Leases [Abstract]

Schedule of Lease Cost

The components of lease expense were as follows:


	Three Months Ended October 31,				Nine Months Ended October 31,
	2022		2023		2022		2023
Operating lease expense	$	1,023	$	1,225	$	2,961	$	3,842
Variable lease expense	269		464		809		1,398
Short-term lease expense	124		94		378		328
Total	$	1,416	$	1,783	$	4,148	$	5,568

Supplemental cash flow information related to operating leases were as follows:


	Nine Months Ended October 31,
	2022		2023
Cash paid for amounts included in the measurement of operating lease liabilities	$	3,079	$	3,324
Operating right-of-use assets obtained in exchange for operating lease liabilities	1,989		2,142
Operating right-of-use assets and operating lease liabilities disposed of	—		115

Schedule of Future Minimum Lease Payments for Operating Lease

Future minimum lease payments as of October 31, 2023 were as follows:


Fiscal Year Ending January 31,	Operating Leases
2024 (remaining)	$	939
2025	3,921
2026	2,801
2027	1,506
2028	1,097
Thereafter	495
Total lease liabilities	10,759
Less: imputed interest	(776)
Total lease obligations	9,983
Less: current obligations	(3,523)
Long-term lease obligations	$	6,460

Stockholders’ Equity - Narrative (Details)	Oct. 31, 2023 shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock reserved for future issuance (in shares)	34,833,275
Common Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock reserved for future issuance (in shares)	34,833,275

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

Stock-Based Compensation - Schedule of Nonvested Restricted Stock Units Activity (Details) - Nonvested RSUs issued and outstanding	9 Months Ended
	Oct. 31, 2023 $ / shares shares
Number of Shares
Nonvested, beginning of period (in shares) \| shares	3,531,387
Granted (in shares) \| shares	3,516,749
Vested (in shares) \| shares	(950,771)
Forfeited (in shares) \| shares	(311,696)
Nonvested, end of period (in shares) \| shares	5,785,669
Weighted Average Grant Date Fair Value
Nonvested, beginning of period (in USD per share) \| $ / shares	$ 44.00
Granted (in USD per share) \| $ / shares	25.57
Vested (in USD per share) \| $ / shares	38.68
Forfeited (in USD per share) \| $ / shares	39.81
Nonvested, end of period (in USD per share) \| $ / shares	$ 33.89

Revolving Credit Facility (Details) - USD ($) $ in Thousands	Feb. 11, 2022	Oct. 31, 2023	Jan. 31, 2023
Line of Credit Facility [Line Items]
Financial covenants, percent of sum of unrestricted and unencumbered cash	100.00%
Financial covenants, required percent of unrestricted and unencumbered cash	75.00%
Financial covenants, required minimum cash	$ 5,000
Debt instrument, capital stock of foreign subsidiaries owned, percentage		65.00%
Revolving credit facility, noncurrent		$ 0	$ 30,000
Line of Credit \| Bloomberg Short Term Bank Yield Index \| Maximum
Line of Credit Facility [Line Items]
Debt instrument, basis spread on variable rate	1.00%
Revolving Credit Facility \| Bloomberg Short Term Bank Yield Index
Line of Credit Facility [Line Items]
Line of credit facility, commitment fee percentage	1.00%
Revolving Credit Facility \| Bloomberg Short Term Bank Yield Index \| Maximum
Line of Credit Facility [Line Items]
Debt instrument, basis spread on variable rate	0.00%
Revolving Credit Facility \| Bloomberg Short Term Bank Yield Index \| Minimum
Line of Credit Facility [Line Items]
Debt instrument, basis spread on variable rate	0.00%
Revolving Credit Facility \| Line of Credit
Line of Credit Facility [Line Items]
Line of credit facility, unused capacity, commitment fee percentage	0.25%
Financial covenants, required minimum consolidated liquidity	$ 50,000
Financial covenants, credit facility availability threshold amount	$ 25,000
Revolving credit facility, noncurrent			$ 30,000
Revolving credit facility, current portion		0
Line of credit, available borrowing capacity		$ 50,000
Revolving Credit Facility \| Line of Credit \| Fed Funds Effective Rate Overnight Index Swap Rate
Line of Credit Facility [Line Items]
Line of credit facility, commitment fee percentage	0.50%
Revolving Credit Facility \| Line of Credit \| Bloomberg Short Term Bank Yield Index \| Minimum
Line of Credit Facility [Line Items]
Debt instrument, basis spread on variable rate	0.00%
Revolving Credit Facility \| Bank of America, NA \| Line of Credit
Line of Credit Facility [Line Items]
Line of credit facility, maximum borrowing capacity	$ 50,000
Letter of Credit \| Bank of America, NA \| Line of Credit
Line of Credit Facility [Line Items]
Line of credit facility, maximum borrowing capacity	$ 7,500

Property and Equipment - Depreciation Expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Oct. 31, 2023	Oct. 31, 2022	Oct. 31, 2023	Oct. 31, 2022
Property, Plant and Equipment [Line Items]
Total depreciation expense	$ 2,088	$ 1,508	$ 6,236	$ 4,329
Sales and marketing
Property, Plant and Equipment [Line Items]
Depreciation, nonproduction	450	349	1,334	991
Research and development
Property, Plant and Equipment [Line Items]
Depreciation, nonproduction	731	570	2,201	1,654
General and administrative
Property, Plant and Equipment [Line Items]
Depreciation, nonproduction	300	186	889	564
Subscription
Property, Plant and Equipment [Line Items]
Cost of subscription revenues	150	92	437	268
Professional services and other
Property, Plant and Equipment [Line Items]
Cost of subscription revenues	$ 457	$ 311	$ 1,375	$ 852

Summary of Significant Accounting Policies

9 Months Ended

Oct. 31, 2023

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Principles of Consolidation and Basis of Presentation: The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America ("GAAP") as set forth in the Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") and applicable rules and regulations of the Securities Exchange Commission ("SEC") regarding interim financial reporting. Certain information and disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. Therefore, these unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes included in the Company's Annual Report on Form 10-K for the fiscal year ended January 31, 2023 filed with the SEC on March 28, 2023. The unaudited condensed consolidated financial statements include accounts of the Company’s wholly-owned subsidiaries, as well as a variable interest entity in which the Company is the primary beneficiary. All intercompany accounts and transactions are eliminated.

The Company is subject to the normal risks associated with technology companies that have not demonstrated sustainable income from operations, including product development, the risk of customer acceptance and market penetration of its products and services and, ultimately, the need to attain profitability to generate positive cash resources.

In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all normal recurring adjustments necessary to present fairly the financial position, results of operations, comprehensive loss and cash flows for the interim periods, but are not necessarily indicative of the results of operations to be anticipated for the full fiscal 2024 or any future period.

Variable Interest Entity: The Company holds an interest in a Japanese company (“nCino K.K.”) that is considered a variable interest entity ("VIE"). nCino K.K. is considered a VIE as it has insufficient equity capital to finance its activities without additional financial support. The Company is the primary beneficiary of nCino K.K. as it has the power over the activities that most significantly impact the economic performance of nCino K.K. and has the obligation to absorb expected

losses and the right to receive expected benefits that could be significant to nCino K.K., in accordance with accounting guidance. As a result, the Company consolidated nCino K.K. and all significant intercompany accounts have been eliminated. The Company will continue to assess whether it has a controlling financial interest and whether it is the primary beneficiary at each reporting period. Other than the Company’s equity investments, the Company has not provided financial or other support to nCino K.K. that it was not contractually obligated to provide. The assets of the VIE can only be used to settle the obligations of the VIE and the creditors of the VIE do not have recourse to the Company. The assets and liabilities of the VIE were not significant to the Company’s consolidated financial statements except for cash which is reflected on the unaudited condensed consolidated balance sheets. See Note 3 "Variable Interest Entity and Redeemable Non-Controlling Interest" for additional information regarding the Company’s variable interest.

