1、HUBSPOT INCFORM 10-K(Annual Report)Filed 02/14/24 for the Period Ending 12/31/23 Address2 CANAL PARKCAMBRIDGE,MA,02141Telephone(888)482-7768CIK0001404655SymbolHUBSSIC Code7372-Services-Prepackaged SoftwareIndustrySoftwareSectorTechnologyFiscal Year12/31https:/www.edgar- Copyright 2024,EDGAR Online L
2、LC,a subsidiary of OTC Markets Group.All Rights Reserved.Distribution and use of this document restricted under EDGAR Online LLC,a subsidiary of OTC Markets Group,Terms of Use.UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington,D.C.20549 FORM 10-K(MARK ONE)ANNUAL REPORT PURSUANT TO SECTION 13
3、OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934FOR THE FISCAL YEAR ENDED DECEMBER 31,2023 ORTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-36680 HubSpot,Inc.(Exact name of registrant as specified in i
4、ts charter)Delaware 20-2632791(State or other jurisdiction ofincorporation or organization)(I.R.S.EmployerIdentification No.)Two Canal ParkCambridge,Massachusetts,02141(Address of principal executive offices)(888)482-7768(Registrants telephone number,including area code)Securities registered pursuan
5、t to Section 12(b)of the Act:Title of each class Trading symbol(s)Name of each exchange on which registeredCommon Stock,par value$0.001 per share HUBS New York Stock Exchange Securities registered pursuant to Section 12(g)of the Act:None.Indicate by check mark if the registrant is a well-known seaso
6、ned issuer,as defined in Rule 405 of the Securities Act.YES NO Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d)of the Act.YES NO Indicate by check mark whether the registrant(1)has filed all reports required to be filed by Section 13 or
7、 15(d)of the Securities Exchange Act of 1934 during the preceding 12 months(or for such shorter period that the registrant was required to file such reports),and(2)has been subject to such filing requirements for the past 90 days.YES NO Indicate by check mark whether the registrant has submitted ele
8、ctronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T(232.405 of this chapter)during the preceding 12 months(or for such shorter period that the registrant was required to submit such files).YES NO Indicate by check mark whether the registrant is a l
9、arge accelerated filer,an accelerated filer,a non-accelerated filer,a smaller reporting company,or an emerging growth company.See the definitions of“large accelerated filer,”“accelerated filer,”“smaller reporting company,”and“emerging growth company”in Rule 12b-2 of the Exchange Act:Large accelerate
10、d filer Accelerated filer Non-accelerated filer Smaller reporting company Emerging growth company If an emerging growth company,indicate by check mark if the Registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided
11、 pursuant to Section 13(a)of the Exchange Act.Indicate by check mark whether the registrant has filed a report on and attestation to its managements assessment of the effectiveness of its internal controls over financial reporting under Section 404(b)of the Sarbanes-Oxley Act(15 U.S.C 7262(b)by the
12、registered public accounting firm that prepared or issued its audit report YES NO If securities are registered pursuant to Section 12(b)of the Act,indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued
13、financial statements.YES NO Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrants executive officers during the relevant recovery period pursuant to 240.10D-1(b).YES NO Indic
14、ate by check mark whether the registrant is a shell company(as defined in Rule 12b-2 of the Exchange Act).YES NO The aggregate market value of common stock held by non-affiliates of the registrant,based on the closing price of the registrants common stock on June 30,2023,as reported by the New York
15、Stock Exchange on such date was approximately$25,412,807,293.Shares of the registrants common stock held by each executive officer,director and holder of 5%or more of the outstanding common stock have been excluded in that such persons may be deemed to be affiliates.This calculation does not reflect
16、 a determination that certain persons are affiliates of the registrant for any other purpose.On February 9,2024,the registrant had 50,674,493 shares of common stock outstanding.1 DOCUMENTS INCORPORATED BY REFERENCEPortions of the registrants definitive Proxy Statement for its 2023 Annual Meeting of
17、Stockholders are incorporated by reference in Part III of this Annual Report on Form 10-K.Such Proxy Statement will be filed with the U.S.Securities and Exchange Commission within 120 days after the end of the fiscal year to which this report relates.Except with respect to information specifically i
18、ncorporated by reference in this Form 10-K,the Proxy Statement is not deemed to be filed as part of this Form 10-K.2 HUBSPOT,INC.TABLE OF CONTENTS Page No.PART I ITEM 1.Business 7ITEM 1A.Risk Factors 16ITEM 1B.Unresolved Staff Comments 43ITEM 1C.Cybersecurity 43ITEM 2.Properties 44ITEM 3.Legal Proce
19、edings 44ITEM 4.Mine Safety Disclosures 44 PART II ITEM 5.Market for Registrants Common Equity,Related Stockholder Matters and Issuer Purchases of Equity Securities 45ITEM 6.Reserved 46ITEM 7.Managements Discussion and Analysis of Financial Condition and Results of Operations 47ITEM 7A.Quantitative
20、and Qualitative Disclosures About Market Risk 65ITEM 8.Financial Statements and Supplementary Data 66ITEM 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosures 97ITEM 9A.Controls and Procedures 97ITEM 9B.Other Information 98ITEM 9C.Disclosure Regarding Foreign Juris
21、dictions that Prevent Inspections 98 PART III ITEM 10.Directors,Executive Officers and Corporate Governance 99ITEM 11.Executive Compensation 99ITEM 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 99ITEM 13.Certain Relationships and Related Transactio
22、ns,and Director Independence 99ITEM 14.Principal Accounting Fees and Services 99 PART IV ITEM 15.Exhibits,Financial Statement Schedules 100ITEM 16.10-K Summary 100SIGNATURES 103 3 SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTSThis Annual Report on Form 10-K contains forward-looking statements wit
23、hin the meaning of Section 27A of the Securities Act of 1933,as amended,and Section 21E of the Securities Exchange Act of 1934,as amended,and these statements involve substantial risks and uncertainties.All statements other than statements of historical fact contained in this Annual Report on Form 1
24、0-K are forward-looking statements.Forward-looking statements generally relate to future events or our future financial or operating performance.In some cases,you can identify forward-looking statements because they contain words such as“may,”“should,”“expects,”“plans,”“anticipates,”“could,”“intends
25、,”“target,”“projects,”“contemplates,”“believes,”“estimates,”“predicts,”“potential”or“continue”or the negative of these words or other similar terms or expressions that concern our expectations,strategy,plans or intentions.Forward-looking statements contained in this Annual Report on Form 10-K includ
26、e,but are not limited to,statements about:our future financial and operational performance and operational expenditures,including our expectations regarding our revenue,cost of revenue,gross margin and operating expenses;maintaining and expanding our customer base and increasing our average subscrip
27、tion revenue per customer;the impact of competition in our industry and innovation by our competitors including as a result of new or better use of evolving artificial intelligence technologies;our anticipated growth and expectations regarding our ability to manage our future growth;our expectations
28、 regarding the potential impact of geo-political conflicts,inflationary pressures,foreign currency movement,macroeconomic stability,and catastrophic events,such as the COVID-19 pandemic,on our business,the broader economy,our workforce and operations,the markets in which we and our partners and cust
29、omers operate,and our ability to forecast future financial performance;our anticipated areas of investments,including sales and marketing,research and development including with respect to artificial intelligence and machine learning,customer service and support,data center infrastructure and servic
30、e capabilities,and expectations relating to such investments;our predictions about industry and market trends;our ability to anticipate and address the evolution of technology and the technological needs of our customers,to roll-out upgrades to our existing software platform and to develop new and e
31、nhanced applications to meet the needs of our customers including with respect to artificial intelligence and machine learning;our ability to maintain our brand and inbound marketing,selling and servicing thought leadership position;the impact of our corporate culture and our ability to attract,hire
32、 and retain necessary qualified employees to expand our operations;the anticipated effect on our business of litigation to which we are or may become a party;our ability to successfully acquire and integrate companies and assets;our plans regarding declaring or paying cash dividends in the foreseeab
33、le future;andour ability to stay abreast of new or modified laws and regulations that currently apply or become applicable to our business both in the United States and internationally.We caution you that the foregoing list may not contain all of the forward-looking statements made in this Annual Re
34、port on Form 10-K.You should not rely upon forward-looking statements as predictions of future events.We have based the forward-looking statements contained in this Annual Report on Form 10-K primarily on our current expectations and projections about future events and trends that we believe may aff
35、ect our business,financial condition,results of operations and prospects.The outcome of the events described in these forward-looking statements is subject to risks,uncertainties and other factors described in“Risk Factors”and elsewhere in this Annual Report on Form 10-K.Moreover,we operate in a ver
36、y competitive and rapidly changing environment.New risks and uncertainties emerge from time to time,and it is not possible for us to predict all risks and uncertainties that could have an 4 impact on the forward-looking statements contained in this Annual Report on Form 10-K.The results,events and c
37、ircumstances reflected in the forward-looking statements may not be achieved or occur,and actual results,events or circumstances could differ materially from those described in the forward-looking statements.The forward-looking statements made in this Annual Report on Form 10-K relate only to events
38、 as of the date on which the statements are made.We undertake no obligation to update any forward-looking statements made in this Annual Report on Form 10-K to reflect events or circumstances after the date of this Annual Report on Form 10-K or to reflect new information or the occurrence of unantic
39、ipated events,except as required by law.We may not actually achieve the plans,intentions or expectations disclosed in our forward-looking statements and you should not place undue reliance on our forward-looking statements.Our forward-looking statements do not reflect the potential impact of any fut
40、ure acquisitions,mergers,dispositions,joint ventures,or investments we may make.In this Annual Report on Form 10-K,the terms“HubSpot,”“we,”“us,”and“our”refer to HubSpot,Inc.and its subsidiaries,unless the context indicates otherwise.5 Risk Factor Summary The risk factors detailed in Item 1A entitled
41、“Risk Factors”in this Annual Report on Form 10-K are the risks that we believe are material to our investors and a reader should carefully consider them.Those risks are not all of the risks we face and other factors not presently known to us or that we currently believe are immaterial may also affec
42、t our business if they occur.The following is a summary of the risk factors detailed in Item 1A:We are dependent upon customer renewals,the addition of new customers,increased revenue from existing customers and the continued growth of the market for a customer platform.We face significant competiti
43、on from both established and new companies offering marketing,sales,customer service,operations and content management software and other related applications,as well as internally developed software,which may harm our ability to add new customers,retain existing customers and grow our business.Fail
