0001428336-22-000034 | 10-Q | XBRL Viewer

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Cover Page - shares	9 Months Ended
Cover Page - shares	Oct. 31, 2022	Nov. 30, 2022
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Oct. 31, 2022
Document Transition Report	false
Entity File Number	001-36568
Entity Registrant Name	HEALTHEQUITY, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	52-2383166
Entity Address, Address Line One	15 West Scenic Pointe Drive
Entity Address, Address Line Two	Suite 100
Entity Address, City or Town	Draper,
Entity Address, State or Province	UT
Entity Address, Postal Zip Code	84020
City Area Code	801
Local Phone Number	727-1000
Title of 12(b) Security	Common stock, par value $0.0001 per share
Trading Symbol	HQY
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		84,639,829
Entity Central Index Key	0001428336
Current Fiscal Year End Date	--01-31
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q3
Amendment Flag	false

Condensed consolidated balance sheets - USD ($) $ in Thousands	Oct. 31, 2022	Jan. 31, 2022
Current assets
Cash and cash equivalents	$ 210,197	$ 225,414
Accounts receivable, net of allowance for doubtful accounts of $6,045 and $6,228 as of October 31, 2022 and January 31, 2022, respectively	87,716	87,428
Other current assets	34,247	38,495
Total current assets	332,160	351,337
Property and equipment, net	15,620	23,372
Operating lease right-of-use assets	58,536	63,613
Intangible assets, net	964,531	973,137
Goodwill	1,645,759	1,645,836
Other assets	48,151	49,807
Total assets	3,064,757	3,107,102
Current liabilities
Accounts payable	15,842	27,541
Accrued compensation	35,140	47,136
Accrued liabilities	33,367	57,589
Current portion of long-term debt	15,313	8,750
Operating lease liabilities	10,713	12,171
Total current liabilities	110,375	153,187
Long-term liabilities
Long-term debt, net	911,406	922,077
Operating lease liabilities, non-current	60,819	65,232
Other long-term liabilities	9,758	14,185
Deferred tax liability	89,281	99,846
Total long-term liabilities	1,071,264	1,101,340
Total liabilities	1,181,639	1,254,527
Commitments and contingencies (see Note 6)
Stockholders’ equity
Preferred stock, $0.0001 par value, 100,000 shares authorized, no shares issued and outstanding as of October 31, 2022 and January 31, 2022, respectively	0	0
Common stock, $0.0001 par value, 900,000 shares authorized, 84,636 and 83,780 shares issued and outstanding as of October 31, 2022 and January 31, 2022, respectively	8	8
Additional paid-in capital	1,732,985	1,676,508
Accumulated earnings	150,125	176,059
Total stockholders’ equity	1,883,118	1,852,575
Total liabilities and stockholders’ equity	$ 3,064,757	$ 3,107,102

Condensed consolidated balance sheets (Parenthetical) - USD ($) $ in Thousands	Oct. 31, 2022	Jan. 31, 2022
Statement of Financial Position [Abstract]
Allowance for doubtful accounts	$ 6,045	$ 6,228
Preferred stock, par value (in usd per share)	$ 0.0001	$ 0.0001
Preferred stock, authorized (in shares)	100,000,000	100,000,000
Preferred stock, issued (in shares)	0	0
Preferred stock, outstanding (in shares)	0	0
Common stock, par value (in usd per share)	$ 0.0001	$ 0.0001
Common stock, authorized (in shares)	900,000,000	900,000,000
Common stock, issued (in shares)	84,636,000	83,780,000
Common stock, outstanding (in shares)	84,636,000	83,780,000

Condensed consolidated statements of operations and comprehensive loss (unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Oct. 31, 2022	Oct. 31, 2021	Oct. 31, 2022	Oct. 31, 2021
Revenue
Revenue	$ 216,086	$ 179,954	$ 627,907	$ 553,259
Cost of revenue
Cost of revenue	89,228	76,634	272,064	234,852
Gross profit	126,858	103,320	355,843	318,407
Operating expenses
Sales and marketing	17,245	12,726	49,648	42,288
Technology and development	48,890	38,070	140,653	111,437
General and administrative	25,131	20,004	74,795	63,503
Amortization of acquired intangible assets	23,541	19,642	71,420	59,745
Merger integration	6,509	13,244	23,486	38,422
Total operating expenses	121,316	103,686	360,002	315,395
Income (loss) from operations	5,542	(366)	(4,159)	3,012
Other expense
Interest expense	(12,165)	(11,881)	(34,119)	(25,824)
Other income (expense), net	443	3,122	174	(164)
Total other expense	(11,722)	(8,759)	(33,945)	(25,988)
Loss before income taxes	(6,180)	(9,125)	(38,104)	(22,976)
Income tax benefit	(4,539)	(4,087)	(12,170)	(11,505)
Net loss	(1,641)	(5,038)	(25,934)	(11,471)
Comprehensive loss	$ (1,641)	$ (5,038)	$ (25,934)	$ (11,471)
Net loss per share:
Basic (in usd per share)	$ (0.02)	$ (0.06)	$ (0.31)	$ (0.14)
Diluted (in usd per share)	$ (0.02)	$ (0.06)	$ (0.31)	$ (0.14)
Weighted-average number of shares used in computing net loss per share:
Basic (in shares)	84,572	83,551	84,349	82,939
Diluted (in shares)	84,572	83,551	84,349	82,939
Service
Revenue
Revenue	$ 108,580	$ 102,733	$ 315,962	$ 314,449
Cost of revenue
Cost of revenue	76,493	66,217	232,281	204,183
Custodial
Revenue
Revenue	74,642	49,006	199,606	144,760
Cost of revenue
Cost of revenue	6,812	5,734	20,543	15,567
Interchange
Revenue
Revenue	32,864	28,215	112,339	94,050
Cost of revenue
Cost of revenue	$ 5,923	$ 4,683	$ 19,240	$ 15,102