Redeemable Non-Controlling Interest: Redeemable non-controlling interest relates to minority investors of nCino K.K. An agreement with the minority investors of nCino K.K. contains redemption features whereby the interest held by the minority investors are redeemable either at the option of the (i) minority investors or (ii) the Company, both beginning on the eighth anniversary of the initial capital contribution. If the interest of the minority investors were to be redeemed under this agreement, the Company would be required to redeem the interest based on a prescribed formula derived from the relative revenues of nCino K.K. and the Company. The balance of the redeemable non-controlling interest is reported at the greater of the initial carrying amount adjusted for the redeemable non-controlling interest’s share of earnings or losses and other comprehensive income or loss, or its estimated redemption value. The resulting changes in the estimated redemption amount (increases or decreases) are recorded with corresponding adjustments against retained earnings or, in the absence of retained earnings, additional paid-in-capital. These interests are presented on the unaudited condensed consolidated balance sheets outside of equity under the caption “Redeemable non-controlling interest.”

Use of Estimates: The preparation of unaudited condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the unaudited condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates and assumptions made by the Company’s management are used for, but not limited to, revenue recognition including determining the nature and timing of satisfaction of performance obligations, variable consideration, and stand-alone selling price; the average period of benefit associated with costs capitalized to obtain revenue contracts; fair value of assets acquired and liabilities assumed for business combinations; the useful lives of intangible assets; income taxes and the related valuation allowance on deferred tax assets; redemption value of redeemable non-controlling interest; and stock-based compensation. The Company assesses these estimates on a regular basis using historical experience and other factors. Actual results could differ from these estimates. See Note 7 "Goodwill and Intangible Assets" for a change in estimate for the useful life of the SimpleNexus trade name.

Concentration of Credit Risk and Significant Customers: The Company’s financial instruments that are exposed to concentration of credit risk consist primarily of cash, cash equivalents, restricted cash and accounts receivable. The Company’s cash and cash equivalents exceeded federally insured limits at January 31, 2023 and October 31, 2023. The Company maintains its cash, cash equivalents and restricted cash with high-credit-quality financial institutions.

As of January 31, 2023 and October 31, 2023, no individual customer represented over 10% of accounts receivable. For the three and nine months ended October 31, 2022 and 2023, no individual customer represented more than 10% of the Company’s total revenues.

Restricted Cash: Restricted cash primarily consists of a minimum cash balance the Company maintains with a lender under the Company's revolving credit facility. The remaining restricted cash consists of deposits held as collateral for the Company's bank guarantees issued in place of security deposits for certain property leases and credit cards. Restricted cash is included in other long-term assets at January 31, 2023 and in prepaid expenses and other current assets and other long-term assets at October 31, 2023 on the unaudited condensed consolidated balance sheets.

Accounts Receivable and Allowances: A receivable is recorded when an unconditional right to invoice and receive payment exists, such that only the passage of time is required before payment of consideration is due. Timing of revenue recognition may differ from the timing of invoicing to customers. Certain performance obligations may require payment before delivery of the service to the customer. The Company recognizes a contract asset in the form of accounts receivable when the Company has an unconditional right to payment, and the Company records a contract asset in the form of

unbilled accounts receivable when revenues earned on a contract exceeds the billings. The Company’s standard billing terms are annual in advance, while nCino Mortgage's standard billing terms are monthly in advance. An unbilled accounts receivable is a contract asset related to the delivery of the Company’s subscription services and professional services for which the related billings will occur in a future period. Unbilled accounts receivable consists of (i) revenues recognized for professional services performed but not yet billed and (ii) revenues recognized from non-cancelable, multi-year orders in which fees increase annually but for which the Company is not contractually able to invoice until a future period. Accounts receivable are reported at their gross outstanding balance reduced by an allowance for estimated receivable losses, which includes allowances for doubtful accounts and a reserve for expected credit losses.

The Company records allowances for doubtful accounts based upon the credit worthiness of customers, historical experience, the age of the accounts receivable, current market and economic conditions, and supportable forecasts about the future. Relevant risk characteristics include customer size and historical loss patterns. This estimate is analyzed quarterly and adjusted as necessary.

A summary of activity in the allowance for doubtful accounts is as follows:


	Three Months Ended October 31,				Nine Months Ended October 31,
	2022		2023		2022		2023
Balance, beginning of period	$	301	$	876	$	151	$	899
Charged to bad debt expense	169		368		323		1,124
Charged to deferred revenue	—		981		—		923
Write-offs and other	(116)		—		(116)		(721)
Translation adjustments	(6)		(4)		(10)		(4)
Balance, end of period	$	348	$	2,221	$	348	$	2,221

Investments: The Company's investments are non-marketable equity investments without readily determinable fair value and for which the Company does not have control or significant influence. The investments are measured at cost with adjustments for observable changes in price or impairment as permitted by the measurement alternative. The Company assesses at each reporting period if the investments continue to qualify for the measurement alternative. Gains or losses resulting from observable price changes are recognized currently in the Company's unaudited condensed consolidated statements of operations. The Company assesses the investments whenever events or changes in circumstances indicate that the carrying value of the investments may not be recoverable.

Goodwill and Intangible Assets - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands	Oct. 31, 2023	Jan. 31, 2023
Finite-Lived Intangible Assets [Line Items]
Gross Amount	$ 190,644	$ 190,860
Accumulated Amortization	(68,949)	(38,035)
Net Carrying Amount	121,695	152,825
Developed technology
Finite-Lived Intangible Assets [Line Items]
Gross Amount	83,400	83,605
Accumulated Amortization	(34,067)	(21,818)
Net Carrying Amount	49,333	61,787
Customer relationships
Finite-Lived Intangible Assets [Line Items]
Gross Amount	91,701	91,710
Accumulated Amortization	(19,917)	(13,418)
Net Carrying Amount	71,784	78,292
Trademarks and trade name
Finite-Lived Intangible Assets [Line Items]
Gross Amount	14,624	14,626
Accumulated Amortization	(14,624)	(2,705)
Net Carrying Amount	0	11,921
Other
Finite-Lived Intangible Assets [Line Items]
Gross Amount	919	919
Accumulated Amortization	(341)	(94)
Net Carrying Amount	$ 578	$ 825

Revenues

9 Months Ended

Oct. 31, 2023

Revenue from Contract with Customer [Abstract]

Revenues

Revenues by Geographic Area

Revenues by geographic region were as follows:


	Three Months Ended October 31,				Nine Months Ended October 31,
	2022		2023		2022		2023
United States	$	89,442	$	98,526	$	254,049	$	288,287
International	15,854		23,416		45,085		64,563
	$	105,296	$	121,942	$	299,134	$	352,850

The Company disaggregates its revenues from contracts with customers by geographic location. Revenues by geography are determined based on the region of the Company’s contracting entity, which may be different than the region of the customer. No country outside the United States represented 10% or more of total revenues.

Contract Amounts

Accounts Receivable

Accounts receivable, less allowance for doubtful accounts, is as follows as of January 31, 2023 and October 31, 2023:


	As of January 31, 2023		As of October 31, 2023
Trade accounts receivable	$	94,729	$	57,112
Unbilled accounts receivable	4,920		6,105
Allowance for doubtful accounts	(899)		(2,221)
Other accounts receivable1	747		1,016
Total accounts receivable, net	$	99,497	$	62,012

1Includes $0.1 million income tax receivable as of January 31, 2023 and October 31, 2023.

Deferred Revenue and Remaining Performance Obligations

Significant movements in the deferred revenue balance during the period consisted of increases due to payments received or due in advance prior to the transfer of control of the underlying performance obligations to the customer, which were offset by decreases due to revenues recognized in the period. During the nine months ended October 31, 2023, $149.9 million of revenues were recognized out of the deferred revenue balance as of January 31, 2023.