44、ure to effectively develop and expand our marketing,sales,customer service,operations,and content management capabilities could harm our ability to increase our customer base and achieve broader market acceptance of our platform.If we fail to adapt and respond effectively to rapidly changing technol
45、ogy,evolving industry standards and changing customer needs or requirements,our customer platform may become less competitive.Our ability to introduce new products and features,including new products and features that utilize artificial intelligence,is dependent on adequate research and development
46、resources.If we do not adequately fund our research and development efforts,we may not be able to compete effectively and our business and operating results may be harmed.We are exposed to fluctuations in currency exchange rates that could adversely affect our financial results.The current economic
47、downturn may lead to decreased demand for our products and services and otherwise harm our business and results of operations.Interruptions or delays in service from our third-party data center providers could impair our ability to deliver our platform to our customers,resulting in customer dissatis
48、faction,damage to our reputation,loss of customers,limited growth,and reduction in revenue.If our customer platform has outages or fails due to defects or similar problems,and if we fail to correct any defect or other software problems,we could lose customers,become subject to service performance or
49、 warranty claims or incur significant costs.If our or our customers security measures are compromised or unauthorized access to data of our customers or their customers is otherwise obtained,our customer platform may be perceived as not being secure,our customers may be harmed and may curtail or cea
50、se their use of our platform,our reputation may be damaged and we may incur significant liabilities.We have a history of losses and may not achieve profitability in the future.We may experience quarterly fluctuations in our operating results due to a number of factors,which makes our future results
51、difficult to predict and could cause our operating results to fall below expectations or our guidance.If we do not accurately predict subscription renewal rates or otherwise fail to forecast our revenue accurately,or if we fail to match our expenditures with corresponding revenue,our operating resul
52、ts could be adversely affected.Our ability to raise capital in the future may be limited,and our failure to raise capital when needed could prevent us from growing.6 PART 1ITEM I.BUSINESSOverviewWe provide a customer platform that helps businesses connect and grow better.We deliver seamless connecti
53、on for customer-facing teams with a unified platform that includes three layers:AI-powered engagement hubs,a Smart customer relationship management product(“CRM”),and a connected ecosystem supporting the customer platform with a marketplace of integrations,templates,and expert partners,a community n
54、etwork,and an academy of educational content.Our engagement hubs include Marketing Hub,Sales Hub,Service Hub,Operations Hub,content management system(“CMS”)Hub and Commerce Hub,that enable companies to attract,engage,and delight customers throughout the customer lifecycle.The Smart CRM is the founda
55、tional layer that combines customer data with AI to power the entire customer platform with unified customer profiles and tools to manage and govern your team and business processes.We focus on selling to mid-market business-to-business(“B2B”)companies,which we define as companies that have between
56、2 and 2,000 employees.We sell our customer platform on a subscription basis.In 2023,our total revenue was$2.2 billion and we incurred a net loss of$176.3 million.As of December 31,2023,we had 7,663 full-time employees and 205,091 Customers,as defined in our Key Business Metrics in Item 7,of varying
57、sizes in more than 135 countries.Our company was formed as a limited liability company in Delaware on April 4,2005.We converted to a Delaware corporation on June 7,2007.Our principal executive offices are located at Two Canal Park,Cambridge,Massachusetts,and our main telephone number is 888-482-7768
58、.Our website address is https:/.Information contained on or that can be accessed through our website does not constitute part of this Annual Report on Form 10-K,and inclusions of our website address in this Annual Report on Form 10-K are inactive textual references only.The HubSpot ApproachOur custo
59、mer platform features a central database of lead and customer interactions and integrated applications designed to help businesses attract visitors to their websites,convert visitors into leads,close leads into customers,transact with those customers,and delight them so they become promoters of thos
60、e businesses.Designed to Help Companies Grow Better.Our customer platform was architected from the ground up to enable businesses to transform their marketing,sales,services,operations,commerce and content management playbook to meet the demands of customers today.Our customer platform includes a sy
61、stem of record for maintaining a unified view of the customer experience,a system of engagement for efficiently engaging customers through search engine optimization(“SEO”),web content,social,blogging,email,marketing automation,messaging,support ticketing,knowledge base,commerce,conversation routing
62、,video hosting,deal progression,prospecting,data enrichment,and an end-to-end payment solution which enables customers to streamline their billing and payment process with fewer tools.Ease of Use of a Single,Extensible Platform.We provide a set of integrated applications on a common platform,which o
63、ffers businesses ease of use and simplicity.Our customer platform has one login,one user interface,one database,and one team for support.Our customer platform starts free and grows with our customers.It is designed to scale its power and technical sophistication without losing its ease-of-use.In add
64、ition to being a comprehensive suite itself,our customer platform seamlessly integrates with hundreds of external applications,making it easy to extend the functionality of our customer platform and customize it for any business.Power of a Unified Customer View.At the core of our customer platform i
65、s a unified data platform for each business that captures its lead and customer activity throughout the customer lifecycle this is our Smart CRM.Our Smart CRM creates a unified timeline incorporating all the interactions with a particular customer.In contrast to many CRM suites which are cobbled tog
66、ether,we have crafted a set of core functionalities,including reporting,content,messaging,data,AI assistance and automation,which runs across our product lines,which we refer to as engagement Hubs.Scalability.Our customer platform was designed and built to serve a large number of customers with dema
67、nding use cases.Our customer platform currently processes billions of data points each week,and we use leading global cloud infrastructure providers and our own automation technology to dynamically allocate capacity to handle processing workloads of all sizes.We have built our customer platform on m
68、odern,scalable distributed technologies.We built the infrastructure to support hundreds of microservices and can easily add new features and capabilities to the customer platform.We utilize a variety of open-source distributed systems including HBase,Kafka,Vitess,and Elasticsearch to scale our data
69、collection and processing.Our scalability gives us flexibility for future growth and enables us to service a large variety of businesses of different sizes across different industries.7 Extensible and Open Architecture.Our customer platform features a variety of open application programming interfac
70、es(“APIs”)that allows easy integration of our platform with other applications.We enable our customers to connect our platform to their other applications,such as ecommerce,event management and videoconferencing applications.By connecting third-party applications,our customers can leverage our centr
71、alized inbound database to perform additional functions and analysis.Our Competitive StrengthsWe believe that our market leadership position is based on the following key strengths:Leading Platform.We have designed and built a world-class customer platform.We believe our customers choose our custome
72、r platform over others because of its powerful,integrated,and easy-to-use applications.We built HubSpot on a single,unified,and intuitive platform,which we believe contrasts positively with many other CRM suites.We are also investing in powerful AI capabilities in order to strengthen the customer pl
73、atform even further,ensuring that customers can work smarter by drafting content,streamlining workflows,and enhancing data analysis.Customer-centric DNA.We have a company culture that prioritizes serving customers and meeting their needs to help them grow better.This informs the product features we
74、offer,the way we go-to-market across marketing,sales,and customer service,and also how we price and package our offerings.This customer-centricity is a key differentiator and enables us to continuously innovate.Market Leadership and Strong Brand.We are a recognized thought leader in the cloud-based
75、marketing,sales,customer service,operations,and content management software industry with a leading brand.Our founders,Brian Halligan and Dharmesh Shah,wrote the best-selling marketing book Inbound Marketing:Get Found Using Google,Social Media and Blogs.Our marketing,sales,service,operations,and con
76、tent management experience attracts,engages,and delights customers by being more relevant,more helpful,more personalized,and less interruptive than traditional marketing and sales tactics.Our INBOUND event is one of the largest inbound industry conference events.In 2023,we had over 11,000 registered
77、 attendees.Large and Growing Solutions Partner Program.A Solutions Partner is a service provider that helps businesses with strategy,execution,and implementation of go-to-market activities and technology solutions.Our Solutions Partners promote our brand and offer our customer platform to their clie
78、nts.Solutions Partners and customers referred to us by our Solutions Partners represented approximately 31%of our Customers as of December 31,2023,and approximately 46%of our revenue for the year ended December 31,2023.These Solutions Partners help us to promote the vision of the inbound experience,
79、efficiently reach new mid-market businesses at scale,and provide our mutual customers with more diverse and higher-touch services.Freemium Pricing Strategy.Our freemium model attracts customers who begin using our customer platform through our free products and then upgrade to our paid Hubs.Through
80、our freemium products,our customers are able to receive value from HubSpot before converting to a paid product or engaging with sales.Mid-Market Focus.We believe we have significant competitive advantages reaching mid-market businesses and efficiently reach this market at scale as a result of our in
81、bound methodology,freemium pricing strategy,and our Solutions Partner channel.Powerful Network Effects.We have built a large and growing ecosystem around our customer platform and company.Tens of thousands of our Customers integrate third-party applications with our customer platform.We believe this
82、 ecosystem drives more businesses and professionals to embrace the inbound playbook.As our engaged audience grows,more Solutions Partners collaborate with us,more third-party developers integrate their applications with our customer platform,and more professionals complete our certification programs
83、,all of which generate increasing value to our customers and help to drive more businesses to adopt our customer platform.Our Growth StrategyThe key elements to our growth strategy are:Grow Our Customer Base.The market for our customer platform is large and underserved.Mid-market businesses are part
84、icularly underserved by existing point application vendors and often lack sufficient resources to implement complex solutions.Our all-in-one customer platform allows mid-market businesses to efficiently adopt and execute an effective inbound marketing,sales,customer service,operations,and content ma
85、nagement strategy to help them expand and grow.We will continue to leverage our inbound go-to-market approach,freemium pricing strategy and our network of Solutions Partners to keep growing our business.Increase Revenue from Existing Customers.With 205,091 Customers in more than 135 countries spanni