Condensed consolidated statements of stockholders' equity (unaudited) - USD ($) $ in Thousands	Total	Common stock:	Additional paid-in capital:	Accumulated earnings
Beginning balance at Jan. 31, 2021	$ 1,378,728	$ 8	$ 1,158,372	$ 220,348
Stockholders' Equity
Issuance of common stock upon exercise of stock options, and for restricted stock		0	6,253
Other issuance of common stock		0	456,640
Stock-based compensation			41,700
Net loss	(11,471)			(11,471)
Ending balance at Oct. 31, 2021	1,871,850	8	1,662,965	208,877
Beginning balance at Jul. 31, 2021	1,862,666	8	1,648,743	213,915
Stockholders' Equity
Issuance of common stock upon exercise of stock options, and for restricted stock		0	938
Other issuance of common stock		0	0
Stock-based compensation			13,284
Net loss	(5,038)			(5,038)
Ending balance at Oct. 31, 2021	1,871,850	8	1,662,965	208,877
Beginning balance at Jan. 31, 2022	1,852,575	8	1,676,508	176,059
Stockholders' Equity
Issuance of common stock upon exercise of stock options, and for restricted stock		0	6,167
Other issuance of common stock		0	0
Stock-based compensation			50,310
Net loss	(25,934)			(25,934)
Ending balance at Oct. 31, 2022	1,883,118	8	1,732,985	150,125
Beginning balance at Jul. 31, 2022	1,864,896	8	1,713,122	151,766
Stockholders' Equity
Issuance of common stock upon exercise of stock options, and for restricted stock		0	1,693
Other issuance of common stock		0	0
Stock-based compensation			18,170
Net loss	(1,641)			(1,641)
Ending balance at Oct. 31, 2022	$ 1,883,118	$ 8	$ 1,732,985	$ 150,125

- Definition

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

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- Definition

Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which are attributable to the parent. The amount of the economic entity's stockholders' equity attributable to the parent excludes the amount of stockholders' equity which is allocable to that ownership interest in subsidiary equity which is not attributable to the parent (noncontrolling interest, minority interest). This excludes temporary equity and is sometimes called permanent equity.

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+ Details

Condensed consolidated statements of cash flows (unaudited) - USD ($) $ in Thousands	9 Months Ended
	Oct. 31, 2022	Oct. 31, 2021
Cash flows from operating activities:
Net loss	$ (25,934)	$ (11,471)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization	120,726	98,364
Stock-based compensation	50,310	41,700
Amortization of debt discount and issuance costs	2,454	3,616
Loss on extinguishment of debt	0	4,044
Change in fair value of contingent consideration	0	(2,147)
Other non-cash items	269	(750)
Deferred taxes	(10,565)	(8,765)
Changes in operating assets and liabilities:
Accounts receivable, net	(451)	(10,090)
Other assets	6,809	19,888
Operating lease right-of-use assets	6,169	8,944
Accrued compensation	(11,630)	(18,098)
Accounts payable, accrued liabilities, and other current liabilities	(33,170)	(34,023)
Operating lease liabilities, non-current	(5,401)	(6,808)
Other long-term liabilities	(4,427)	6,034
Net cash provided by operating activities	95,159	90,438
Cash flows from investing activities:
Purchases of software and capitalized software development costs	(35,306)	(49,033)
Purchases of property and equipment	(2,971)	(7,284)
Acquisition of intangible member assets	(70,574)	(64,463)
Acquisitions, net of cash acquired	0	(49,533)
Proceeds from sale of equity securities	0	2,367
Net cash used in investing activities	(108,851)	(167,946)
Cash flows from financing activities:
Principal payments on long-term debt	(6,562)	(1,003,125)
Settlement of client-held funds obligation, net	(1,579)	(1,565)
Proceeds from exercise of common stock options	6,616	7,728
Proceeds from issuance of long-term debt	0	950,000
Payment of debt issuance costs	0	(11,846)
Proceeds from follow-on equity offering, net of payments for offering costs	0	456,642
Net cash provided by (used in) financing activities	(1,525)	397,834
Increase (decrease) in cash and cash equivalents	(15,217)	320,326
Beginning cash and cash equivalents	225,414	328,803
Ending cash and cash equivalents	210,197	649,129
Supplemental cash flow data:
Interest expense paid in cash	36,268	13,685
Income tax payments (refunds), net	775	(5,926)
Supplemental disclosures of non-cash investing and financing activities:
Purchases of property and equipment included in accounts payable or accrued liabilities	297	479
Contingent consideration recognized at acquisition	0	8,147
Exercise of common stock options receivable	21	1
Decrease in goodwill due to measurement period adjustments, net	77	19
Computer software intangible asset
Supplemental disclosures of non-cash investing and financing activities:
Purchases of intangible assets	4,099	3,708
Acquired HSA portfolios
Supplemental disclosures of non-cash investing and financing activities:
Purchases of intangible assets	$ 0	$ 2,281

Summary of business and significant accounting policies	9 Months Ended
Summary of business and significant accounting policies	Oct. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Summary of business and significant accounting policies	Summary of business and significant accounting policies Business HealthEquity, Inc. ("HealthEquity" or the "Company") was incorporated in the state of Delaware on September 18, 2002. HealthEquity is a leader in administering health savings accounts (“HSAs”) and complementary consumer-directed benefits (“CDBs”), which empower consumers to access tax-advantaged healthcare savings while also providing corporate tax advantages for employers. Principles of consolidation The Company consolidates entities in which the Company has a controlling financial interest, which includes all of its wholly owned direct and indirect subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. Basis of presentation The accompanying condensed consolidated financial statements as of October 31, 2022 and for the three and nine months ended October 31, 2022 and 2021 are unaudited and have been prepared in conformity with accounting principles generally accepted in the United States of America ("GAAP") and the applicable rules and regulations of the Securities and Exchange Commission ("SEC") regarding interim financial reporting. In the opinion of management, the interim data includes all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the results for the interim periods. Certain information and note disclosures normally included in annual financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. Therefore, these condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes included in the Company's Annual Report on Form 10-K for the fiscal year ended January 31, 2022. The fiscal year-end condensed consolidated balance sheet data was derived from audited financial statements but does not include all disclosures required by GAAP. Significant accounting policies There have been no material changes in the Company’s significant accounting policies as compared to the significant accounting policies described in the Company’s Annual Report on Form 10-K for the fiscal year ended January 31, 2022. Recently adopted accounting pronouncements None. Recently issued accounting pronouncements not yet adopted None.