Transaction price allocated to remaining performance obligations represents contracted revenues that have not yet been recognized, which includes both deferred revenue and amounts that will be invoiced and recognized as revenues in future periods. Transaction price allocated to the remaining performance obligation is influenced by several factors, including the timing of renewals, average contract terms, and foreign currency exchange rates. The Company applies practical expedients to exclude amounts related to performance obligations that are billed and recognized as they are delivered, optional purchases that do not represent material rights, and any estimated amounts of variable consideration that are subject to constraint.

Remaining performance obligations were $917.1 million as of October 31, 2023. The Company expects to recognize approximately 68% of its remaining performance obligation as revenues in the next 24 months, approximately 28% more in the following 25 to 48 months, and the remainder thereafter.

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-9

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 10
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-10

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 15
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-15

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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-Section 50
-Paragraph 12
-Subparagraph (e)
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-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-13

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Name Accounting Standards Codification
-Topic 606
-Publisher FASB
-URI https://asc.fasb.org//606/tableOfContent

+ Details

Property and Equipment (Tables)

9 Months Ended

Oct. 31, 2023

Property, Plant and Equipment [Abstract]

Schedule Of Property and Equipment

Property and equipment, net consisted of the following:


	As of January 31, 2023		As of October 31, 2023
Furniture and fixtures	$	10,730	$	12,047
Computers and equipment	8,361		8,107
Buildings and land1	56,379		56,379
Leasehold improvements	28,702		27,563
Construction in progress	673		482
	104,845		104,578
Less accumulated depreciation	(20,403)		(24,021)
	$	84,442	$	80,557

1See Note 12 "Commitments and Contingencies."

The Company recognized depreciation expense as follows:


	Three Months Ended October 31,				Nine Months Ended October 31,
	2022		2023		2022		2023
Cost of subscription revenues	$	92	$	150	$	268	$	437
Cost of professional services and other revenues	311		457		852		1,375
Sales and marketing	349		450		991		1,334
Research and development	570		731		1,654		2,201
General and administrative	186		300		564		889
Total depreciation expense	$	1,508	$	2,088	$	4,329	$	6,236

Fair Value Measurements (Details) - Fair Value, Measurement, Recurring - USD ($) $ in Thousands	Oct. 31, 2023	Jan. 31, 2023
Level 1
Assets:
Time deposits (included in other long-term assets)	$ 348	$ 382
Total assets	54,839	17,531
Level 1 \| Money Market Funds
Assets:
Money market accounts (included in cash and cash equivalents)	54,491	17,149
Level 2
Assets:
Time deposits (included in other long-term assets)	0	0
Total assets	0	0
Level 2 \| Money Market Funds
Assets:
Money market accounts (included in cash and cash equivalents)	0	0
Level 3
Assets:
Time deposits (included in other long-term assets)	0	0
Total assets	0	0
Level 3 \| Money Market Funds
Assets:
Money market accounts (included in cash and cash equivalents)	$ 0	$ 0

Revolving Credit Facility	9 Months Ended
Revolving Credit Facility	Oct. 31, 2023
Debt Disclosure [Abstract]
Revolving Credit Facility	Revolving Credit Facility On February 11, 2022, the Company entered into a Credit Agreement (the “Credit Agreement”), by and among the Company, nCino OpCo (the “Borrower”), certain subsidiaries of the Company as guarantors, and Bank of America, N.A. as lender (the “Lender”), pursuant to which the Lender is providing to the Borrower a senior secured revolving credit facility of up to $50.0 million (the “Credit Facility”). The Credit Facility includes borrowing capacity available for letters of credit subject to a sublimit of $7.5 million. Any issuance of letters of credit will reduce the amount available under the Credit Facility. Borrowings under the Credit Facility bear interest, at the Borrower’s option, at: (i) a base rate equal to the greater of (a) the Lender’s “prime rate,” (b) the federal funds rate plus 0.50%, and (c) the Bloomberg Short Term Bank Yield Index ("BSBY") rate plus 1.00%, plus a margin of 0.00% (provided that the base rate shall not be less than 0.00%); or (ii) the BSBY rate (provided that the BSBY shall not be less than 0.00%), plus a margin of 1.00%. The Company is also required to pay an unused commitment fee to the Lender of 0.25% of the average daily unutilized commitments. The Company must also pay customary letter of credit fees. Borrowings under the Credit Facility are scheduled to mature on February 11, 2024, and the Company may repay amounts borrowed any time without penalty. Borrowings under the Credit Facility may be reborrowed. The Credit Agreement contains representations and warranties, affirmative, negative and financial covenants, and events of default that are customary for loans of this type. The financial covenant requires the Company and its subsidiaries on a consolidated basis to maintain Consolidated Liquidity of not less than $50.0 million. Consolidated Liquidity is measured as the sum of 100% of unrestricted and unencumbered cash of the Company and its domestic subsidiaries, 75% of unrestricted and unencumbered cash of the Company’s foreign subsidiaries and the lesser of Credit Facility availability and $25.0 million. The Company is also required to maintain at least $5.0 million of the Company's cash and/or marketable securities with the Lender which is considered restricted cash and is included in other long-term assets as of January 31, 2023 and prepaid expenses and other current assets as of October 31, 2023 on the Company's unaudited condensed consolidated balance sheets. The Credit Facility is guaranteed by the Company and each of its current and future material domestic subsidiaries (the “Guarantors”) and secured by substantially all of the personal property, subject to customary exceptions, of the Borrower and the Guarantors, in each case, now owned or later acquired, including a pledge of all of the Borrower’s capital stock, the capital stock of all of the Company’s domestic subsidiaries, and 65% of the capital stock of foreign subsidiaries that are directly owned by the Borrower or a Guarantor. The Company had $30.0 million and $0.0 million outstanding and no letters of credit issued under the Credit Facility and was in compliance with all covenants as of January 31, 2023 and October 31, 2023, respectively. The available borrowing capacity under the Credit Facility was $50.0 million as of October 31, 2023.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
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-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(c))
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Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 470
-Name Accounting Standards Codification
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-URI https://asc.fasb.org//470/tableOfContent

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (g)
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-Paragraph 1B
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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-Paragraph 1I
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-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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-Paragraph 1I
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

+ Details

Goodwill and Intangible Assets (Tables)

9 Months Ended

Oct. 31, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Goodwill

The change in the carrying amounts of goodwill was as follows:


Balance, January 31, 2023	$	839,440


Translation adjustments	(855)
Balance, October 31, 2023	$	838,585

Schedule of Finite-Lived Intangible Assets

Intangible assets, net are as follows:


	As of January 31, 2023						As of October 31, 2023
	Gross Amount		Accumulated Amortization		Net Carrying Amount		Gross Amount		Accumulated Amortization		Net Carrying Amount
Developed technology	$	83,605	$	(21,818)	$	61,787	$	83,400	$	(34,067)	$	49,333
Customer relationships	91,710		(13,418)		78,292		91,701		(19,917)		71,784
Trademarks and trade name	14,626		(2,705)		11,921		14,624		(14,624)		—
Other	919		(94)		825		919		(341)		578
	$	190,860	$	(38,035)	$	152,825	$	190,644	$	(68,949)	$	121,695

Finite-lived Intangible Assets Amortization Expense

The Company recognized amortization expense for intangible assets as follows:


	Three Months Ended October 31,				Nine Months Ended October 31,
	2022		2023		2022		2023
Cost of subscription revenues	$	4,249	$	3,990	$	12,767	$	12,431
Cost of professional services and other revenues	47		82		47		247
Sales and marketing	2,772		12,880		8,315		18,423

Total amortization expense	$	7,068	$	16,952	$	21,129	$	31,101

Schedule of Finite-Lived Intangible Assets, Future Amortization Expense

The expected future amortization expense for intangible assets as of October 31, 2023 is as follows:


Fiscal Year Ending January 31,
2024 (remaining)	$	6,125
2025	24,499
2026	24,334
2027	23,127
2028	8,669
Thereafter	34,941
	$	121,695

- Definition

Tabular disclosure of goodwill by reportable segment and in total which includes a rollforward schedule.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 55
-Paragraph 24
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482548/350-20-55-24

Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 3: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
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-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef
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-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 5: http://www.xbrl.org/2009/role/commonPracticeRef
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-Section 50
-Paragraph 1
-Subparagraph (b)
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Reference 6: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
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-Name Accounting Standards Codification
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Reference 7: http://www.xbrl.org/2009/role/commonPracticeRef
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Reference 8: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 9: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 10: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
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-Paragraph 1
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 11: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1A
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1A

Reference 12: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-2

+ Details

Variable Interest Entity and Redeemable Non-Controlling Interest (Tables)

9 Months Ended

Oct. 31, 2023

Noncontrolling Interest [Abstract]

Redeemable Noncontrolling Interest

The following table summarizes the activity in the redeemable non-controlling interests for the period indicated below:


	Three Months Ended October 31,				Nine Months Ended October 31,
	2022		2023		2022		2023
Balance, beginning of period	$	3,219	$	2,995	$	2,882	$	3,589
Investment by redeemable non-controlling interest	—		983		—		983
Net loss attributable to redeemable non-controlling interest (excluding adjustment to non-controlling interest)	(257)		(320)		(908)		(868)
Foreign currency translation	(67)		12		(249)		2
Adjustment to redeemable non-controlling interest	1,191		(478)		2,348		(526)
Stock-based compensation expense1	6		6		19		18
Balance, end of period	$	4,092	$	3,198	$	4,092	$	3,198

1 nCino K.K. stock options granted in accordance with nCino K.K.'s equity incentive plan.

Stock-Based Compensation (Tables)

9 Months Ended

Oct. 31, 2023

Share-Based Payment Arrangement [Abstract]

Schedule of Stock Option Activity

Stock option activity for the nine months ended October 31, 2023 was as follows:


	Number of Shares	Weighted Average Exercise Price
Outstanding, January 31, 2023	2,009,323	$	6.62
Granted	—	—
Expired or forfeited	(10,825)	15.52
Exercised	(447,440)	7.10
Outstanding, October 31, 2023	1,551,058	$	6.42
Exercisable, October 31, 2023	1,548,183	$	6.39
Fully vested or expected to vest, October 31, 2023	1,550,771	$	6.41

Schedule of Nonvested Restricted Stock Units Activity

RSU activity during the nine months ended October 31, 2023 was as follows:


	Number of Shares	Weighted Average Grant Date Fair Value
Nonvested, January 31, 2023	3,531,387	$	44.00
Granted	3,516,749	25.57
Vested	(950,771)	38.68
Forfeited	(311,696)	39.81
Nonvested, October 31, 2023	5,785,669	$	33.89

Schedule of Share-Based Payment Award, Employee Stock Purchase Plan, Valuation Assumptions


	Nine Months Ended October 31,
	2022	2023
Expected life (in years)	0.50	0.50
Expected volatility	49.65% - 84.59%	61.66% - 61.86%
Expected dividends	0.00%	0.00%
Risk-free interest rate	0.22% - 2.52%	4.77% - 5.53%

Schedule of Share-Based Compensation Expense

Total stock-based compensation expense included in our unaudited condensed consolidated statements of operations were as follows:


	Three Months Ended October 31,				Nine Months Ended October 31,
	2022		2023		2022		2023
Cost of subscription revenues	$	392	$	515	$	1,120	$	1,314
Cost of professional services and other revenues	1,778		2,571		5,564		6,660
Sales and marketing	3,326		4,153		10,144		11,194
Research and development	3,012		4,386		8,457		11,665
General and administrative	3,997		4,198		13,191		11,136
Total stock-based compensation expense	$	12,505	$	15,823	$	38,476	$	41,969

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Oct. 31, 2023	Jan. 31, 2023
Cash and cash equivalents	$ 100,475	$ 82,036
Allowance for doubtful accounts	2,221	899
Investments	$ 9,031	$ 6,531
Preferred stock, par value (in USD per share)	$ 0.001	$ 0.001
Preferred stock, shares authorized (in shares)	10,000,000	10,000,000
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0
Common stock, par value (in USD per share)	$ 0.0005	$ 0.0005
Common stock, shares authorized (in shares)	500,000,000	500,000,000
Common stock, shares, issued (in shares)	113,030,730	111,424,132
Common stock, shares outstanding (in shares)	113,030,730	111,424,132
Related Party
Investments	$ 2,500	$ 2,500
Variable Interest Entity, Primary Beneficiary
Cash and cash equivalents	$ 2,555	$ 2,019

Summary of Significant Accounting Policies (Policies)	9 Months Ended
Summary of Significant Accounting Policies (Policies)	Oct. 31, 2023
Accounting Policies [Abstract]
Principles of Consolidation and Basis of Presentation	Principles of Consolidation and Basis of Presentation: The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America ("GAAP") as set forth in the Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") and applicable rules and regulations of the Securities Exchange Commission ("SEC") regarding interim financial reporting. Certain information and disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. Therefore, these unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes included in the Company's Annual Report on Form 10-K for the fiscal year ended January 31, 2023 filed with the SEC on March 28, 2023. The unaudited condensed consolidated financial statements include accounts of the Company’s wholly-owned subsidiaries, as well as a variable interest entity in which the Company is the primary beneficiary. All intercompany accounts and transactions are eliminated. The Company is subject to the normal risks associated with technology companies that have not demonstrated sustainable income from operations, including product development, the risk of customer acceptance and market penetration of its products and services and, ultimately, the need to attain profitability to generate positive cash resources. In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all normal recurring adjustments necessary to present fairly the financial position, results of operations, comprehensive loss and cash flows for the interim periods, but are not necessarily indicative of the results of operations to be anticipated for the full fiscal 2024 or any future period.
Variable Interest Entity	Variable Interest Entity: The Company holds an interest in a Japanese company (“nCino K.K.”) that is considered a variable interest entity ("VIE"). nCino K.K. is considered a VIE as it has insufficient equity capital to finance its activities without additional financial support. The Company is the primary beneficiary of nCino K.K. as it has the power over the activities that most significantly impact the economic performance of nCino K.K. and has the obligation to absorb expected losses and the right to receive expected benefits that could be significant to nCino K.K., in accordance with accounting guidance. As a result, the Company consolidated nCino K.K. and all significant intercompany accounts have been eliminated. The Company will continue to assess whether it has a controlling financial interest and whether it is the primary beneficiary at each reporting period. Other than the Company’s equity investments, the Company has not provided financial or other support to nCino K.K. that it was not contractually obligated to provide. The assets of the VIE can only be used to settle the obligations of the VIE and the creditors of the VIE do not have recourse to the Company. The assets and liabilities of the VIE were not significant to the Company’s consolidated financial statements except for cash which is reflected on the unaudited condensed consolidated balance sheets. See Note 3 "Variable Interest Entity and Redeemable Non-Controlling Interest" for additional information regarding the Company’s variable interest.
Redeemable Non-Controlling Interest	Redeemable Non-Controlling Interest: Redeemable non-controlling interest relates to minority investors of nCino K.K. An agreement with the minority investors of nCino K.K. contains redemption features whereby the interest held by the minority investors are redeemable either at the option of the (i) minority investors or (ii) the Company, both beginning on the eighth anniversary of the initial capital contribution. If the interest of the minority investors were to be redeemed under this agreement, the Company would be required to redeem the interest based on a prescribed formula derived from the relative revenues of nCino K.K. and the Company. The balance of the redeemable non-controlling interest is reported at the greater of the initial carrying amount adjusted for the redeemable non-controlling interest’s share of earnings or losses and other comprehensive income or loss, or its estimated redemption value. The resulting changes in the estimated redemption amount (increases or decreases) are recorded with corresponding adjustments against retained earnings or, in the absence of retained earnings, additional paid-in-capital. These interests are presented on the unaudited condensed consolidated balance sheets outside of equity under the caption “Redeemable non-controlling interest.”
Use of Estimates	Use of Estimates: The preparation of unaudited condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the unaudited condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates and assumptions made by the Company’s management are used for, but not limited to, revenue recognition including determining the nature and timing of satisfaction of performance obligations, variable consideration, and stand-alone selling price; the average period of benefit associated with costs capitalized to obtain revenue contracts; fair value of assets acquired and liabilities assumed for business combinations; the useful lives of intangible assets; income taxes and the related valuation allowance on deferred tax assets; redemption value of redeemable non-controlling interest; and stock-based compensation. The Company assesses these estimates on a regular basis using historical experience and other factors. Actual results could differ from these estimates. See Note 7 "Goodwill and Intangible Assets" for a change in estimate for the useful life of the SimpleNexus trade name.
Concentration of Credit Risk and Significant Customers	Concentration of Credit Risk and Significant Customers: The Company’s financial instruments that are exposed to concentration of credit risk consist primarily of cash, cash equivalents, restricted cash and accounts receivable. The Company’s cash and cash equivalents exceeded federally insured limits at January 31, 2023 and October 31, 2023. The Company maintains its cash, cash equivalents and restricted cash with high-credit-quality financial institutions.
Restricted Cash	Restricted Cash: Restricted cash primarily consists of a minimum cash balance the Company maintains with a lender under the Company's revolving credit facility. The remaining restricted cash consists of deposits held as collateral for the Company's bank guarantees issued in place of security deposits for certain property leases and credit cards. Restricted cash is included in other long-term assets at January 31, 2023 and in prepaid expenses and other current assets and other long-term assets at October 31, 2023 on the unaudited condensed consolidated balance sheets.
Accounts Receivable and Allowances	Accounts Receivable and Allowances: A receivable is recorded when an unconditional right to invoice and receive payment exists, such that only the passage of time is required before payment of consideration is due. Timing of revenue recognition may differ from the timing of invoicing to customers. Certain performance obligations may require payment before delivery of the service to the customer. The Company recognizes a contract asset in the form of accounts receivable when the Company has an unconditional right to payment, and the Company records a contract asset in the form of unbilled accounts receivable when revenues earned on a contract exceeds the billings. The Company’s standard billing terms are annual in advance, while nCino Mortgage's standard billing terms are monthly in advance. An unbilled accounts receivable is a contract asset related to the delivery of the Company’s subscription services and professional services for which the related billings will occur in a future period. Unbilled accounts receivable consists of (i) revenues recognized for professional services performed but not yet billed and (ii) revenues recognized from non-cancelable, multi-year orders in which fees increase annually but for which the Company is not contractually able to invoice until a future period. Accounts receivable are reported at their gross outstanding balance reduced by an allowance for estimated receivable losses, which includes allowances for doubtful accounts and a reserve for expected credit losses. The Company records allowances for doubtful accounts based upon the credit worthiness of customers, historical experience, the age of the accounts receivable, current market and economic conditions, and supportable forecasts about the future. Relevant risk characteristics include customer size and historical loss patterns. This estimate is analyzed quarterly and adjusted as necessary.
Investment	Investments: The Company's investments are non-marketable equity investments without readily determinable fair value and for which the Company does not have control or significant influence. The investments are measured at cost with adjustments for observable changes in price or impairment as permitted by the measurement alternative. The Company assesses at each reporting period if the investments continue to qualify for the measurement alternative. Gains or losses resulting from observable price changes are recognized currently in the Company's unaudited condensed consolidated statements of operations. The Company assesses the investments whenever events or changes in circumstances indicate that the carrying value of the investments may not be recoverable.

