Zscaler, Inc. (ZS) Form 8-K — Sep 3, 2026

$ZSForm 8-KItems 2.02, 2.05, 9.01Filed Sep 3, 2026, 4:08 PM ET0001713683-26-000156Original filing

Zscaler closed fiscal 2026 with Q4 revenue of $898.2 million, up 25% year over year, and ARR of $3,771 million, also up 25%, while posting a record 24% non-GAAP operating margin and non-GAAP diluted EPS of $1.19 versus $0.89 a year earlier. Full-year revenue grew 25% to $3,353 million (20%, or $3,209 million, excluding the Red Canary acquisition, which added $141 million of ARR), and management guided fiscal 2027 to revenue of $3.908-$3.938 billion (+16.6%-17.5%), ARR of $4.396-$4.426 billion, and non-GAAP EPS of $4.86-$4.90.

Key figures

Eps: Q4 non-GAAP $1.19 (vs $0.89 prior year), GAAP $(0.02); FY26 non-GAAP $4.21 (vs $3.28), GAAP $(0.39)
Revenue: Q4 FY26: $898.2M (+25% YoY); FY26: $3,353M (+25%; $3,209M / +20% excluding Red Canary)
Guidance: Q1 FY27: revenue $935M-$939M (~19% YoY), non-GAAP income from operations $215M-$217M, non-GAAP EPS $1.15-$1.16; FY27: ARR $4.396B-$4.426B (+16.6%-17.4%), revenue $3.908B-$3.938B (+16.6%-17.5%), non-GAAP income from operations $924M-$932M (~21% growth), non-GAAP EPS $4.86-$4.90, free cash flow margin ~23.0%-23.5%
Net Income: Q4 GAAP net loss $3.4M vs $17.6M; Q4 non-GAAP net income $198.2M vs $146.7M; FY26 GAAP net loss $63.2M vs $41.5M; FY26 non-GAAP net income $704.2M vs $534.8M
Total Debt: $1,696.4M convertible senior notes (carrying value at July 31, 2026)
Cash Position: Cash & equivalents $928.4M plus short-term investments $2,545.8M as of July 31, 2026 (~$3.47B combined)
Arr: $3,771M at FY26 year end (+25% YoY); Q4 net new ARR $246M; ex-Red Canary ARR $3,630M (+20%) and net new ARR +17%
Free Cash Flow Q4: $60.8M (7% of revenue) vs $171.9M (24%) prior year
Non Gaap Tax Rate: 21% (reduced from 23%, aligned with the One Big Beautiful Bill Act)
Deferred Revenue: $2,926M (+19% YoY)
Free Cash Flow FY26: $779.1M (23% of revenue) vs $726.7M (27%)
Operating Cash Flow Q4: $279.3M (31% of revenue) vs $250.6M (35%)
Restructuring Charges: $30.0M-$33.0M, primarily employee severance and benefit costs, majority expected in H1 fiscal 2027
Diluted Share Assumptions: ~170M fully diluted for Q1 FY27 guidance; ~173M for FY27
Non Gaap Operating Income Q4: $218.4M (record 24% of revenue) vs $158.9M (22%) prior year
Red Canary Arr Contribution: $141M
Workforce Reduction Percent: approximately 3% worldwide
Non Gaap Operating Income FY26: $767.1M (23% of revenue) vs $580.1M (22%) prior year
Stock Based Compensation FY26: $841.6M including related payroll taxes
Q4 Capex And Internal Use Software: $218.5M vs $78.7M prior year
Fy26 Business Acquisition Payments: $918.1M net of cash acquired

Price after filing

1 day: -3.2%7 days: -8.3%30 days: +10.2%

Close on the filing date to close N calendar days later (from $178.37). Historical, not a forecast.

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