86、ng many industries,we believe we have a significant opportunity to increase revenue from our existing customers.We plan to increase revenue from our existing customers by expanding their use of our customer platform by upselling additional offerings and features,including our end-to-end payment solu
87、tion,adding additional users,and cross-selling our marketing,sales,service,operations,commerce,and content 8 management products to existing customers through touchless or low touch in-product purchases.Our scalable pricing model allows us to capture more spend as our customers grow,increase the num
88、ber of their customers and prospects managed on our customer platform,and offer additional functionality available from our higher price tiers and add-ons,providing us with a substantial opportunity to increase the lifetime value of our customer relationships.Keep Expanding Internationally.There is
89、a significant opportunity for our customer platform outside of the United States.As of December 31,2023,approximately 53%of our Customers were located outside of the United States and these Customers generated approximately 47%of our total revenue for the year ended December 31,2023.We sell to those
90、 international Customers from our U.S.,European,Asia Pacific,and South American based operations.We intend to grow our presence in international markets through additional investments in local sales,marketing and professional service capabilities,as well as by leveraging our Solutions Partner networ
91、k.We have significant website traffic from regions outside the United States,and we believe that markets outside the United States represent a significant growth opportunity.Continue to Innovate and Expand Our Customer Platform.Mid-market businesses are increasingly realizing the value of having an
92、integrated marketing,sales,customer service,operations,commerce,and content management platform.We believe we are well positioned to capitalize on this opportunity by introducing new products and applications to extend the functionality of our customer platform.As data is becoming more important to
93、our customers success and a differentiator for our business,there is a need to move quickly on data enrichment.Our acquisition of Clearbit,which we completed in December 2023,will allow us to build enriched B2B records directly into our customer platform.Selectively Pursue Acquisitions.We plan to se
94、lectively pursue acquisitions of complementary businesses,technologies and teams that would allow us to add new features and functionalities to our customer platform and accelerate the pace of our innovation,while continuing to stay focused on the customer experience.Our Customer PlatformOur custome
95、r platform,with engagement Hubs,our Smart CRM,and connected ecosystems enable companies to have a unified customer profile and connect with their customers at every part of their customer relationship lifecycle.Each Hub can be used standalone,with our Smart platform,a third party CRM,and/or in conju
96、nction with any version of the other Hubs.Our Hubs are available in both free and paid tiers(i.e.,Starter,Professional and Enterprise)with gradually increasing levels of functionality that support the needs of our customers as their businesses grow.Businesses that want to use software outside of our
97、 customer platform can leverage our ecosystem of third-party integrations from our platform application partners to have a single,integrated stack.We make it easy to find and install new or existing software solutions that complement our customer platform.Over 1,500 integrations and applications are
98、 available for our users,across a wide range of categories,including integrations with leading social media,email,sales,video,analytics,content and webinar tools.Customers can build custom applications and integrations on top of our customer platform themselves,or through third party developers in o
99、ur ecosystem.Smart CRMThe core of our customer platform is our Smart CRM:a single,unified,data platform of lead and customer information that allows businesses to track their interactions with contacts and customers,manage their customer activities,report on their pipeline and sales,and manage and g
100、overn their team and business processes.This allows a complete view of lead and customer interactions across all of our integrated Hubs,giving our customer platform substantial power.This Smart CRM makes it possible to personalize every aspect of the customer interaction across web content,social me
101、dia engagement,and email messages across devices,including mobile.The integrated Hubs and Smart CRM on our customer platform have a common user interface and are accessed through a single login.Marketing HubMarketing Hub is an all-in-one toolset for marketers to attract,engage,and nurture new leads
102、towards sales readiness over the entire customer lifecycle.Features include:marketing automation and email,social media,SEO,and reporting and analytics.Sales HubSales Hub is designed to enhance the productivity and effectiveness of sales teams.Businesses can empower their teams with tools that deliv
103、er a personalized experience for prospects with less work for sales representatives.Features include:email templates 9 and tracking,conversations and live chat,meeting and call scheduling,lead and website visit alerts,lead scoring,sales automation,pipeline management,quoting,forecasting,and reportin
104、g.Service HubService Hub is our customer service software designed to help businesses manage,respond and connect with customers.Features include:conversations and live chat functionality,conversational bots,tickets and help desk,automation and routing,knowledge base,team emails,feedback and reportin
105、g tools,and customer goals.CMS HubOur CMS Hub combines the power of customer relationship management and a content management system into one integrated platform.Our content tools enable businesses to create new and edit existing web content while also personalizing their websites for different visi
106、tors and optimizing their websites to convert more visitors into leads and customers.Features include:website pages,business blogging,smart content,landing pages and forms,SEO tools,forms and lead flow,web analytics reporting,calls-to-action,and file manager.Operations HubOperations Hub is designed
107、to help businesses unify customer data in a connected platform,automate business processes,and eliminate time-consuming data cleanup,and query and transform data to enable customer insights and connections.Features include:programmable automation,data sync,data curation,and data quality tools.Commer
108、ce HubCommerce Hub is an easy-to-use B2B commerce suite that helps streamline the opportunity-to-cash process for businesses to get paid faster,increase revenue and save time.It includes an end-to-end payment solution,Payments,which enables customers to accept payments from their customers in less t
109、ime and with fewer tools.With Payments,customers can buy and pay directly on a website,an email,or chat and native integration with the quotes feature in Sales Hub allows our customers to get paid immediately when a quote is accepted.Features include:payment links,invoices,quotes,subscription manage
110、ment,automation and revenue reporting.Our ServicesWe complement our product offerings with professional services,customer success and support,which we view as critical elements of ensuring the long-term retention of our customers.The majority of our services and support is offered over email,phone,c
111、hat applications and via web meeting technology rather than in-person,which is a more efficient business model for us and our customers.Professional Services.We offer professional services to educate and train customers on how to leverage our customer platform to transform how their business attract
112、s,engages and delights customers.Depending on which Hubs and services a customer purchases,they receive onboarding guidance or one-on-one training from one of our on-boarding,inbound consultants,or technical consultants by web meetings.They can purchase additional group training and education in onl
113、ine or in-person classes(when offered).We also offer in-app training modules that customers can use as part of their on-boarding.Our professional services are also available to customers who need additional assistance on a one-time or ongoing basis for an additional fee.Depending on the scope of wor
114、k and the services a customer needs help with,we might recommend they work with our Solutions Partner ecosystem.Customer Success.Our customers have access to a Customer Success Manager(“CSM”),Channel Consultant(CC),Partner Development Manager(PDM)or Customer Success Team(“CST”)which are responsible
115、for our customers long term success,retention and growth on our customer platform.Depending on the customer spend,they will either have a dedicated CSM,or be serviced by a CST in a team based approach.Our CSMs or CST address the unique needs and goals of our customers through a series of ongoing int
116、eractions and strategy calls on how to best use our customer platform.Our CCs or PDMs play a similar role as our CSMs and CST,but focus on the growth and success of our Solutions Partners.The Solutions Partners customers have oversight through CSM and work collaboratively with the CC or PDM to help
117、the Solutions Partners customers get the most value from our platform and the Solutions Partners services.Support.In addition to assistance provided by our online articles and customer discussion forums,we offer phone and/or email and chat based support,which is included in the cost of a subscriptio
118、n for our Hubs.Phone,email and chat support is available starting at the Professional product level for all Hubs while email and chat based support is available for Starter Hubs.We strive to maintain an exceptional quality of customer service.We continuously monitor key customer service metrics such
119、 as phone hold time,ticket 10 response time and ticket resolution rates,and we monitor the customer satisfaction of our customer support interactions.We believe our customer support is an important reason why businesses choose our customer platform and recommend it to their colleagues.Our CustomersA
120、s of December 31,2023,we had 205,091 Customers in more than 135 countries,representing many industries.No single customer represented more than ten percent of our revenue in 2023,2022,or 2021.Our TechnologyOur Customers have chosen us as their customer platform,which we architected and built to be s
121、ecure,highly distributed and highly scalable.Since our founding,we have embraced rapid,iterative product development lifecycles,cloud automation and open-source technologies,including big data platforms,to power marketing,sales,service,operations,commerce,and content management programs and provide
122、insights not previously possible or available.Our customer platform is a multi-tenant,globally available software-as-a-service delivered through APIs,web browsers or mobile applications.Our commitment to a highly available,reliable,and scalable platform for businesses of all sizes is accomplished th
123、rough the use of these technologies.Platform Approach.We built HubSpot on a single platform with reusable and composable libraries,allowing us to rapidly address new feature areas and bring new products to market that have a consistent user experience and data model.We have built this platform with
124、scale in mind,supporting thousands of components including hundreds of microservices,Modern Database Architecture.We process billions of data points weekly across various channels,including social media,email,SEO and website visits,and continue to drive nearly real-time analytics across these channe
125、ls.This is possible because we built our database from the ground up using distributed big data technologies such as HBase,Elasticsearch and Kafka to both process and analyze the large amounts of data we collect.We also utilize Vitess to operate MySQL at scale,allowing our engineers to choose the be
126、st datastore for each task.Agility.Our infrastructure and development and software release processes allow us to update our platform for specific groups of customers or our entire customer base at any time.This means we can rapidly innovate and deliver new functionality frequently,without waiting fo