Commitments and Contingencies - Purchase Commitments and Future Minimum Lease Payments (Details) - USD ($) $ in Thousands	Oct. 31, 2023	Nov. 30, 2020
Purchase commitments
2024	$ 725
2025	3,019
2026	2,761
2027	1,602
Total	8,107
Financing obligations - leased facility
2024	1,116
2025	4,543
2026	4,644
2027	3,950
Total	14,253
Residual financing obligations and assets	49,476
Less: amount representing interest	(9,237)
Financing obligations	$ 54,492	$ 16,300

Commitments and Contingencies (Tables)

9 Months Ended

Oct. 31, 2023

Commitments and Contingencies Disclosure [Abstract]

Schedule of Purchase Commitments and Future Minimum Lease Payments

Purchase commitments and future minimum lease payments required under financing obligations as of October 31, 2023 is as follows:


Fiscal Year Ending January 31,	Purchase commitments		Financing obligations - leased facility
2024 (remaining)	$	725	$	1,116
2025	3,019		4,543
2026	2,761		4,644
2027	1,602		3,950


Total	$	8,107	$	14,253
Residual financing obligations and assets			49,476
Less: amount representing interest			(9,237)
Financing obligations			$	54,492

Basic and Diluted Loss per Share

9 Months Ended

Oct. 31, 2023

Earnings Per Share [Abstract]

Basic and Diluted Loss per Share

Basic loss per share is computed by dividing net loss attributable to nCino, Inc. by the weighted-average number of common shares outstanding for the fiscal period. Diluted loss per share is computed by giving effect to all potential weighted average dilutive common stock, including stock options issued and outstanding, nonvested RSUs issued and outstanding, and shares issuable pursuant to the ESPP. The dilutive effect of outstanding awards is reflected in diluted earnings per share by application of the treasury stock method. Diluted loss per share for the three months ended October 31, 2022 and 2023 and for the nine months ended October 31, 2022 and 2023 is the same as the basic loss per share as there was a net loss for those periods, and inclusion of potentially issuable shares was anti-dilutive.

The components of basic and diluted loss per share for periods presented are as follows (in thousands, except share and per share data):


	Three Months Ended October 31,				Nine Months Ended October 31,
	2022		2023		2022		2023
Basic and diluted loss per share:
Numerator
Net loss attributable to nCino, Inc.	$	(23,579)	$	(16,379)	$	(81,512)	$	(43,506)
Denominator
Weighted-average common shares outstanding	110,897,811		112,951,553		110,434,171		112,484,017
Basic and diluted loss per share attributable to nCino, Inc.	$	(0.21)	$	(0.15)	$	(0.74)	$	(0.39)

The following potential outstanding common stock were excluded from the diluted loss per share computation because the effect would have been anti-dilutive:


	Nine Months Ended October 31,
	2022	2023
Stock options issued and outstanding	2,161,088	1,551,058
Nonvested RSUs issued and outstanding	4,000,187	5,785,669
Shares issuable pursuant to the ESPP	62,781	61,412

Revenues - Revenue By Geographic Region (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Oct. 31, 2023	Oct. 31, 2022	Oct. 31, 2023	Oct. 31, 2022
Disaggregation of Revenue [Line Items]
Total revenues	$ 121,942	$ 105,296	$ 352,850	$ 299,134
United States
Disaggregation of Revenue [Line Items]
Total revenues	98,526	89,442	288,287	254,049
International
Disaggregation of Revenue [Line Items]
Total revenues	$ 23,416	$ 15,854	$ 64,563	$ 45,085

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

- Definition

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 924
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 11.L)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479941/924-10-S99-1

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 5
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-5

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
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-Section 50
-Paragraph 30
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-30

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 42
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-42

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-22

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 40
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 22
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-41

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 4
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-4

+ Details

Summary of Significant Accounting Policies (Tables)

9 Months Ended

Oct. 31, 2023

Accounting Policies [Abstract]

Activity in Allowance for Doubtful Accounts

A summary of activity in the allowance for doubtful accounts is as follows:


	Three Months Ended October 31,				Nine Months Ended October 31,
	2022		2023		2022		2023
Balance, beginning of period	$	301	$	876	$	151	$	899
Charged to bad debt expense	169		368		323		1,124
Charged to deferred revenue	—		981		—		923
Write-offs and other	(116)		—		(116)		(721)
Translation adjustments	(6)		(4)		(10)		(4)
Balance, end of period	$	348	$	2,221	$	348	$	2,221