Net loss per share

9 Months Ended

Oct. 31, 2022

Earnings Per Share [Abstract]

Net loss per share

The following table sets forth the computation of basic and diluted net loss per share:


	Three months ended October 31,				Nine months ended October 31,
(in thousands, except per share data)	2022		2021		2022		2021
Numerator (basic and diluted):
Net loss	$	(1,641)	$	(5,038)	$	(25,934)	$	(11,471)
Denominator (basic):
Weighted-average common shares outstanding	84,572		83,551		84,349		82,939
Denominator (diluted):
Weighted-average common shares outstanding	84,572		83,551		84,349		82,939
Weighted-average dilutive effect of stock options and restricted stock units	—		—		—		—
Diluted weighted-average common shares outstanding	84,572		83,551		84,349		82,939
Net loss per share:
Basic	$	(0.02)	$	(0.06)	$	(0.31)	$	(0.14)
Diluted	$	(0.02)	$	(0.06)	$	(0.31)	$	(0.14)

For the three months ended October 31, 2022 and 2021, approximately 2.0 million and 1.6 million shares, respectively, attributable to outstanding stock options and restricted stock units were excluded from the calculation of diluted net loss per share as their inclusion would have been anti-dilutive.

For the nine months ended October 31, 2022 and 2021, approximately 2.4 million and 1.9 million shares, respectively, attributable to outstanding stock options and restricted stock units were excluded from the calculation of diluted net loss per share as their inclusion would have been anti-dilutive.

Business combinations

9 Months Ended

Oct. 31, 2022

Business Combination and Asset Acquisition [Abstract]

Business combinations

Luum acquisition

On March 8, 2021, the Company acquired 100% of the outstanding capital stock of Fort Effect Corp, d/b/a Luum (the "Luum Acquisition"). The aggregate purchase price for the acquisition consisted of $56.2 million in cash, which reflects a $2.1 million reduction in the fair value of contingent consideration during the fiscal year ended January 31, 2022.

The Luum Acquisition was accounted for under the acquisition method of accounting for business combinations. The consideration paid was allocated to the tangible and intangible assets acquired and liabilities assumed based on their fair values as of the acquisition date. The initial allocation of the consideration paid was based on a preliminary valuation and was subject to adjustment during the measurement period (up to one year from the acquisition date). The purchase price allocation was finalized in the three months ended April 30, 2022.

The following table summarizes the Company's allocation of the consideration paid:


(in thousands)	Estimated fair value		Adjustments		Updated Allocation
Cash and cash equivalents	$	626	$	—	$	626
Other current assets	1,469		—		1,469
Intangible assets	23,900		—		23,900
Goodwill	36,374		(19)		36,355
Other assets	100		—		100
Current liabilities	(597)		—		(597)
Deferred tax liability	(3,566)		19		(3,547)
Total consideration paid	$	58,306	$	—	$	58,306

The adjustments to the initial allocation were based on more detailed information obtained about the specific assets acquired, liabilities assumed, and tax-related matters. The goodwill created in the Luum Acquisition is not expected to be deductible for tax purposes.

Further acquisition

On November 1, 2021, the Company completed its acquisition of the Further business (other than Further's voluntary employee beneficiary association business) for $455 million (the "Further Acquisition").

The Further Acquisition was accounted for under the acquisition method of accounting for business combinations. The consideration paid was allocated to the tangible and intangible assets acquired and liabilities assumed based on their fair values as of the acquisition date. The initial allocation of the consideration paid was based on a preliminary valuation and is subject to adjustment during the measurement period (up to one year from the acquisition date). Balances subject to adjustment primarily include the valuations of acquired assets (tangible and intangible) and liabilities assumed, as well as tax-related matters. The Company expects the allocation of the consideration transferred to be finalized within the measurement period.

The following table summarizes the Company's current allocation of the consideration paid:


(in thousands)	Estimated fair value		Adjustments		Updated Allocation
Current assets	$	2,667	$	(163)	$	2,504
Intangible assets	172,183		—		172,183
Goodwill	282,287		(77)		282,210
Current liabilities	(2,137)		240		(1,897)
Total consideration paid	$	455,000	$	—	$	455,000

The adjustments to the initial allocation were based on more detailed information obtained about the specific assets acquired, liabilities assumed, and tax-related matters. The goodwill created in the Further Acquisition is expected to be deductible over a period of 15 years for tax purposes.

Supplemental financial statement information

9 Months Ended

Oct. 31, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Supplemental financial statement information

Selected condensed consolidated balance sheet and condensed consolidated statement of operations and comprehensive loss components consisted of the following:

Property and equipment

Property and equipment consisted of the following:


(in thousands)	October 31, 2022		January 31, 2022
Leasehold improvements	$	18,269	$	18,573
Furniture and fixtures	8,396		8,417
Computer equipment	29,970		31,982
Property and equipment, gross	56,635		58,972
Accumulated depreciation	(41,015)		(35,600)
Property and equipment, net	$	15,620	$	23,372

Depreciation expense for the three months ended October 31, 2022 and 2021 was $2.9 million and $3.5 million, respectively, and $9.4 million and $10.9 million for the nine months ended October 31, 2022 and 2021, respectively.

Contract balances

The Company does not recognize revenue until its right to consideration is unconditional and therefore has no related contract assets. The Company records a receivable when revenue is recognized prior to payment and the Company has unconditional right to payment. Alternatively, when payment precedes the related services, the Company records a contract liability, or deferred revenue, until its performance obligations are satisfied. As of October 31, 2022 and January 31, 2022, the balance of deferred revenue was $7.4 million and $10.5 million, respectively. The balances are related to cash received in advance for interchange and custodial revenue arrangements, other up-front fees and other commuter deferred revenue. The Company expects to recognize approximately 49% of its balance of deferred revenue as revenue over the next 12 months and the remainder thereafter. During the three and nine months ended October 31, 2022, approximately $1.0 million and $4.2 million, respectively, of revenue was recognized that was included in the balance of deferred revenue as of January 31, 2022. The Company expects to satisfy its remaining obligations for these arrangements.