127、r quarterly or annual release cycles.We typically deploy updates to our software platform thousands of times a day,enabling us to gather immediate customer feedback and improve our product quickly and continuously.Cost leverage.Our customer platform was built on an almost exclusive footprint of open
128、-source software and designed to operate in cloud-based data centers.As our processing volume continues to grow,we continue to receive larger volume discounts on a per-unit basis for costs such as storage,bandwidth and computing capacity.The shared infrastructure across our products also drives oper
129、ational efficiencies.We believe that our extensive use of open-source software will provide additional leverage as we scale our customer platform and infrastructure.Scalability.By leveraging leading cloud infrastructure providers along with our automated technology stack,we are able to scale workloa
130、ds of varying sizes at any time.This allows us to handle customers of all sizes and demands without traditional operational limitations such as network bandwidth,computing cycles,or storage capacity as we can scale our platform on-demand.Reliability.Customer data is distributed and processed across
131、multiple data centers within a region to provide redundancy.We built our customer platform on a distributed computing architecture with reduced single points of failure and we operate across data center boundaries daily.In addition to datacenter level redundancy,this architecture supports multiple l
132、ive copies of each data set along with snapshot capabilities for faster,point-in-time data recovery.Security.We leverage industry standard network and perimeter defense technologies,distributed denial-of-service,protection systems(including web application firewalls)and enterprise grade domain name
133、system and services across multiple vendors.Our data-center providers operate and certify to high industry compliance levels.Due to the broad footprint of our customer base,we regularly test and evaluate our platform with trusted third-party vendors to ensure the security and integrity of our servic
134、es.Marketing and SalesWe believe we are a global leader in implementing an inbound experience in marketing and sales.We believe that our marketing and sales model provides us with a competitive advantage,especially when targeting mid-market businesses,because we can attract and engage these business
135、es efficiently and at scale.11 Inbound Marketing.Our marketing team attracts new leads and users each month through our industry-leading blog,podcast network,email newsletter and other content,free tools,large social media following,high search engine rankings and personalized website and email cont
136、ent.In addition,we are generating leads for new and add-on product purchases through content and offers delivered through our customer platform to existing customers.Inbound Direct Sales.Our sales representatives throughout the world use phone,email,and web meetings to interact with prospects and cu
137、stomers.The majority of revenue generated by our sales representatives originates with inbound leads produced by our marketing efforts.In addition,our freemium products and in-product cross-sell offerings help close new business with little or no interaction by our sales representatives.Inbound Chan
138、nel Sales.In addition to our direct sales team,we have sales representatives that manage relationships with our worldwide network of Solutions Partners who both use our platform for their own businesses and also,on a commissioned basis,refer customers to us.These Solutions Partners collaborate with
139、us not only to leverage our software platform and educational resources,but also to build their own business by offering new services and shifting their revenue mix to include recurring revenue streams.Governmental RegulationsWe operate globally and are subject to numerous U.S.federal,state,and fore
140、ign laws and regulations covering a wide variety of subject matters.Our compliance with these laws and regulations may be onerous and could,individually or in the aggregate,increase our cost of doing business,impact our competitive position relative to our peers,and/or otherwise have anadverse impac
141、t on our business,reputation,financial condition,and operating results.For information about governmental regulations applicable to our business,refer to“Risk Factors”in Item 1A.Human Capital Management Helping millions of organizations grow better requires a truly remarkable team.We take a thoughtf
142、ul approach to talent attraction and retention in order to build a company culture where people can do their best work.Thats why our culture is rooted in what we think employees want from employers today:autonomy,flexibility,transparency,and a commitment to diversity.HubSpot is proud to be named a B
143、est Place to Work by the Glassdoor Employees Choice Awards for the past nine years.Based on employees reviews and feedback,this recognition is a strong testament to the innovative culture we are building.We have also been recognized as a top workplace in 2022 and 2023 by Great Place to Work,and we h
144、ave been named to many notable lists such as Fortunes 100 Best Companies to Work For and Fortunes Best Workplaces for Women.Additionally,were honored to be mentioned in a number of categories by Comparablys workplace awards in 2022 and 2023 including Best CEO for Women,Best Global Culture,and a Best
145、 Company for Employee Happiness.As of December 31,2023,we had 7,663 full-time employees,or HubSpotters.Of these,4,971 were in the Americas,2,164 were in Europe,and 528 were in the Asia Pacific region.Hybrid Culture and Enablement.We offer a hybrid working model,with employees choosing annually betwe
146、en three options:home,office,flex.home employees work the majority of the time from home,office employees go into a HubSpot office three or more days per week,and flex employees go into a HubSpot office two or fewer days per week.We also provide resources and enablement materials to our managers and
147、 employees to help them work more effectively in a hybrid working model.As of December 31,2023,5,120 employees selected the home option,1,986 flex,and 557 office.Culture and Values.As a company with a hybrid working model,connection is core to our culture.We are focused on fostering authentic connec
148、tion by offering the tools,resources,and opportunities to help our employees grow both personally and professionally.Our Culture Code underpins our culture and outlines our core company values,including,autonomy,flexibility,high performance,and HEART.HEART is at the center of who we are and represen
149、ts the five traits we value the most in HubSpotters:Humility,Empathy,Adaptability,Remarkableness and Transparency.A copy of our Culture Code can be found at:https:/ Belonging.Diversity,inclusion,and belonging(DI&B)is a core part of our mission.We are focused not just on increasing representation,but
150、 on striving for equity in systems,resources,and access to opportunities.We have incorporated DI&B into our policies and practices,education and events,and launched various initiatives to further our goal of being a more diverse,inclusive,and equitable workplace.Our DI&B initiatives include,but are
151、not limited to:programs to increase our slate of diverse candidates,anti-racism training for employees and managers,key external partnerships,employee resource groups,and programs and initiatives to enhance the diversity and inclusion experience for 12 candidates and employees.In addition,our annual
152、 HubSpot Diversity,Inclusion,and Belonging Report is a detailed analysis of our gender,ethnicity,and age data,as well as self-reported identities including parents,military veterans,disabilities,first-generation identity,and those who are gender diverse.A copy of our DI&B report can be found at:http
153、s:/ and Benefits.We provide competitive compensation and benefits for our employees globally.Our compensation packages may include base salary,commission or semi-annual bonuses,and stock-based compensation.We also offer unlimited vacation and an annual global week of rest,an employee stock purchase
154、plan,as well as benefit plans,such as employee medical,dental,life and disability insurance,and retirement and pension arrangements,that vary by geography that align with market norms.We evaluate both compensation and benefit offerings on an annual basis and we make adjustments as needed.We are also
155、 committed to continuing to make strides in moving from pay opacity to pay transparency.This currently includes providing access to compensation ranges for all of our employees,anchoring compensation to one predefined major city per country and publishing compensation ranges for all job postings in
156、the U.S.Learning and growth.We believe in life-long learning and invest in employee development at every stage.We offer interactive,regionalized on-boarding,one-on-one mentorship,year-round manager trainings and a mini-MBA Fellows program.We also offer several programs focused on BIPOC(Black,Indigen
157、ous,Person of Color)retention and career development,including a stay interview program,a global mentorship program for employees of color,and a structured mentoring and career coaching program for Black employees.In addition,we offer several live,self-paced and asynchronous resources to help employ
158、ees develop their skill and capabilities through LearnHubSpot,our internal,online learning management system.Mental Health and Well-Being.We offer a mental wellness platform as a global benefit for employees.In order to prevent and battle burnout and its root causes,we also offer a company holiday w
159、eek for all employees to take time off and recharge,and programming for employees to listen,learn,and identify ways to prioritize their mental health at work.Social Impact.We aim to bring the best of HubSpot to help nonprofits that are committed to improving education and entrepreneurship in our com
160、munities around the world.We provide a range of opportunities for our employees to get involved with nonprofit organizations through HubSpot Helps,our community impact program,including:a dedicated employee volunteering platform,dedicated time for employees to give back to their own local communitie
161、s,financial and in-kind donations,and flagship events.We are also committed to closing the racial wealth gap and developing the next generation of Black business leaders by investing in partnerships and organizations that can drive real change for Black communities.Employee Engagement and Feedback.W
162、e administer an employee engagement survey,known as our eNPS,to assess and understand the employee experience and engagement at the company level.The survey also enables us to provide data to leaders across the organization,empowering them to identify,address,and monitor feedback at the department l
163、evel.Our eNPS process includes a Global Inclusion Index survey which we measure annually,allowing us to track progress and collect feedback on our diversity,inclusion,and belonging efforts over time.CompetitionOur market is evolving,highly competitive and fragmented,and we expect competition to incr
164、ease in the future.We believe the principal competitive factors in our market are:vision for the market,product strategy and pace of innovation;inbound marketing focus and domain expertise;integrated all-in-one customer platform;breadth and depth of product functionality;ease of use;scalable,open ar
165、chitecture;time to value and total cost of ownership;integration with third-party applications and data sources;13 use of CRM data to make strategic business decisions;use of evolving artificial intelligence technologies;name recognition and brand reputation;and“freemium”go-to-market motion.We belie
166、ve we compete favorably with respect to all of these factors.We face intense competition from other software companies that develop marketing,sales,service,and content management software.Our competitors offer various point applications that provide certain functions and features that we provide,inc
167、luding:cloud-based marketing automation providers;content management systems;email marketing software vendors;sales force automation and CRM software vendorscustomer service platform vendors;andlarge-scale enterprise suites.In addition,instead of using our customer platform,some prospective customer
168、s may elect to combine disparate point applications,such as content management,marketing automation,analytics,social media management,ticketing,and conversational bots.We expect that we will develop and introduce,or acquire,applications serving customer-facing and other front office functions.Intell