Basic and Diluted Loss per Share - Components of Basic and Diluted Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Oct. 31, 2023	Oct. 31, 2022	Oct. 31, 2023	Oct. 31, 2022
Numerator
Net loss attributable to nCino, Inc.	$ (16,379)	$ (23,579)	$ (43,506)	$ (81,512)
Denominator
Weighted-average common shares outstanding, basic (in shares)	112,951,553	110,897,811	112,484,017	110,434,171
Weighted-average common shares outstanding, diluted (in shares)	112,951,553	110,897,811	112,484,017	110,434,171
Basic loss per share attributable to nCino, Inc. (in USD per share)	$ (0.15)	$ (0.21)	$ (0.39)	$ (0.74)
Diluted loss per share attributable to nCino, Inc. (in USD per share)	$ (0.15)	$ (0.21)	$ (0.39)	$ (0.74)

- Definition

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

+ Details

Stockholders’ Equity

9 Months Ended

Oct. 31, 2023

Equity [Abstract]

Stockholders’ Equity

At October 31, 2023, the Company committed a total of 34,833,275 shares of common stock for future issuance as follows:


Issued and outstanding stock options			1,551,058
Nonvested issued and outstanding restricted stock units ("RSUs")			5,785,669
Possible issuance under stock plans			27,496,548
			34,833,275

- Definition

The entire disclosure for equity.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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Reference 15: http://www.xbrl.org/2003/role/disclosureRef
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Reference 17: http://www.xbrl.org/2003/role/disclosureRef
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Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Section 50
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-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-18

+ Details

Related-Party Transactions	9 Months Ended
Related-Party Transactions	Oct. 31, 2023
Related Party Transactions [Abstract]
Related-Party Transactions	Related-Party Transactions On November 1, 2022, the Company's wholly-owned subsidiary, nCino OpCo, acquired preferred shares of ZestFinance, Inc. (d/b/a ZEST AI) ("Zest AI"), a private company, for $2.5 million and is included in investments as of January 31, 2023 and October 31, 2023 on the Company's unaudited condensed consolidated balance sheets. The investment is considered a related party transaction as entities affiliated with Insight Partners, a beneficial owner of the Company, own greater than ten percent of Zest AI. On May 23, 2023, the Company announced a strategic partnership with Zest AI to build an integration into the Company's consumer banking solution to enable lenders with streamlined access to consumer credit lending insights.

- Definition

The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-2

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-URI https://asc.fasb.org//1943274/2147483326/850-10-50-1

+ Details

Leases - Narrative (Details)	Oct. 31, 2023
Lessee, Lease, Description [Line Items]
Operating lease, weighted average remaining lease term	3 years 3 months
Operating lease, weighted average discount rate, percent	4.70%
Maximum
Lessee, Lease, Description [Line Items]
Term of contract	5 years

Revenues - Accounts Receivable Less Allowance for Doubtful Accounts (Details) - USD ($) $ in Thousands	Oct. 31, 2023	Jan. 31, 2023
Revenue from Contract with Customer [Abstract]
Trade accounts receivable	$ 57,112	$ 94,729
Unbilled accounts receivable	6,105	4,920
Allowance for doubtful accounts	(2,221)	(899)
Other accounts receivable	1,016	747
Total accounts receivable, net	62,012	99,497
Income taxes receivable	$ 100	$ 100

Variable Interest Entity and Redeemable Non-Controlling Interest

9 Months Ended

Oct. 31, 2023

Noncontrolling Interest [Abstract]

Variable Interest Entity and Redeemable Non-Controlling Interest

In October 2019, the Company entered into an agreement with Japan Cloud Computing, L.P. and M30 LLC (collectively, the “Investors”) to engage in the investment, organization, management, and operation of nCino K.K. that is focused on the distribution of the Company’s products in Japan. In October 2019, the Company initially contributed $4.7 million in cash in exchange for 51% of the outstanding common stock of nCino K.K. As of October 31, 2023, the Company controls a majority of the outstanding common stock in nCino K.K. In October 2023, the Company made a further investment in nCino K.K. of $1.0 million that, including additional investments in nCino K.K. of $1.0 million by exiting third-party investors in October 2023, maintained the Company's ownership of 51%.

All of the common stock held by the Investors is callable by the Company or puttable by the Investors at the option of the Investors or at the option of the Company beginning on the eighth anniversary of the agreement with the Investors. Should the call or put option be exercised, the redemption value would be determined based on a prescribed formula derived from the discrete revenues of nCino K.K. and the Company and may be settled, at the Company’s discretion, with Company stock or cash or a combination of the foregoing. As a result of the put right available to the Investors, the redeemable non-controlling interests in nCino K.K. are classified outside of permanent equity in the Company’s unaudited condensed consolidated balance sheets. The estimated redemption value of the call/put option embedded in the redeemable non-controlling interest was $2.8 million at October 31, 2023.

The following table summarizes the activity in the redeemable non-controlling interests for the period indicated below:


	Three Months Ended October 31,				Nine Months Ended October 31,
	2022		2023		2022		2023
Balance, beginning of period	$	3,219	$	2,995	$	2,882	$	3,589
Investment by redeemable non-controlling interest	—		983		—		983
Net loss attributable to redeemable non-controlling interest (excluding adjustment to non-controlling interest)	(257)		(320)		(908)		(868)
Foreign currency translation	(67)		12		(249)		2
Adjustment to redeemable non-controlling interest	1,191		(478)		2,348		(526)
Stock-based compensation expense1	6		6		19		18
Balance, end of period	$	4,092	$	3,198	$	4,092	$	3,198

1 nCino K.K. stock options granted in accordance with nCino K.K.'s equity incentive plan.

Organization and Description of Business (Details)	Oct. 31, 2023 $ / shares	Jan. 31, 2023 $ / shares	Jan. 07, 2022 $ / shares
Subsidiary, Sale of Stock [Line Items]
Common stock, par value (in USD per share)	$ 0.0005	$ 0.0005
Number of nonassessable shares			1
SimpleNexus
Subsidiary, Sale of Stock [Line Items]
Common stock, par value (in USD per share)			$ 0.0005

Stock-Based Compensation - Schedule of Stock Option Activity (Details) - $ / shares	9 Months Ended
	Oct. 31, 2023
Number of Shares
Outstanding, beginning of period (in shares)	2,009,323
Granted (in shares)	0
Expired or forfeited (in shares)	(10,825)
Exercised (in shares)	(447,440)
Outstanding, end of period (in shares)	1,551,058
Exercisable, end of period (in shares)	1,548,183
Fully vested or expected to vest, end of period (in shares)	1,550,771
Weighted Average Exercise Price
Outstanding, beginning of period (in USD per share)	$ 6.62
Granted (in USD per share)	0
Expired or forfeited (in USD per share)	15.52
Exercised (in USD per share)	7.10
Outstanding, end of period (in USD per share)	6.42
Exercisable, end of period (in USD per share)	6.39
Fully vested or expected to vest, end of period (in USD per share)	$ 6.41

Cover - shares	9 Months Ended
Cover - shares	Oct. 31, 2023	Nov. 24, 2023
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Oct. 31, 2023
Document Transition Report	false
Entity File Number	001-41211
Entity Registrant Name	nCino, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	87-4154342
Entity Address, Address Line One	6770 Parker Farm Drive
Entity Address, City or Town	Wilmington
Entity Address, State or Province	NC
Entity Address, Postal Zip Code	28405
City Area Code	888
Local Phone Number	676-2466
Title of 12(b) Security	Common stock, par value $0.0005 per share
Trading Symbol	NCNO
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		113,133,108
Entity Central Index Key	0001902733
Current Fiscal Year End Date	--01-31
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q3
Amendment Flag	false

Related-Party Transactions (Details) $ in Millions	Nov. 01, 2022 USD ($)
Related Party Transaction [Line Items]
Equity securities without readily determinable fair value, amount	$ 2.5
Zest AI
Related Party Transaction [Line Items]
Ownership percentage by parent	10.00%

Revenues (Tables)

9 Months Ended

Oct. 31, 2023

Revenue from Contract with Customer [Abstract]

Schedule of Revenue by Geographic Region

Revenues by geographic region were as follows:


	Three Months Ended October 31,				Nine Months Ended October 31,
	2022		2023		2022		2023
United States	$	89,442	$	98,526	$	254,049	$	288,287
International	15,854		23,416		45,085		64,563
	$	105,296	$	121,942	$	299,134	$	352,850

Schedule of Accounts, Notes, Loans and Financing Receivable

Accounts receivable, less allowance for doubtful accounts, is as follows as of January 31, 2023 and October 31, 2023:


	As of January 31, 2023		As of October 31, 2023
Trade accounts receivable	$	94,729	$	57,112
Unbilled accounts receivable	4,920		6,105
Allowance for doubtful accounts	(899)		(2,221)
Other accounts receivable1	747		1,016
Total accounts receivable, net	$	99,497	$	62,012

1Includes $0.1 million income tax receivable as of January 31, 2023 and October 31, 2023.