Leases

The components of operating lease costs were as follows:


	Three months ended October 31,				Nine months ended October 31,
(in thousands)	2022		2021		2022		2021
Operating lease expense	$	2,855	$	3,512	$	8,568	$	11,322
Sublease income	(568)		(455)		(1,614)		(1,355)
Net operating lease expense	$	2,287	$	3,057	$	6,954	$	9,967

Other income (expense), net

Other income (expense), net, consisted of the following:


	Three months ended October 31,				Nine months ended October 31,
(in thousands)	2022		2021		2022		2021
Interest income	$	443	$	478	$	584	$	1,419
Gain on equity securities	—		—		—		1,677
Acquisition gains (costs), net	—		2,687		(53)		(4,917)
Other income (expense), net	—		(43)		(357)		1,657
Total other income (expense), net	$	443	$	3,122	$	174	$	(164)

Supplemental cash flow information

Supplemental cash flow information related to the Company's operating leases was as follows:


	Nine months ended October 31,
(in thousands)	2022		2021
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	9,387	$	10,928
Operating lease right-of-use assets obtained in exchange for new operating lease obligations	$	1,092	$	586

Intangible assets and goodwill

9 Months Ended

Oct. 31, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Intangible assets and goodwill

Intangible assets

The gross carrying amount and associated accumulated amortization of intangible assets were as follows:


	October 31, 2022
(in thousands)	Gross carrying amount		Accumulated amortization		Net carrying amount
Amortizable intangible assets:
Software and software development costs	$	224,699	$	(138,669)	$	86,030
Acquired HSA portfolios	261,179		(59,194)		201,985
Acquired customer relationships	759,782		(140,510)		619,272
Acquired developed technology	132,825		(75,852)		56,973
Acquired trade names	12,900		(12,629)		271
Total amortizable intangible assets	$	1,391,385	$	(426,854)	$	964,531


	January 31, 2022
(in thousands)	Gross carrying amount		Accumulated amortization		Net carrying amount
Amortizable intangible assets:
Software and software development costs	$	192,050	$	(99,952)	$	92,098
Acquired HSA portfolios	192,298		(46,603)		145,695
Acquired customer relationships	759,781		(101,741)		658,040
Acquired developed technology	132,825		(58,334)		74,491
Acquired trade names	12,900		(10,087)		2,813
Total amortizable intangible assets	$	1,289,854	$	(316,717)	$	973,137

Amortization expense for the three months ended October 31, 2022 and 2021 was $37.6 million and $30.0 million, respectively, and $111.4 million and $87.5 million for the nine months ended October 31, 2022 and 2021, respectively.

Goodwill

During the three and nine months ended October 31, 2022, goodwill decreased by $0.2 million and $0.1 million, respectively, due to measurement period adjustments. For further information, see Note 3—Business combinations. There were no additional changes to the carrying value of goodwill during the nine months ended October 31, 2022.

Commitments and contingencies	9 Months Ended
Commitments and contingencies	Oct. 31, 2022
Commitments and Contingencies Disclosure [Abstract]
Commitments and contingencies	Commitments and contingencies Commitments The Company’s principal commitments consist of long-term debt, operating lease obligations for office space and data storage facilities, processing services agreements, telephony services, and other contractual commitments. On March 2, 2022, the Company completed its acquisition of the Health Savings Administrators, L.L.C. ("HealthSavings") HSA portfolio for $60 million in cash. There were no other material changes during the nine months ended October 31, 2022, outside of the ordinary course of business, in the Company's commitments from those disclosed in its Annual Report on Form 10-K for the fiscal year ended January 31, 2022. Contingencies In the normal course of business, the Company enters into contracts and agreements that contain a variety of covenants, representations, and warranties and provide for general indemnifications. The Company’s exposure under these agreements is unknown because it involves claims that may be made against the Company in the future, but have not yet been made. The Company accrues a liability for such matters when it is probable that future expenditures will be made and such expenditures can be reasonably estimated. Legal matters In April 2021, the Company's wholly owned subsidiary WageWorks, Inc. ("WageWorks") exercised its right to terminate a lease for office space in Mesa, Arizona that had not yet commenced, with aggregate lease payments of $63.1 million and a term of approximately 11 years, following the landlord's failure to fulfill its obligations under the lease agreement. Because the lease had not yet commenced, the Company had not recognized a right-of-use asset, operating lease liability, or any rent expense associated with the lease. WageWorks' right to terminate the lease agreement was disputed by the landlord, Union Mesa 1, LLC (“Union Mesa”). On November 5, 2021, Union Mesa notified WageWorks that it was in default of the lease for failure to pay rent, which Union Mesa claimed was due beginning in November 2021, and on November 24, 2021 drew $2.8 million, the full amount under the letter of credit that WageWorks had posted to secure its obligations under the lease. On December 1, 2021, WageWorks filed a lawsuit against Union Mesa in the Superior Court of the State of Arizona in and for the County of Maricopa. On January 4, 2022, WageWorks filed an amended complaint in the Superior Court. Pursuant to the lawsuit, WageWorks seeks declaratory judgment that the lease was properly terminated and recourse against Union Mesa for breach of contract, breach of the duty of good faith and fair dealing, and conversion, including return of the funds drawn under the letter of credit. On January 31, 2022, Union Mesa filed a motion to dismiss for the conversion cause of action, which the Superior Court denied on April 13, 2022. On May 18, 2022, Union Mesa filed an answer and counterclaim with the Superior Court, wherein Union Mesa denied WageWorks' claims, and separately seeks recourse against WageWorks for breach of contract and breach of the implied covenant of good faith and fair dealing. On May 19, 2022, Union Mesa filed an amended complaint and counterclaim seeking the same recourse. On June 29, 2022, Union Mesa filed a second amended answer and counterclaim, which names the Company as a counter-defendant. On July 21, 2022, WageWorks and the Company filed an answer to the counterclaims. The parties are currently engaged in discovery. The Company and its subsidiaries are involved in various other litigation, governmental proceedings and claims, not described above, that arise in the normal course of business. It is not possible to determine the ultimate outcome or the duration of such litigation, governmental proceedings or claims, or the impact that such litigation, proceedings and claims will have on the Company’s financial position, results of operations, and cash flows. As required under GAAP, the Company records a provision for contingent losses when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. Based on currently available information, the Company does not believe that any liabilities relating to these matters are probable or that the amount of any resulting loss is estimable. However, litigation is subject to inherent uncertainties and the Company’s view of these matters may change in the future. Were an unfavorable outcome to occur, there exists the possibility of a material adverse impact on the Company’s financial position, results of operations and cash flows for the period in which the unfavorable outcome occurs, and potentially in future periods.