169、ectual PropertyOur ability to protect our intellectual property,including our technology,will be an important factor in the success and continued growth of our business.We protect our intellectual property through trade secrets law,copyrights,trademarks,patents,and contracts.Some of our technology r
170、elies upon third-party licensed intellectual property.We have 18 issued U.S.Patents and 23 patents applications pending.We intend to pursue and are pursuing additional patent protection to the extent we believe it would be beneficial and cost-effective.In addition to the foregoing,we have establishe
171、d business procedures designed to maintain the confidentiality of our proprietary information,including the use of confidentiality agreements and assignment of inventions agreements with employees,independent contractors,consultants,and companies with which we conduct business.Despite our efforts to
172、 protect our intellectual property,unauthorized parties may still copy or otherwise obtain and use our technology.In addition,we intend to continue to expand our international operations,and effective intellectual property,copyright,trademark and trade secret protection may not be available or may b
173、e limited in foreign countries.Any significant impairment of our intellectual property rights could harm our business or our ability to compete.Financial Information About SegmentsWe operate as one operating segment.Operating segments are defined as components of an enterprise for which separate fin
174、ancial information is regularly evaluated by the chief operating decision maker(“CODM”),which is our chief executive officer,in deciding how to allocate resources and assess performance.The CODM evaluates our financial information and resources and assesses the performance of these resources on a co
175、nsolidated basis.Since we operate in one operating segment,all required financial segment information can be found in the consolidated financial statements.See Footnote 10 within the consolidated financial statements for information by geographic area.Available InformationOur website is located at h
176、ttp:/,and our investor relations website is located at https:/ of our Annual Reports on Form 10-K,Quarterly Reports on Form 10-Q,Current Reports on Form 8-K,and amendments to these reports filed or furnished pursuant to Sections 13(a)and 15(d)of the Securities Exchange Act of 1934,as amended,are ava
177、ilable,free of charge,on our investor relations website as soon as reasonably practicable 14 after such reports are filed with,or furnished to,the Securities and Exchange Commission,or the SEC.The SEC also maintains a website at http:/www.sec.gov that contains our SEC filings and other information r
178、egarding issuers that file electronically with the SEC.We webcast our earnings calls and certain events we participate in or host with members of the investment community on our investor relations website.Additionally,we provide notifications of news or announcements regarding our financial performa
179、nce,including SEC filings,investor events,press and earnings releases,and blogs as part of our investor relations website.We have used,and intend to continue to use,our investor relations website as means of disclosing material non-public information and for complying with our disclosure obligations
180、 under Regulation FD.Further corporate governance information,including our certificate of incorporation,bylaws,governance guidelines,board committee charters,and code of business conduct and ethics,is also available on our investor relations website under the heading“Corporate Governance.”The conte
181、nts of our websites are not intended to be incorporated by reference into this Annual Report on Form 10-K or in any other report or document we file with the SEC,and any references to our websites are intended to be inactive textual references only.15 Item 1A.RISK FACTORSAn investment in our common
182、stock involves a high degree of risk.You should carefully consider the risks described below and the other information in this Annual Report on Form 10-K and in our other public filings before making an investment decision.Our business,prospects,financial condition,or operating results could be harm
183、ed by any of these risks,as well as other risks not currently known to us or that we currently consider immaterial.If any such risks and uncertainties actually occurs,our business,financial condition or operating results could differ materially from the plans,projections and other forward-looking st
184、atements included in the section titled“Managements Discussion and Analysis of Financial Condition and Results of Operations”and elsewhere in this report and in our other public filings.The trading price of our common stock could decline due to any of these risks,and,as a result,you may lose all or
185、part of your investment.Risks Related to Our Business and StrategyWe are dependent upon customer renewals,the addition of new customers,increased revenue from existing customers and the continued growth of the market for a customer platform.We derive,and expect to continue to derive,a substantial po
186、rtion of our revenue from the sale of subscriptions to our customer platform.The market for inbound marketing,sales,service,operations,commerce and customer management products is still evolving,and competitive dynamics may cause pricing levels to change as the market matures and as existing and new
187、 market participants introduce new types of point applications and different approaches to enable businesses to address their respective needs.As a result,we may be forced to reduce the prices we charge for our platform and may be unable to renew existing customer agreements or enter into new custom
188、er agreements at the same prices and upon the same terms that we have historically.In addition,our growth strategy involves a scalable pricing model(including freemium versions of our products)intended to provide us with an opportunity to increase the value of our customer relationships over time as
189、 we expand their use of our platform,sell to other parts of their organizations,cross-sell our sales products to existing marketing product customers and vice versa through touchless or low touch in product purchases,and upsell additional offerings and features.If our cross-selling efforts are unsuc
190、cessful or if our existing customers do not expand their use of our platform or adopt additional offerings and features,our operating results may suffer.Our subscription renewal rates may decrease,and any decrease could harm our future revenue and operating results.Our customers have no obligation t
191、o renew their subscriptions for our platform after the expiration of their subscription periods,substantially all of which are one year or less.In addition,our customers may seek to renew for lower subscription tiers,for fewer contacts or seats,or for shorter contract lengths.Also,customers may choo
192、se not to renew their subscriptions for a variety of reasons.Our renewal rates may decline or fluctuate as a result of a number of factors,including limited customer resources,pricing changes,the prices of services offered by our competitors,adoption and utilization of our platform and add-on applic
193、ations by our customers,adoption of our new products,customer satisfaction with our platform,mergers and acquisitions affecting our customer base,reductions in our customers spending levels or declines in customer activity as a result of economic downturns or uncertainty in financial markets.If our
194、customers do not renew their subscriptions for our platform or decrease the amount they spend with us,our revenue will decline and our business will suffer.In addition,a subscription model creates certain risks related to the timing of revenue recognition and potential reductions in cash flows.A por
195、tion of the subscription-based revenue we report each quarter results from the recognition of deferred revenue relating to subscription agreements entered into during previous quarters.In addition,we do not record deferred revenue beyond amounts invoiced as a liability on our balance sheet.A decline
196、 in new or renewed subscriptions in any period may not be immediately reflected in our reported financial results for that period,but may result in a decline in our revenue in future quarters.If we were to experience significant downturns in subscription sales and renewal rates,our reported financia
197、l results might not reflect such downturns until future periods.We face significant competition from both established and new companies offering marketing,sales,customer service,operations,commerce,and content management software and other related applications,as well as internally developed softwar
198、e,which may harm our ability to add new customers,retain existing customers and grow our business.The marketing,sales,customer service,operations,commerce,and content management software market is evolving,highly competitive and significantly fragmented.With the introduction of new technologies and
199、the potential entry of new competitors into the market,we expect competition to persist and intensify in the future,which could harm our ability to increase sales,maintain or increase renewals and maintain our prices.16 We face intense competition from other software companies that develop marketing
200、,sales,customer service,operations,and content management software and from marketing services companies that provide interactive marketing services.Competition could significantly impede our ability to sell subscriptions to our customer platform on terms favorable to us.Our current and potential co
201、mpetitors may develop and market new technologies including as a result of new or better use of evolving artificial intelligence(“AI”)technologies that render our existing or future products less competitive,or obsolete.In addition,if these competitors develop products with similar or superior funct
202、ionality to our platform,we may need to decrease the prices or accept less favorable terms for our platform subscriptions in order to remain competitive.If we are unable to maintain our pricing due to competitive pressures,our margins will be reduced and our operating results will be negatively affe
203、cted.Our competitors include:cloud-based marketing automation providers;email marketing software vendors;sales force automation and CRM software vendors;large-scale enterprise suites;customer service software providers;andcontent management systems.In addition,instead of using our platform,some pros
204、pective customers may elect to combine disparate point applications,such as content management,marketing automation,CRM,analytics and social media management.We expect that new competitors,such as enterprise software vendors that have traditionally focused on enterprise resource planning or other ap
205、plications supporting back office functions,will develop and introduce applications serving customer-facing and other front office functions.This development could have an adverse effect on our business,operating results and financial condition.In addition,sales force automation and CRM vendors coul
206、d acquire or develop applications that compete with our sales and CRM offerings.Some of these companies have acquired social media marketing and other marketing software providers to integrate with their broader offerings.Our current and potential competitors may have significantly more financial,te
207、chnical,marketing and other resources than we have,be able to devote greater resources to the development,promotion,sale and support of their products and services,may have more extensive customer bases and broader customer relationships than we have,and may have longer operating histories and great
208、er name recognition than we have.As a result,these competitors may respond faster to new technologies and undertake more extensive marketing campaigns for their products.In a few cases,these vendors may also be able to offer marketing,sales,customer service and content management software at little
209、or no additional cost by bundling it with their existing suite of applications.To the extent any of our competitors has existing relationships with potential customers for either marketing software or other applications,those customers may be unwilling to purchase our platform because of their exist