Summary of Significant Accounting Policies - Summary of Uncollectible Accounts (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Oct. 31, 2023	Oct. 31, 2022	Oct. 31, 2023	Oct. 31, 2022
Accounts Receivable, Allowance for Credit Loss [Roll Forward]
Balance, beginning of period	$ 876	$ 301	$ 899	$ 151
Charged to bad debt expense	368	169	1,124	323
Charged to deferred revenue	981	0	923	0
Write-offs and other	0	(116)	(721)	(116)
Translation adjustments	(4)	(6)	(4)	(10)
Balance, end of period	$ 2,221	$ 348	$ 2,221	$ 348

Commitments and Contingencies

9 Months Ended

Oct. 31, 2023

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

In addition to the operating lease commitments described in Note 10 "Leases", the Company has additional contractual commitments as described further below.

Purchase Commitments

The Company’s purchase commitments consist of non-cancellable agreements to purchase goods and services, primarily licenses and hosting services, entered into in the ordinary course of business.

Financing Obligations

The Company entered into a lease agreement for the Company's headquarters in November 2020 in connection with a new lessor acquiring the property. Due to a purchase option contained in that lease, the Company is deemed to have continuing involvement and is considered to be the owner of the Company's headquarters for accounting purposes. As a result, the Company did not meet the criteria to apply sale-leaseback accounting and therefore, recorded an asset and corresponding financing obligation for $16.3 million at inception of that lease. The fair value of the leased property and corresponding

financing obligation are included in property and equipment, net and financing obligations on the unaudited condensed consolidated balance sheets, respectively.

In January 2021, the Company entered into an amendment to its November 2020 headquarters lease to provide for construction of a parking deck, which upon completion was subject to exclusive use by the Company. Due to the Company also being deemed to be the owner of the parking deck for accounting purposes, the costs associated with the construction of the parking deck were capitalized as construction in progress with a corresponding construction liability through construction. Upon completion of the parking deck in September 2021, for approximately $17.7 million, the costs of the construction in progress and the corresponding construction liability were reclassified to property and equipment, net and financing obligations on the unaudited condensed consolidated balance sheets, respectively.

In April 2021, the Company entered into a new lease agreement for the construction of an additional office building that is on the same parcel of land as the Company's existing headquarters. Due to a purchase option contained in that April 2021 lease, the Company is also deemed to be the owner of the additional building for accounting purposes, the costs associated with the construction of the additional building were capitalized as construction in progress with a corresponding construction liability through construction. Upon completion of the additional building in November 2022, for approximately $22.4 million, the costs of the construction in progress and the corresponding construction liability were reclassified to property and equipment, net and financing obligations on the unaudited condensed consolidated balance sheets, respectively, and the term of the Company's November 2020 lease for its headquarters and the related parking deck became coterminous with the April 2021 lease. The term of the April 2021 lease expires in October 2037 with options to extend. The purchase option expires if not exercised on or before November 30, 2026.

The leases will be analyzed for applicable lease accounting upon expiration of the purchase option, if not exercised.

Purchase commitments and future minimum lease payments required under financing obligations as of October 31, 2023 is as follows:


Fiscal Year Ending January 31,	Purchase commitments		Financing obligations - leased facility
2024 (remaining)	$	725	$	1,116
2025	3,019		4,543
2026	2,761		4,644
2027	1,602		3,950


Total	$	8,107	$	14,253
Residual financing obligations and assets			49,476
Less: amount representing interest			(9,237)
Financing obligations			$	54,492

A portion of the associated lease payments are recognized as interest expense and the remainder reduces the financing obligations. The weighted-average discount rate for the Company's financing obligations as of October 31, 2023 was 5.7%.

Indemnification

In the ordinary course of business, the Company generally includes standard indemnification provisions in its arrangements with third parties, including vendors, customers, and the Company’s directors and officers. Pursuant to these provisions, the Company may be obligated to indemnify such parties for losses or claims suffered or incurred. It is not possible to determine the maximum potential loss under these indemnification provisions due to the Company’s limited history of prior indemnification claims and the unique facts and circumstances involved in each particular provision. To date, the Company has not incurred any material costs as a result of such obligations and has not accrued any material liabilities related to such obligations in the accompanying unaudited condensed consolidated financial statements.

Legal Proceedings

From time to time, the Company is involved in legal proceedings or is subject to claims arising in the ordinary course of business including the following:

On February 23, 2021, the Company and certain of its officers and other employees were served with grand jury subpoenas wherein the Antitrust Division of the Department of Justice (the "DOJ") was seeking documents and information in connection with an investigation of the Company’s hiring and wage practices under U.S. federal antitrust laws. On February 8, 2023, the DOJ informed the Company that the investigation is closed. No fines, sanctions, actions, or penalties were imposed or taken against the Company or its officers or other employees in connection with the matter, and the costs the Company was incurring cooperating with the investigation have now ceased.

On March 12, 2021, a putative class action complaint was filed in the United States District Court for the Eastern District of North Carolina (the "District Court"). The sole class representative in the suit is one individual alleging a contract, combination or conspiracy between and among the Company, Live Oak Bancshares, Inc. ("Live Oak") and Apiture, Inc. ("Apiture") not to solicit or hire each other’s employees in violation of Section 1 of the Sherman Act and N.C. Gen Stat. §§ 75-1 and 75-2. The complaint seeks treble damages and additional remedies, including restitution, disgorgement, reasonable attorneys’ fees, the costs of the suit, and pre-judgment and post judgment interest. The complaint does not allege any specific damages. On April 28, 2022, the District Court approved settlements between the plaintiff and defendant Live Oak in the amount of approximately $3.9 million and unnamed party Apiture in the amount of approximately $0.8 million. In July 2023, through mediation, the Company and the plaintiff reached a settlement agreement in principle of approximately $2.2 million that remains subject to court approval. While the Company strongly believes that it would prevail on the merits and that it has not violated the antitrust laws, in order to avoid the distraction and expense of protracted litigation and instead continue to focus on its employees and customers, the Company agreed to settle this matter. The Company has accrued for the proposed settlement agreement which is included in accrued expenses and other current liabilities as of October 31, 2023 on the Company's unaudited condensed consolidated balance sheets.

On September 26, 2022, a purported stockholder of the Company filed a complaint in the Delaware Court of Chancery in connection with the series of mergers in which the Company became the parent of nCino OpCo and SimpleNexus. The complaint, captioned City of Hialeah Employees’ Retirement System, Derivatively on Behalf of Nominal Defendants nCINO, INC. (f/k/a Penny HoldCo, Inc.) and nCINO OpCo, Inc. (f/k/a nCino, Inc.) v. INSIGHT VENTURE PARTNERS, LLC, et al., C.A. No. 2022-0846-MTZ, names as defendants, Insight Ventures Partners, LLC., Insight Holdings Group, LLC., the Company’s directors and certain officers, along with nCino, Inc. and nCino OpCo, Inc. as nominal defendants, and alleges that the members of the board of directors, controlling stockholders, and officers violated their fiduciary duties in the course of negotiating and approving the series of mergers. The complaint alleges damages in an unspecified amount. Pursuant to the rights in its bylaws and Delaware law, the Company is advancing the costs incurred by the director and officer defendants in this action, and the defendants may assert indemnification rights in respect of an adverse judgment or settlement of the action, if any. Given the uncertainty and preliminary stages of this matter, the Company is unable to reasonably estimate any possible loss or range of loss that may result. Therefore, the Company has not made an accrual for the above matter in the unaudited condensed consolidated financial statements.