Income taxes	9 Months Ended
Income taxes	Oct. 31, 2022
Income Tax Disclosure [Abstract]
Income taxes	Income taxes The Company follows Accounting Standards Codification 740-270, Income Taxes - Interim Reporting, for the computation and presentation of its interim period tax provision. Accordingly, management estimated the effective annual tax rate and applied this rate to the pre-tax book loss through the end of the latest fiscal quarter to determine the interim income tax benefit. For the three and nine months ended October 31, 2022, the Company recorded an income tax benefit of $4.5 million and $12.2 million, respectively. This resulted in an effective income tax benefit rate of 73.4% and 31.9% for the three and nine months ended October 31, 2022, respectively, compared with an effective income tax benefit rate of 44.8% and 50.1% for the three and nine months ended October 31, 2021, respectively. For the three and nine months ended October 31, 2022, discrete tax items had an effective tax rate benefit of 66.2% and 14.3%, respectively, compared with an effective tax rate benefit of 7.7% and 20.5% for the three and nine months ended October 31, 2021, respectively, primarily due to a release of uncertain tax positions and a change in excess tax benefits on stock-based compensation expense recognized in the provision for income taxes. As of October 31, 2022 and January 31, 2022, the Company’s total gross unrecognized tax benefit was $8.8 million and $11.7 million, respectively. If recognized, $5.4 million of the total gross unrecognized tax benefits would affect the Company's effective tax rate as of October 31, 2022. The Company files income tax returns with U.S. federal and state taxing jurisdictions and is currently under examination by the IRS and the state of Texas. These examinations may lead to ordinary course adjustments or proposed adjustments to the Company's taxes, net operating losses, and/or tax credit carryforwards. As a result of the Company's net operating loss carryforwards and tax credit carryforwards, the Company remains subject to examination by one or more jurisdictions for tax years after 2006.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 21
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32857-109319

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-URI https://asc.fasb.org/extlink&oid=122134291&loc=d3e330215-122817

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 17
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32809-109319

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SAB TOPIC 6.I.5.Q1)
-URI https://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 14
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32705-109319

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 270
-Section 50
-Paragraph 1
-URI https://asc.fasb.org/extlink&oid=6424409&loc=d3e44925-109338

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-URI https://asc.fasb.org/topic&trid=2144680

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 30
-Section 50
-Paragraph 2
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=6424122&loc=d3e41874-109331

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

+ Details

Indebtedness

9 Months Ended

Oct. 31, 2022

Debt Disclosure [Abstract]

Indebtedness

Long-term debt consisted of the following:


(in thousands)	October 31, 2022		January 31, 2022
4.50% Senior Notes due 2029	$	600,000	$	600,000
Term Loan Facility	343,438		350,000
Principal amount	943,438		950,000
Less: unamortized discount and issuance costs (1)	16,719		19,173
Total debt, net	926,719		930,827
Less: current portion of long-term debt	15,313		8,750
Long-term debt, net	$	911,406	$	922,077

(1)In addition to the $16.7 million and $19.2 million of unamortized discount and issuance costs related to long-term debt as of October 31, 2022 and January 31, 2022, respectively, $3.7 million and $4.4 million of unamortized issuance costs related to the Company's Revolving Credit Facility (as defined below) are included within other assets on the condensed consolidated balance sheets as of October 31, 2022 and January 31, 2022, respectively.

4.50% Senior Notes due 2029

On October 8, 2021, the Company completed its offering of $600 million aggregate principal amount of its 4.50% Senior Notes due 2029 (the “Notes”). The Notes were issued under an indenture (the “Indenture”), dated October 8, 2021, among the Company, the guarantors party thereto, and Wells Fargo Bank, National Association, as trustee.

The Notes are guaranteed by each of the Company’s existing, wholly owned domestic subsidiaries that guarantees its obligations under the Credit Agreement (as defined below) and are required to be guaranteed by any of the Company’s future subsidiaries that guarantee its obligations under the Credit Agreement or certain of its other indebtedness. The Notes will mature on October 1, 2029. Interest on the Notes is payable on April 1 and October 1 of each year. As of October 31, 2022 and January 31, 2022, $2.3 million and $8.7 million, respectively, of accrued interest on the Notes is included within accrued liabilities on the Company's condensed consolidated balance sheets. The effective interest rate on the Notes is 4.72%.

The Notes are unsecured senior obligations of the Company and rank equally in right of payment to all of its existing and future senior unsecured debt and senior in right of payment to all of its future subordinated debt.

The Notes are redeemable at the Company’s option, in whole or in part, at any time on or after October 1, 2024, at a redemption price if redeemed during the 12 months beginning (i) October 1, 2024 of 102.250%, (ii) October 1, 2025 of 101.125%, and (iii) October 1, 2026 and thereafter of 100.000%, in each case of the principal amount of the Notes being redeemed, and together with accrued and unpaid interest, if any, to, but excluding, the date of redemption. The Company may also redeem some or all of the Notes before October 1, 2024 at a redemption price equal to 100% of the principal amount of the Notes, plus the applicable “make-whole” premium as of, and accrued and unpaid interest, if any, to, but excluding, the date of redemption. In addition, at any time prior to October 1, 2024, the Company may redeem up to 40% of the aggregate principal amount of the Notes issued under the Indenture on one or more occasions in an aggregate amount equal to the net cash proceeds of one or more equity offerings at a redemption price equal to 104.500% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to, but excluding, the date of redemption. Furthermore, the Company may be required to make an offer to purchase the Notes upon the sale of certain assets or upon specific kinds of changes of control.

The Indenture contains covenants that impose significant operational and financial restrictions on the Company; however, these covenants generally align with the covenants contained in the Credit Agreement. See "Credit Agreement" below for a description of these covenants.

Credit Agreement

On October 8, 2021, the Company entered into a credit agreement (the “Credit Agreement”) among the Company, as borrower, each lender from time to time party thereto (the “Lenders”), JPMorgan Chase Bank, N.A., as administrative agent (in such capacity, the “Agent”) and the Swing Line Lender (as defined in the Credit Agreement), and each L/C Issuer (as defined therein) party thereto, pursuant to which the Company established:

(i)a five-year senior secured term loan A facility (the “Term Loan Facility”), in an aggregate principal amount of $350 million; and

(ii)a five-year senior secured revolving credit facility (the “Revolving Credit Facility” and, together with the Term Loan Facility, the “Credit Facilities”), in an aggregate principal amount of up to $1.0 billion (with a $25 million sub-limit for the issuance of letters of credit), the proceeds of which may be used for working capital and general corporate purposes of the Company and its subsidiaries, including the financing of acquisitions and other investments.