210、ing relationships with our competitor.If we are unable to compete with such companies,the demand for our customer platform could substantially decline.In addition,if one or more of our competitors were to merge or partner with another of our competitors,our ability to compete effectively could be ad
211、versely affected.Our competitors may also establish or strengthen cooperative relationships with our current or future strategic distribution and technology partners or other parties with whom we have relationships,thereby limiting our ability to promote and implement our platform.We may not be able
212、 to compete successfully against current or future competitors,and competitive pressures may harm our business,operating results and financial condition.We have experienced rapid growth and organizational change in recent periods and expect growth of headcount and operations over the long-term.If we
213、 fail to manage growth and organizational change effectively,we may be unable to execute our business plan,maintain high levels of service or address competitive challenges adequately.After the implementation of our Restructuring Plan in January 2023,our headcount and operations continued to grow.Fo
214、r example,we had 7,663 full-time employees as of December 31,2023 and 7,433 as of December 31,2022.To date,we have opened several international offices.This growth has placed,and will continue to place,a significant strain on our management,administrative,operational and financial infrastructure.We
215、expect to continue to grow headcount and operations over the long-term.We anticipate future growth will be required over the long term to address increases in our product offerings and continued expansion.Our success will depend in part upon our ability to recruit,hire,train,manage and integrate qua
216、lified managers,technical personnel and employees in specialized roles within our company,including in technology,sales and marketing.Furthermore,as more of our employees work remotely from geographic areas across the globe on a permanent basis pursuant to our hybrid workplace model,which provides o
217、ur employees with the option to be fully remote,work full-time from one of our offices,or have the flexibility to 17 work both in the office and remotely,we may need to reallocate our investment of resources and closely monitor a variety of local regulations and requirements,including local tax laws
218、.We may experience unpredictability in our expenses and employee work culture.If we experience any of these effects in connection with future growth,if our new employees perform poorly,or if we are unsuccessful in recruiting,hiring,training,managing and integrating new employees,or retaining our exi
219、sting employees,it could materially impair our ability to attract new customers,retain existing customers and expand their use of our platform,all of which would materially and adversely affect our business,financial condition and results of operations.Failure to effectively develop and expand our m
220、arketing,sales,customer service,operations,commerce and content management capabilities could harm our ability to increase our customer base and achieve broader market acceptance of our platform.To increase Customers and achieve broader market acceptance of our customer platform,we will need to cont
221、inue to expand our marketing,sales,customer service,operations,and content management capabilities,including our sales force and third-party channel partners.We will continue to dedicate significant resources to inbound sales and marketing programs.The effectiveness of our inbound sales and marketin
222、g and third-party channel partners has varied over time and may vary in the future and depends on our ability to maintain and improve our customer platform including with respect to AI and machine learning.All of these efforts will require us to invest significant financial and other resources.Our b
223、usiness will be seriously harmed if our efforts do not generate a correspondingly significant increase in revenue.We may not achieve anticipated revenue growth from expanding our sales force if we are unable to hire,develop and retain talented sales personnel,if our new sales personnel are unable to
224、 achieve desired productivity levels in a reasonable period of time or if our sales and marketing programs are not effective.The rate of growth of our business depends on the continued participation and level of service of our Solutions Partners.We rely on our Solutions Partners to provide certain s
225、ervices to our customers,as well as pursue sales of our customer platform to customers.To the extent we do not attract new Solutions Partners,or existing or new Solutions Partners do not refer a growing number of customers to us,our revenue and operating results would be harmed.In addition,if our So
226、lutions Partners do not continue to provide services to our customers,we would be required to provide such services ourselves either by expanding our internal team or engaging other third-party providers,which would increase our operating costs.If we fail to maintain our inbound thought leadership p
227、osition,our business may suffer.We believe that maintaining our thought leadership position in inbound marketing,sales,services,operations,commerce and content management is an important element in attracting new customers.We devote significant resources to develop and maintain our thought leadershi
228、p position,with a focus on identifying and interpreting emerging trends in the inbound experience,shaping and guiding industry dialog and creating and sharing the best inbound practices.Our activities related to developing and maintaining our thought leadership may not yield increased revenue,and ev
229、en if they do,any increased revenue may not offset the expenses we incurred in such effort.We rely upon the continued services of our management and employees with domain expertise with inbound marketing,sales,services,operations,and content management,and the loss of any key employees in this area
230、could harm our competitive position and reputation.If we fail to successfully grow and maintain our thought leadership position,we may not attract enough new customers or retain our existing customers,and our business could suffer.If we fail to further enhance our brand and maintain our existing str
231、ong brand awareness,our ability to expand our customer base will be impaired and our financial condition may suffer.We believe that our development of the HubSpot brand is critical to achieving widespread awareness of our existing and future inbound experience solutions,and,as a result,is important
232、to attracting new customers and maintaining existing customers.In the past,our efforts to build our brand have involved significant expenses,and we believe that this investment has resulted in strong brand recognition in the B2B market.Successful promotion and maintenance of our brands will depend l
233、argely on the effectiveness of our marketing efforts and on our ability to provide a reliable and useful customer platform at competitive prices.Brand promotion activities may not yield increased revenue,and even if they do,any increased revenue may not offset the expenses we incurred in building ou
234、r brand.If we fail to successfully promote and maintain our brand,our business could suffer.18 If we fail to adapt and respond effectively to rapidly changing technology,evolving industry standards and changing customer needs or requirements,our customer platform may become less competitive.Our futu
235、re success depends on our ability to adapt and innovate our customer platform.To attract new customers and increase revenue from existing customers,we need to continue to enhance and improve our offerings to meet customer needs at prices that our customers are willing to pay.Such efforts will requir
236、e adding new functionality and responding to technological advancements,including AI and machine learning,which will increase our research and development costs.If we are unable to develop new applications that address our customers needs,or to enhance and improve our platform in a timely manner,we
237、may not be able to maintain or increase market acceptance of our platform.Our ability to grow is also subject to the risk of future disruptive technologies.Access and use of our customer platform is provided via the cloud,which,itself,was disruptive to the previous enterprise software model.If new t
238、echnologies emerge that are able to deliver inbound marketing software and related applications at lower prices,more efficiently,more conveniently or more securely,such technologies could adversely affect our ability to compete.If we fail to offer high-quality customer support,our business and reput
239、ation may suffer.High-quality education,training and customer support are important for the successful marketing,sale and use of our customer platform and for the renewal of existing customers.Providing this education,training and support requires that our personnel who manage our online training re
240、source,HubSpot Academy,or provide customer support have specific inbound experience domain knowledge and expertise,making it more difficult for us to hire qualified personnel and to scale up our support operations.The importance of high-quality customer support will increase as we expand our busines
241、s and pursue new customers.If we do not help our customers use multiple applications within our customer platform and provide effective ongoing support,our ability to sell additional functionality and services to,or to retain,existing customers may suffer and our reputation with existing or potentia
242、l customers may be harmed.We may not be able to scale our business quickly enough to meet our customers growing needs and if we are not able to grow efficiently,our operating results could be harmed.As usage of our customer platform grows and as customers use our platform for additional inbound appl
243、ications,such as sales and services,we will need to devote additional resources to improving our application architecture,integrating with third-party systems and maintaining infrastructure performance.In addition,we will need to appropriately scale our internal business systems and our services org
244、anization,including customer support and professional services,to serve our growing customer base,particularly as our customer demographics change over time.Any failure of or delay in these efforts could cause impaired system performance and reduced customer satisfaction.These issues could reduce th
245、e attractiveness of our customer platform to customers,resulting in decreased sales to new customers,lower renewal rates by existing customers,the issuance of service credits,or requested refunds,which could impede our revenue growth and harm our reputation.Even if we are able to upgrade our systems
246、 and expand our staff,any such expansion will be expensive and complex,requiring managements time and attention.We could also face inefficiencies or operational failures as a result of our efforts to scale our infrastructure.Moreover,there are inherent risks associated with upgrading,improving and e
247、xpanding our information technology systems.We cannot be sure that the expansion and improvements to our infrastructure and systems will be fully or effectively implemented on a timely basis,if at all.Our ability to introduce new products and features is dependent on adequate research and developmen
248、t resources.If we do not adequately fund our research and development efforts,we may not be able to compete effectively and our business and operating results may be harmed.To remain competitive,we must continue to develop new product offerings,applications,features and enhancements to our existing
249、customer platform.Maintaining adequate research and development personnel and resources to meet the demands of the market is essential.If we are unable to develop our platform internally due to certain constraints,such as high employee turnover,lack of management ability or a lack of other research
250、and development resources,we may miss market opportunities.Further,many of our competitors expend a considerably greater amount of funds on their research and development programs,and those that do not may be acquired by larger companies that would allocate greater resources to our competitors resea
251、rch and development programs.Our failure to maintain adequate research and development resources or to compete effectively with the research and development programs of our competitors could materially adversely affect our business.The development of next-generation solutions that utilize new and ad