The Company does not presently believe the above matters will have a material adverse effect on its day-to-day operations or the quality of the services, products or innovation it continues to provide to its customers. However, regardless of the outcome, legal proceedings can have an adverse impact on the Company because of the related expenses, diversion of management resources, and other factors.

Other Commitments and Contingencies

The Company may be subject to audits related to its non-income taxes by tax authorities in jurisdictions where it conducts business. These audits may result in assessments of additional taxes that are subsequently resolved with the authorities or potentially through the courts. The Company accrues for any assessments if deemed probable and estimable.

Restructuring - Restructuring Charges (Details) - Lease Exit Fees - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Oct. 31, 2023	Oct. 31, 2023
Restructuring Cost and Reserve [Line Items]
Total	$ 150	$ 627
Cost of subscription revenues \| Subscription
Restructuring Cost and Reserve [Line Items]
Total	12	51
Cost of subscription revenues \| Professional services and other
Restructuring Cost and Reserve [Line Items]
Total	26	118
Sales and marketing
Restructuring Cost and Reserve [Line Items]
Total	24	100
Research and development
Restructuring Cost and Reserve [Line Items]
Total	87	352
General and administrative
Restructuring Cost and Reserve [Line Items]
Total	$ 1	$ 6

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

Basic and Diluted Loss per Share - Weighted Average Number of Shares Excluded From Computation of EPS (Details) - shares	9 Months Ended
	Oct. 31, 2023	Oct. 31, 2022
Stock options issued and outstanding
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share amount (in shares)	1,551,058	2,161,088
Nonvested RSUs issued and outstanding
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share amount (in shares)	5,785,669	4,000,187
Shares issuable pursuant to the ESPP
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share amount (in shares)	61,412	62,781

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Oct. 31, 2023	Oct. 31, 2022	Oct. 31, 2023	Oct. 31, 2022
Pay vs Performance Disclosure
Net loss attributable to nCino, Inc.	$ (16,379)	$ (23,579)	$ (43,506)	$ (81,512)

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

+ Details

Variable Interest Entity and Redeemable Non-Controlling Interest - Financial Assets Measured At Fair Value (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Oct. 31, 2023	Oct. 31, 2022	Oct. 31, 2023	Oct. 31, 2022
Increase (Decrease) in Temporary Equity [Roll Forward]
Beginning balance	$ 2,995	$ 3,219	$ 3,589	$ 2,882
Investment by redeemable non-controlling interest	983	0	983	0
Net loss attributable to redeemable non-controlling interest (excluding adjustment to non-controlling interest)	(320)	(257)	(868)	(908)
Foreign currency translation	12	(67)	2	(249)
Adjustment attributable to redeemable non-controlling interest	(478)	1,191	(526)	2,348
Stock-based compensation expense	6	6	18	19
Ending balance	$ 3,198	$ 4,092	$ 3,198	$ 4,092

Goodwill and Intangible Assets - Amortization Expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Oct. 31, 2023	Oct. 31, 2022	Oct. 31, 2023	Oct. 31, 2022
Finite-Lived Intangible Assets [Line Items]
Total amortization expense	$ 16,952	$ 7,068	$ 31,101	$ 21,129
Cost of subscription revenues
Finite-Lived Intangible Assets [Line Items]
Total amortization expense	3,990	4,249	12,431	12,767
Cost of professional services and other revenues
Finite-Lived Intangible Assets [Line Items]
Total amortization expense	82	47	247	47
Sales and marketing
Finite-Lived Intangible Assets [Line Items]
Total amortization expense	$ 12,880	$ 2,772	$ 18,423	$ 8,315

Leases - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands	9 Months Ended
	Oct. 31, 2023	Oct. 31, 2022
Leases [Abstract]
Cash paid for amounts included in the measurement of operating lease liabilities	$ 3,324	$ 3,079
Operating right-of-use assets obtained in exchange for operating lease liabilities	2,142	1,989
Right-of-Use Asset And Operating Lease Liabilities Disposed Of	$ 115	$ 0

Condensed Consolidated Statements of Operations - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Oct. 31, 2023	Oct. 31, 2022	Oct. 31, 2023	Oct. 31, 2022
Revenues
Total revenues	$ 121,942	$ 105,296	$ 352,850	$ 299,134
Cost of revenues
Total cost of revenues	48,025	43,156	142,260	124,679
Gross profit	73,917	62,140	210,590	174,455
Operating expenses
Sales and marketing	38,446	32,423	100,551	94,274
Research and development	29,043	29,471	87,127	88,287
General and administrative	19,334	18,690	59,239	62,575
Total operating expenses	86,823	80,584	246,917	245,136
Loss from operations	(12,906)	(18,444)	(36,327)	(70,681)
Non-operating income (expense)
Interest income	685	87	2,057	115
Interest expense	(854)	(580)	(3,277)	(1,849)
Other expense, net	(2,320)	(2,911)	(2,633)	(5,498)
Loss before income taxes	(15,395)	(21,848)	(40,180)	(77,913)
Income tax provision	1,782	797	4,720	2,159
Net loss	(17,177)	(22,645)	(44,900)	(80,072)
Net loss attributable to redeemable non-controlling interest	(320)	(257)	(868)	(908)
Adjustment attributable to redeemable non-controlling interest	(478)	1,191	(526)	2,348
Net loss attributable to nCino, Inc.	$ (16,379)	$ (23,579)	$ (43,506)	$ (81,512)
Net loss per share attributable to nCino, Inc.:
Basic (in USD per share)	$ (0.15)	$ (0.21)	$ (0.39)	$ (0.74)
Diluted (in USD per share)	$ (0.15)	$ (0.21)	$ (0.39)	$ (0.74)
Weighted average number of common shares outstanding:
Basic (in shares)	112,951,553	110,897,811	112,484,017	110,434,171
Diluted (in shares)	112,951,553	110,897,811	112,484,017	110,434,171
Subscription
Revenues
Total revenues	$ 104,759	$ 88,290	$ 301,996	$ 251,924
Cost of revenues
Total cost of revenues	30,605	26,844	89,481	78,499
Professional services and other
Revenues
Total revenues	17,183	17,006	50,854	47,210
Cost of revenues
Total cost of revenues	$ 17,420	$ 16,312	$ 52,779	$ 46,180

Commitments and Contingencies - Narrative (Details) $ in Thousands	1 Months Ended	9 Months Ended
	Jul. 31, 2023 USD ($)	Oct. 31, 2023 USD ($) plantiff	Nov. 30, 2022 USD ($)	Apr. 28, 2022 USD ($)	Sep. 30, 2021 USD ($)	Nov. 30, 2020 USD ($)
Loss Contingencies [Line Items]
Finance lease, right-of-use asset, before accumulated amortization						$ 16,300
Financing obligations		$ 54,492				$ 16,300
Construction payable					$ 17,700
Construction in progress, gross			$ 22,400		$ 17,700
Construction payable, estimated liability			$ 22,400
Finance lease, weighted average discount rate (in percent)		5.70%
Loss contingency, number of plaintiffs \| plantiff		1
Litigation settlement, amount awarded to other party	$ 2,200
Live Oak Bancshares, Inc
Loss Contingencies [Line Items]
Loss contingency, estimate of possible loss				$ 3,900
Apiture, Inc
Loss Contingencies [Line Items]
Loss contingency, estimate of possible loss				$ 800