Subject to the terms and conditions set forth in the Credit Agreement (including obtaining additional commitments from one or more new or existing lenders), the Company may in the future incur additional loans or commitments under the Credit Agreement in an aggregate principal amount of up to $300 million, plus an additional amount so long as the Company’s pro forma First Lien Net Leverage Ratio (as defined in the Credit Agreement) would not exceed 3.85 to 1.00 as of the date such loans or commitments are incurred.

Borrowings under the Credit Facilities bear interest at an annual rate equal to, at the option of the Company, either (i) LIBOR (adjusted for reserves) plus a margin ranging from 1.25% to 2.25% or (ii) an alternate base rate plus a margin ranging from 0.25% to 1.25%, with the applicable margin determined by reference to a leverage-based pricing grid set forth in the Credit Agreement. As of October 31, 2022, the stated interest rate was 5.56% and the effective interest rate was 6.38%. The Company is also required to pay certain fees to the Lenders, including, among others, a quarterly commitment fee on the average unused amount of the Revolving Credit Facility at a rate

ranging from 0.20% to 0.40%, with the applicable rate also determined by reference to a leverage-based pricing grid set forth in the Credit Agreement. No amounts have been drawn under the Revolving Credit Facility.

The loans made under the Term Loan Facility amortize in equal quarterly installments in an aggregate annual amount equal to the following percentage of the original principal amount of the Term Loan Facility: (i) 2.5% for the first year after October 8, 2021; (ii) 5.0% for each of the second and third years after October 8, 2021; (iii) 7.5% for the fourth year after October 8, 2021; and (iv) 10.0% for the fifth year after October 8, 2021. In addition, the Term Loan Facility is required to be mandatorily prepaid with 100% of the net cash proceeds of all asset sales, insurance and condemnation recoveries, subject to customary exceptions and thresholds, including to the extent such proceeds are reinvested in assets useful in the business of the Company and its subsidiaries within 450 days following receipt (or committed to be reinvested within such 450-day period and reinvested within 180 days after the end of such 450-day period). The loans under the Credit Facilities may be prepaid, and the commitments thereunder may be reduced, by the Company without penalty or premium, subject to the reimbursement of customary “breakage costs.”

The Credit Agreement contains significant customary affirmative and negative covenants, including covenants that limit, among other things, the ability of the Company and its subsidiaries to incur additional indebtedness, create liens, merge or dissolve, make investments, dispose of assets, engage in sale and leaseback transactions, make distributions and dividends and prepayments of junior indebtedness, engage in transactions with affiliates, enter into restrictive agreements, amend documentation governing junior indebtedness, modify its fiscal year and modify its organizational documents, in each case, subject to customary exceptions, thresholds, qualifications and “baskets.” In addition, the Credit Agreement contains financial performance covenants, which require the Company to maintain (i) a maximum total net leverage ratio, measured as of the last day of each fiscal quarter, of no greater than 5.00 to 1.00 and (ii) a minimum consolidated interest coverage ratio, measured as of the last day of each fiscal quarter, of no less than 3.00 to 1.00. The Company was in compliance with all covenants under the Credit Agreement as of October 31, 2022, and for the period then ended.

The repayment obligation under the Credit Agreement may be accelerated upon the occurrence of an event of default thereunder, including, among other things, failure to pay principal, interest or fees on a timely basis, material inaccuracy of any representation or warranty, failure to comply with covenants, cross-default to other material debt, material judgments, change of control and certain insolvency or bankruptcy-related events, in each case, subject to any certain grace and/or cure periods.

The obligations of the Company under the Credit Agreement are required to be unconditionally guaranteed by each of the Company’s existing or subsequently acquired or organized domestic subsidiaries and are secured by security interests in substantially all assets of the Company and the guarantors, in each case, subject to certain customary exceptions.

- Definition

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

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-URI https://asc.fasb.org/topic&trid=2208564

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-Subparagraph (h)
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-Name Accounting Standards Codification
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-Name Accounting Standards Codification
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-Paragraph 1
-Subparagraph (SX 210.4-08(c))
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-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-Subparagraph (i)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

+ Details

Stock-based compensation

9 Months Ended

Oct. 31, 2022

Share-Based Payment Arrangement [Abstract]

Stock-based compensation

The following table shows a summary of stock-based compensation in the Company's condensed consolidated statements of operations and comprehensive loss during the periods presented:


	Three months ended October 31,				Nine months ended October 31,
(in thousands)	2022		2021		2022		2021
Cost of revenue	$	3,662	$	3,076	$	10,667	$	8,547
Sales and marketing	2,569		829		7,136		5,677
Technology and development	4,045		3,458		10,388		10,164
General and administrative	7,894		5,921		22,119		17,312
Other expense, net (1)	—		—		—		342
Total stock-based compensation expense	$	18,170	$	13,284	$	50,310	$	42,042

(1)Equity-based awards exchanged for cash in connection with the Luum Acquisition.

Stock award plans

Incentive Plan. The Company grants stock options and restricted stock units ("RSUs") under the HealthEquity, Inc. 2014 Equity Incentive Plan (as amended and restated, the "Incentive Plan"), which provided for the issuance of stock awards to the directors and team members of the Company to purchase up to an aggregate of 2.6 million shares of common stock.

In addition, under the Incentive Plan, the number of shares of common stock reserved for issuance under the Incentive Plan automatically increases on February 1 of each year, beginning as of February 1, 2015 and continuing through and including February 1, 2024, by 3% of the total number of shares of the Company’s capital stock outstanding on January 31 of the preceding fiscal year, or a lesser number of shares determined by the board of directors. As of October 31, 2022, 9.4 million shares were available for grant under the Incentive Plan.