252、vanced features,including AI and machine learning,involves making predictions regarding the willingness of the market to adopt such technologies over legacy solutions.The Company may be required to commit significant resources to developing new products,software and services before knowing whether s
253、uch investment will result in products or services that the market will accept.The Companys inability,for technological or other reasons,some of which may be beyond the Companys control,to enhance,develop,introduce and monetize products and services in a timely manner,or at all,in response to changi
254、ng market 19 conditions or customer requirements could have a material adverse effect on the Companys business,results of operations and financial condition or could result in its products and services not achieving market acceptance or becoming obsolete.In addition,if the Company fails to deliver a
255、 compelling customer experience or accurately predict emerging technological trends and the changing needs of customers and end users,or if the features of its new products and services do not meet the demands of its customers or are not sufficiently differentiated from those of its competitors,the
256、Companys business,results of operations and financial condition could be materially harmed.Uncertainty around new and emerging AI applications such as generative AI content creation may require additional investment in the development of proprietary datasets,machine learning models and systems to te
257、st for accuracy,bias and other variables,which are often complex,development of new approaches and processes to provide attribution or remuneration to content creators and building systems that enable creatives to have greater control over the use of their work in the development of AI,which may be
258、costly and could impact our profit margin if we are unable to monetize such assets.In addition,AI technologies,including generative AI,may create content that appears correct but is factually inaccurate or flawed,or contains copyrighted or other protected material,and if our customers or others use
259、this flawed content to their detriment,we may be exposed to brand or reputational harm,competitive harm,and/or legal liability.Developing,testing and deploying AI systems may also increase the cost profile of our offerings due to the nature of the computing costs involved in such systems.Changes in
260、the sizes or types of businesses that purchase our platform or in the applications within our customer platform purchased or used by our customers could negatively affect our operating results.Our strategy is to sell subscriptions to our customer platform to mid-sized businesses,but we have sold and
261、 will continue to sell to organizations ranging from small businesses to enterprises.Our gross margins can vary depending on numerous factors related to the implementation and use of our customer platform,including the sophistication and intensity of our customers use of our platform and the level o
262、f professional services and support required by a customer.Sales to enterprise customers may entail longer sales cycles and more significant selling efforts.Selling to small businesses may involve greater credit risk and uncertainty.If there are changes in the mix of businesses that purchase our pla
263、tform or the mix of the product plans purchased by our customers,our gross margins could decrease and our operating results could be adversely affected.We have in the past completed acquisitions and may acquire or invest in other companies or technologies in the future,which could divert managements
264、 attention,fail to meet our expectations,result in additional dilution to our stockholders,increase expenses,disrupt our operations or harm our operating results.We have in the past acquired,and we may in the future acquire or invest in,businesses,products or technologies that we believe could compl
265、ement or expand our platform,enhance our technical capabilities or otherwise offer growth opportunities.For example,in December 2023,we acquired Clearbit,a B2B data provider.We may not be able to fully realize the anticipated benefits of historical or any future acquisitions.The pursuit of potential
266、 acquisitions may divert the attention of management and cause us to incur various expenses related to identifying,investigating and pursuing suitable acquisitions,whether or not they are consummated.There are inherent risks in integrating and managing acquisitions.If we acquire additional businesse
267、s,we may not be able to assimilate or integrate the acquired personnel,operations and technologies successfully or effectively manage the combined business following the acquisition and our management may be distracted from operating our business.We also may not achieve the anticipated benefits from
268、 the acquired business due to a number of factors,including:unanticipated costs or liabilities associated with the acquisition;incurrence of acquisition-related costs,which would be recognized as a current period expense;inability to generate sufficient revenue to offset acquisition or investment co
269、sts;the inability to maintain relationships with customers and partners of the acquired business;the difficulty of incorporating acquired technology and rights into our platform and of maintaining quality and security standards consistent with our brand;delays in customer purchases due to uncertaint
270、y related to any acquisition;the need to integrate or implement additional controls,procedures and policies;challenges caused by distance,language and cultural differences;harm to our existing business relationships with business partners and customers as a result of the acquisition;the potential lo
271、ss of key employees;use of resources that are needed in other parts of our business and diversion of management and employee resources;and use of substantial portions of our available cash or the incurrence of debt to consummate the acquisition.Acquisitions also increase the risk of unforeseen legal
272、 and compliance liabilities,including for potential violations of applicable law or industry rules and regulations,arising from prior or ongoing acts or omissions by the acquired businesses which are not discovered by due diligence during the acquisition process,including data handling and privacy v
273、iolations.Generally,if an acquired business fails to meet our expectations,our operating results,business and financial condition may suffer.Acquisitions could also result in dilutive issuances of equity securities or the incurrence of debt,which could adversely affect our business,results of operat
274、ions or financial condition.In addition,a significant portion of the purchase price of companies we acquire may be allocated to goodwill and other intangible assets,which must be assessed for impairment at least annually.If our acquisitions do not ultimately yield expected returns,we may be required
275、 to make charges to our operating results based on our impairment assessment process,which could harm our results of operations.20 Because our long-term growth strategy involves further expansion of our sales to customers outside the United States,our business will be susceptible to risks associated
276、 with international operations.A component of our growth strategy involves the further expansion of our operations and customer base internationally.We have formed several international entities and may plan to form additional entities in the future.These international operations focus primarily on
277、sales,professional services and support,and select international locations have development teams.Our current international operations and future initiatives will involve a variety of risks,including:difficulties in maintaining our company culture with a dispersed and distant workforce;more stringen
278、t regulations relating to data security and the unauthorized use of,or access to,commercial and personal data,particularly in the European Union;unexpected changes in regulatory requirements,taxes or trade laws;differing labor regulations,especially in the European Union,where labor laws are general
279、ly more advantageous to employees as compared to the United States,including deemed hourly wage and overtime regulations in these locations;challenges inherent in efficiently managing an increased number of employees over large geographic distances,including the need to implement appropriate systems
280、,policies,benefits and compliance programs;difficulties in managing a business in new markets with diverse cultures,languages,customs,legal systems,alternative dispute systems and regulatory systems;currency exchange rate fluctuations and the resulting effect on our revenue and expenses,and the cost
281、 and risk of entering into hedging transactions;global economic uncertainty caused by global political events;limitations on our ability to reinvest earnings from operations in one country to fund the capital needs of our operations in other countries;limited or insufficient intellectual property pr
282、otection;international disputes,wars(such as the conflict between Russia and Ukraine and the evolving events in Israel and Gaza),political instability or terrorist activities and resulting economic instability;likelihood of potential or actual violations of domestic and international anticorruption
283、laws,such as the U.S.Foreign Corrupt Practices Act and the U.K.Bribery Act,or of U.S.and international export control and sanctions regulations,which likelihood may increase with an increase of sales or operations in foreign jurisdictions and operations in certain industries;andadverse tax burdens a
284、nd foreign exchange controls that could make it difficult to repatriate earnings and cash.Our limited experience in operating our business internationally increases the risk that any potential future expansion efforts that we may undertake will not be successful.If in the future,we invest substantia
285、l time and resources to expand our international operations and are unable to do so successfully and in a timely manner,our business and operating results will suffer.We continue to implement policies and procedures to facilitate our compliance with U.S.laws and regulations applicable to or arising
286、from our international business.Inadequacies in our past or current compliance practices may increase the risk of inadvertent violations of such laws and regulations,which could lead to financial and other penalties that could damage our reputation and impose costs on us.Social and ethical issues re
287、lating to the use of new and evolving technologies,such as AI,in our offerings may result in reputational harm and liability.Social and ethical issues relating to the use of new and evolving technologies such as AI in our offerings,may result in reputational harm and liability,and may cause us to in
288、cur additional research and development costs to resolve such issues.We are increasingly building AI into many of our offerings,including early-stage generative AI features.As with many innovations,AI presents risks and challenges that could affect its adoption,and therefore our business.If we enabl
289、e or offer solutions that draw controversy due to their perceived or actual impact on human rights,privacy,employment,or in other social contexts,we may experience brand or reputational harm,competitive harm or legal liability.Potential government regulation related to AI use and ethics 21 may also
290、increase the burden and cost of research and development in this area,and failure to properly remediate AI usage or ethics issues may cause public confidence in AI to be undermined,which could slow adoption of AI in our products and services.The rapid evolution of AI will require the application of
291、resources to develop,test and maintain our products and services to help ensure that AI is implemented ethically in order to minimize unintended,harmful impact.Risks Related to Employee MattersIf we cannot maintain our company culture as we experience changes in our workforce,we could lose the innov
292、ation,teamwork,passion and focus on execution that we believe contribute to our success and our business may be harmed.We believe that a critical component to our success has been our company culture,which is based on transparency and personal autonomy.We have invested substantial time and resources
293、 in building our team within this company culture.In 2020,we made the decision to permanently move to a hybrid workplace model,which means our employees have the option to be fully remote,work full-time from one of our offices,or work both in the office and remotely.Preservation of our corporate cul
294、ture has been made more difficult as the majority of our workforce has been working from home.Any failure to preserve our culture could negatively affect our ability to retain and recruit personnel and to effectively focus on and pursue our corporate objectives.As we grow and continue to develop our
295、 company infrastructure,and experience organizational change,we may find it difficult to maintain these important aspects of our company culture and our business may be adversely impactedWe rely on our management team and other key employees,and the loss of one or more key employees could harm our b
296、usiness.Our success and future growth depend upon the continued services of our management team,including our co-founders,Brian Halligan and Dharmesh Shah,our chief executive officer,Yamini Rangan,and other key employees in the areas of research and development,marketing,sales,services,operations,co
297、ntent management,and general and administrative functions.From time to time,there may be changes in our management team resulting from the hiring or departure of executives,which could disrupt our business.We also are dependent on the continued service of our existing software engineers and informat
298、ion technology personnel because of the complexity of our platform,technologies and infrastructure.We may terminate any employees employment at any time,with or without cause,and any employee may resign at any time,with or without cause.We do not have employment agreements with any of our key person
299、nel.The loss of one or more of our key employees could harm our business.The failure to attract and retain additional qualified personnel could prevent us from executing our business strategy.To execute our business strategy,we must attract and retain highly qualified personnel.In particular,we comp
300、ete with many other companies for software developers with high levels of experience in designing,developing and managing cloud-based software,as well as for skilled information technology,marketing,sales and operations professionals,and we may not be successful in attracting and retaining the profe
301、ssionals we need.Also,inbound sales,marketing,services,operations,and content management domain experts are very important to our success and are difficult to replace.We have from time to time in the past experienced,and we expect to continue to experience in the future,difficulty in hiring and diff
302、iculty in retaining highly skilled employees with appropriate qualifications.In particular,we have experienced a competitive hiring environment in the Greater Boston area,where we are headquartered and will continue to experience a competitive hiring environment as we recruit for remote talent world
303、wide.Many of the companies with which we compete for experienced personnel have greater resources than we do.The change by companies to offer a remote or hybrid work environment may increase the competition for such employees from employers outside of our traditional office locations.In addition,if
304、we choose to no longer offer a remote or hybrid work environment,we may face more difficulty in retaining our workforce.Further,labor is subject to external factors that are beyond our control,including our industrys highly competitive market for skilled workers and leaders,cost inflation,and workfo
305、rce participation rates.In addition,if our reputation were to be harmed,whether as a result of media,legislative,or regulatory scrutiny or otherwise,it could make it more difficult to attract and retain personnel that are critical to the success of our business.In addition,in making employment decis
306、ions,particularly in the software industry,job candidates often consider the value of equity incentives they are to receive in connection with their employment.If the price of our stock declines,or experiences significant volatility,our ability to attract or retain key employees will be adversely af
307、fected.If we fail to attract new personnel or fail to retain and motivate our current personnel,our growth prospects could be severely harmed.Risks Related to Global Economic ConditionsWe are exposed to fluctuations in currency exchange rates that could adversely affect our financial results.22 We f
308、ace exposure to movements in currency exchange rates,which may cause our revenue and operating results to differ materially from expectations.As we have expanded our international operations,our exposure to exchange rate fluctuations has increased,in particular with respect to the Euro,British Pound
309、 Sterling,Australian Dollar,Singapore Dollar,Japanese Yen,Colombian Peso,and Canadian Dollar.Fluctuations in the value of the U.S.dollar versus foreign currencies may impact our operating results when translated into U.S.dollars.Thus,our results of operations and cash flows are subject to fluctuatio
310、ns due to changes in foreign currency exchange rates and may be adversely affected in the future due to changes in foreign currency exchange rates.As exchange rates vary,revenue,cost of revenue,operating expenses and other operating results,when re-measured,may differ materially from expectations.In
311、 addition,our operating results are subject to fluctuation if our mix of U.S.and foreign currency denominated transactions and expenses changes in the future.Our Board recently approved a hedging program intended to allow us to mitigate foreign exchange impacts,such as exposure to currency exchange
312、rates in connection with significant transactions denominated in currencies other than the U.S.dollar,by entering into derivatives transactions such as foreign exchange forwards.Once implemented,there can be no guarantee or assurance that such hedging program(or any other strategies we implement in
313、the future to mitigate foreign currency risk)and the strategies we would employ pursuant thereto would be effective to reduce or eliminate our exposure to foreign exchange rate fluctuations to the extent we anticipate,or at all.Additionally,as we anticipate growing our business further outside of th
314、e United States,the effects of movements in currency exchange rates will increase as our transaction volume outside of the United States increases.Weakened global economic conditions may harm our industry,business and results of operations.Our overall performance depends in part on worldwide economi
315、c conditions.Global financial developments and downturns seemingly unrelated to us or the software industry may harm us.The United States and other key international economies have been affected from time to time by falling demand for a variety of goods and services,restricted credit,poor liquidity,
316、reduced corporate profitability,volatility in credit,equity and foreign exchange markets,volatility in the banking sector,changes in the labor market,supply chain disruptions,bankruptcies,inflation and overall uncertainty with respect to the economy,including with respect to tariff and trade issues.
317、Moreover,a potential U.S.federal government shutdown resulting from budgetary decisions,a prolonged continuing resolution,breach of the federal debt ceiling,or a potential U.S.sovereign default and the uncertainty surrounding the 2024 U.S.Presidential Election may increase uncertainty and volatility
318、 in the global economy and financial markets.Weak economic conditions or significant uncertainty regarding the stability of financial markets related to stock market volatility,inflation,recession,changes in tariffs,trade agreements or governmental fiscal,monetary and tax policies,among others,could
319、 adversely impact our business,financial condition and operating results.Further,weak market conditions have,and could in the future result in,impairment of our investments and long-lived assets.Further,the economies of countries in Europe have been experiencing weakness associated with high soverei
320、gn debt levels,weakness in the banking sector,uncertainty over the future of the Euro zone and volatility in the value of the pound sterling and the Euro and instability resulting from the ongoing conflict between Russia and Ukraine.The effect of the conflict between Russia and Ukraine,including any
321、 resulting sanctions,export controls or other restrictive actions that may be imposed against governmental or other entities in,for example,Russia,have in the past contributed and may in the future contribute to disruption,instability and volatility in the global markets.We have operations,as well a
322、s current and potential new customers,throughout Europe.If economic conditions in Europe and other key markets for our platform continue to remain uncertain or deteriorate further,it could adversely affect our customers ability or willingness to subscribe to our platform,delay prospective customers
323、purchasing decisions,reduce the value or duration of their subscriptions or affect renewal rates,all of which could harm our operating results.More recently,global inflation rates have increased to levels not seen in several decades,which may result in decreased demand for our products and services,
324、increases in our operating costs,including our labor costs,constrained credit and liquidity,reduced government spending and volatility in financial markets.The Federal Reserve and other international government agencies have raised,and may again raise,interest rates in response to concerns over infl
325、ation risk.Increases in interest rates on credit and debt that would increase the cost of any borrowing that we may make from time to time and could impact our ability to access the capital markets.Increases in interest rates,especially if coupled with reduced government spending and volatility in f
326、inancial markets,may have the effect of further increasing economic uncertainty and heightening these risks.In an inflationary environment,we may be unable to raise the sales prices of our products and services at or above the rate at which our costs increase,which could/would reduce our profit marg
327、ins and have a material adverse effect on our financial results and net income.We also may experience lower than expected sales and potential adverse impacts on our competitive position if there is a decrease in consumer spending or a negative reaction to our pricing.A reduction in our revenue would
328、 be detrimental to our profitability and financial condition and could also have an adverse impact on our future growth.There continues to be uncertainty in the changing market and economic conditions,including the possibility of additional measures that could be taken by the Federal Reserve and oth
329、er domestic and international government agencies,related to concerns over inflation risk.A sharp rise in interest rates could have an adverse impact on the fair market value of certain securities in our portfolio and investments in some financial instruments could pose risks arising from market liq
330、uidity and credit concerns,which could adversely affect our financial results.23 The current economic downturn may lead to decreased demand for our products and services and otherwise harm our business and results of operations.Our overall performance depends,in part,on worldwide economic conditions
331、.In recent months,we have observed increased economic uncertainty in the United States and abroad.Impacts of such economic weakness include:falling overall demand for goods and services,leading to reduced profitability;reduced credit availability;higher borrowing costs;reduced liquidity;changes in t
332、he labor market;supply chain disruptions;volatility in credit,equity and foreign exchange markets;and bankruptcies.These developments could lead to inflation,higher interest rates,and uncertainty about business continuity,which may adversely affect our business and our results of operations.As our c
333、ustomers react to global economic conditions and the potential for a global recession,we may see them reduce spending on our products and take additional precautionary measures to limit or delay expenditures and preserve capital and liquidity.Reductions in spending on our solutions,delays in purchasing decisions,lack of renewals,inability to attract new customers,as well as pressure for extended b