Stock options

A summary of stock option activity is as follows:


	Outstanding stock options
(in thousands, except for exercise prices and term)	Number of options	Range of exercise prices	Weighted- average exercise price		Weighted- average contractual term (in years)	Aggregate intrinsic value
Outstanding as of January 31, 2022	1,232	$1.25 - 82.39	$	35.64	4.2	$	25,719
Exercised	(191)	$1.25 - 59.63	$	32.43
Forfeited	(2)	$25.45 - 28.69	$	28.54
Outstanding as of October 31, 2022	1,039	$14.00 - 82.39	$	36.24	3.7	$	43,426
Vested and expected to vest as of October 31, 2022	1,039		$	36.24	3.7	$	43,426
Exercisable as of October 31, 2022	1,007		$	35.12	3.6	$	43,196

Restricted stock units

A summary of RSU activity is as follows:


	RSUs and PRSUs
(in thousands, except weighted-average grant date fair value)	Shares	Weighted-average grant date fair value
Outstanding as of January 31, 2022	2,740	$	63.15
Granted	1,564	76.69
Vested	(635)	60.68
Forfeited	(399)	63.87
Outstanding as of October 31, 2022	3,270	$	70.02

Performance restricted stock units. During the three months ended April 30, 2022, the Company awarded 281,784 performance restricted stock units ("PRSUs") subject to a market condition based on the Company’s total shareholder return ("TSR") relative to the Russell 2000 index as measured on January 31, 2025. The Company used a Monte Carlo simulation to determine that the grant date fair value of the awards was $32.1 million. Compensation expense is recorded if the service condition is met regardless of whether the market condition is satisfied. The market condition allows for a range of vesting from 0% to 200% based on the level of performance achieved. The PRSUs cliff vest upon approval by the Compensation Committee of the board of directors.

Fair value	9 Months Ended
Fair value	Oct. 31, 2022
Fair Value Disclosures [Abstract]
Fair value	Fair value Fair value measurements are made at a specific point in time based on relevant market information. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. Accounting standards specify a hierarchy of valuation techniques based on whether the inputs to those valuation techniques are observable or unobservable. Observable inputs reflect data obtained from independent sources, while unobservable inputs reflect the Company’s market assumptions. These two types of inputs have created the following fair value hierarchy: •Level 1—quoted prices in active markets for identical assets or liabilities; •Level 2—inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and •Level 3—unobservable inputs based on the Company’s own assumptions. Cash and cash equivalents are considered Level 1 instruments and are valued based on publicly available daily net asset values. The carrying values of cash and cash equivalents approximate fair values due to the short-term nature of these instruments. The Notes are valued based upon quoted market prices and are considered Level 2 instruments because the markets in which the Notes trade are not considered active markets. As of October 31, 2022, the fair value of the Notes was $528.5 million. The Term Loan Facility is considered a Level 2 instrument and recorded at book value in the Company's condensed consolidated financial statements. The Term Loan Facility reprices frequently due to variable interest rate terms and entails no significant changes in credit risk. As a result, the fair value of the Term Loan Facility approximates carrying value.

- Definition

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

+ References + Details

Summary of business and significant accounting policies (Policies)	9 Months Ended
	Oct. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Principles of consolidation	The Company consolidates entities in which the Company has a controlling financial interest, which includes all of its wholly owned direct and indirect subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation.
Basis of presentation	The accompanying condensed consolidated financial statements as of October 31, 2022 and for the three and nine months ended October 31, 2022 and 2021 are unaudited and have been prepared in conformity with accounting principles generally accepted in the United States of America ("GAAP") and the applicable rules and regulations of the Securities and Exchange Commission ("SEC") regarding interim financial reporting. In the opinion of management, the interim data includes all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the results for the interim periods. Certain information and note disclosures normally included in annual financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. Therefore, these condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes included in the Company's Annual Report on Form 10-K for the fiscal year ended January 31, 2022. The fiscal year-end condensed consolidated balance sheet data was derived from audited financial statements but does not include all disclosures required by GAAP.
Recent adopted accounting pronouncements and Recently issued accounting pronouncements not yet adopted	Recently adopted accounting pronouncements None. Recently issued accounting pronouncements not yet adopted None.
Fair value	Fair value measurements are made at a specific point in time based on relevant market information. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. Accounting standards specify a hierarchy of valuation techniques based on whether the inputs to those valuation techniques are observable or unobservable. Observable inputs reflect data obtained from independent sources, while unobservable inputs reflect the Company’s market assumptions. These two types of inputs have created the following fair value hierarchy: •Level 1—quoted prices in active markets for identical assets or liabilities; •Level 2—inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and •Level 3—unobservable inputs based on the Company’s own assumptions.

Net loss per share (Tables)

9 Months Ended

Oct. 31, 2022

Earnings Per Share [Abstract]

Schedule of Earnings (Loss) Per Share, Basic and Diluted

The following table sets forth the computation of basic and diluted net loss per share:


	Three months ended October 31,				Nine months ended October 31,
(in thousands, except per share data)	2022		2021		2022		2021
Numerator (basic and diluted):
Net loss	$	(1,641)	$	(5,038)	$	(25,934)	$	(11,471)
Denominator (basic):
Weighted-average common shares outstanding	84,572		83,551		84,349		82,939
Denominator (diluted):
Weighted-average common shares outstanding	84,572		83,551		84,349		82,939
Weighted-average dilutive effect of stock options and restricted stock units	—		—		—		—
Diluted weighted-average common shares outstanding	84,572		83,551		84,349		82,939
Net loss per share:
Basic	$	(0.02)	$	(0.06)	$	(0.31)	$	(0.14)
Diluted	$	(0.02)	$	(0.06)	$	(0.31)	$	(0.14)

Business combinations (Tables)

9 Months Ended

Oct. 31, 2022

Business Combination and Asset Acquisition [Abstract]

Schedule of Allocation of Consideration

The following table summarizes the Company's allocation of the consideration paid:


(in thousands)	Estimated fair value		Adjustments		Updated Allocation
Cash and cash equivalents	$	626	$	—	$	626
Other current assets	1,469		—		1,469
Intangible assets	23,900		—		23,900
Goodwill	36,374		(19)		36,355
Other assets	100		—		100
Current liabilities	(597)		—		(597)
Deferred tax liability	(3,566)		19		(3,547)
Total consideration paid	$	58,306	$	—	$	58,306

The following table summarizes the Company's current allocation of the consideration paid:


(in thousands)	Estimated fair value		Adjustments		Updated Allocation
Current assets	$	2,667	$	(163)	$	2,504
Intangible assets	172,183		—		172,183
Goodwill	282,287		(77)		282,210
Current liabilities	(2,137)		240		(1,897)
Total consideration paid	$	455,000	$	—	$	455,000

Supplemental financial statement information (Tables)

9 Months Ended

Oct. 31, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of Property and Equipment

Property and equipment consisted of the following:


(in thousands)	October 31, 2022		January 31, 2022
Leasehold improvements	$	18,269	$	18,573
Furniture and fixtures	8,396		8,417
Computer equipment	29,970		31,982
Property and equipment, gross	56,635		58,972
Accumulated depreciation	(41,015)		(35,600)
Property and equipment, net	$	15,620	$	23,372

Schedule of Lease Cost

The components of operating lease costs were as follows:


	Three months ended October 31,				Nine months ended October 31,
(in thousands)	2022		2021		2022		2021
Operating lease expense	$	2,855	$	3,512	$	8,568	$	11,322
Sublease income	(568)		(455)		(1,614)		(1,355)
Net operating lease expense	$	2,287	$	3,057	$	6,954	$	9,967

Supplemental cash flow information related to the Company's operating leases was as follows:


	Nine months ended October 31,
(in thousands)	2022		2021
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	9,387	$	10,928
Operating lease right-of-use assets obtained in exchange for new operating lease obligations	$	1,092	$	586

Schedule of Other Income (Expense), Net

Other income (expense), net, consisted of the following:


	Three months ended October 31,				Nine months ended October 31,
(in thousands)	2022		2021		2022		2021
Interest income	$	443	$	478	$	584	$	1,419
Gain on equity securities	—		—		—		1,677
Acquisition gains (costs), net	—		2,687		(53)		(4,917)
Other income (expense), net	—		(43)		(357)		1,657
Total other income (expense), net	$	443	$	3,122	$	174	$	(164)

Intangible assets and goodwill (Tables)

9 Months Ended

Oct. 31, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Finite-lived Intangible Assets

The gross carrying amount and associated accumulated amortization of intangible assets were as follows:


	October 31, 2022
(in thousands)	Gross carrying amount		Accumulated amortization		Net carrying amount
Amortizable intangible assets:
Software and software development costs	$	224,699	$	(138,669)	$	86,030
Acquired HSA portfolios	261,179		(59,194)		201,985
Acquired customer relationships	759,782		(140,510)		619,272
Acquired developed technology	132,825		(75,852)		56,973
Acquired trade names	12,900		(12,629)		271
Total amortizable intangible assets	$	1,391,385	$	(426,854)	$	964,531


	January 31, 2022
(in thousands)	Gross carrying amount		Accumulated amortization		Net carrying amount
Amortizable intangible assets:
Software and software development costs	$	192,050	$	(99,952)	$	92,098
Acquired HSA portfolios	192,298		(46,603)		145,695
Acquired customer relationships	759,781		(101,741)		658,040
Acquired developed technology	132,825		(58,334)		74,491
Acquired trade names	12,900		(10,087)		2,813
Total amortizable intangible assets	$	1,289,854	$	(316,717)	$	973,137

Indebtedness (Tables)

9 Months Ended

Oct. 31, 2022

Debt Disclosure [Abstract]

Schedule of Long-term Debt

Long-term debt consisted of the following:


(in thousands)	October 31, 2022		January 31, 2022
4.50% Senior Notes due 2029	$	600,000	$	600,000
Term Loan Facility	343,438		350,000
Principal amount	943,438		950,000
Less: unamortized discount and issuance costs (1)	16,719		19,173
Total debt, net	926,719		930,827
Less: current portion of long-term debt	15,313		8,750
Long-term debt, net	$	911,406	$	922,077

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

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+ Details

Stock-based compensation (Tables)

9 Months Ended

Oct. 31, 2022

Share-Based Payment Arrangement [Abstract]

Schedule of Share Based Compensation Recognized

The following table shows a summary of stock-based compensation in the Company's condensed consolidated statements of operations and comprehensive loss during the periods presented:


	Three months ended October 31,				Nine months ended October 31,
(in thousands)	2022		2021		2022		2021
Cost of revenue	$	3,662	$	3,076	$	10,667	$	8,547
Sales and marketing	2,569		829		7,136		5,677
Technology and development	4,045		3,458		10,388		10,164
General and administrative	7,894		5,921		22,119		17,312
Other expense, net (1)	—		—		—		342
Total stock-based compensation expense	$	18,170	$	13,284	$	50,310	$	42,042

(1)Equity-based awards exchanged for cash in connection with the Luum Acquisition.

Schedule of Stock Option Activity

A summary of stock option activity is as follows:


	Outstanding stock options
(in thousands, except for exercise prices and term)	Number of options	Range of exercise prices	Weighted- average exercise price		Weighted- average contractual term (in years)	Aggregate intrinsic value
Outstanding as of January 31, 2022	1,232	$1.25 - 82.39	$	35.64	4.2	$	25,719
Exercised	(191)	$1.25 - 59.63	$	32.43
Forfeited	(2)	$25.45 - 28.69	$	28.54
Outstanding as of October 31, 2022	1,039	$14.00 - 82.39	$	36.24	3.7	$	43,426
Vested and expected to vest as of October 31, 2022	1,039		$	36.24	3.7	$	43,426
Exercisable as of October 31, 2022	1,007		$	35.12	3.6	$	43,196

Schedule of Restricted Stock Unit Activity

A summary of RSU activity is as follows:


	RSUs and PRSUs
(in thousands, except weighted-average grant date fair value)	Shares	Weighted-average grant date fair value
Outstanding as of January 31, 2022	2,740	$	63.15
Granted	1,564	76.69
Vested	(635)	60.68
Forfeited	(399)	63.87
Outstanding as of October 31, 2022	3,270	$	70.02

Net loss per share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Oct. 31, 2022	Oct. 31, 2021	Oct. 31, 2022	Oct. 31, 2021
Numerator (basic and diluted):
Net loss	$ (1,641)	$ (5,038)	$ (25,934)	$ (11,471)
Denominator (basic):
Weighted-average common shares outstanding (in shares)	84,572	83,551	84,349	82,939
Denominator (diluted):
Weighted-average common shares outstanding (in shares)	84,572	83,551	84,349	82,939
Weighted-average dilutive effect of stock options and restricted stock units (in shares)	0	0	0	0
Diluted weighted-average common shares outstanding (in shares)	84,572	83,551	84,349	82,939
Net loss per share:
Basic (in usd per share)	$ (0.02)	$ (0.06)	$ (0.31)	$ (0.14)
Diluted (in usd per share)	$ (0.02)	$ (0.06)	$ (0.31)	$ (0.14)
Antidilutive securities excluded from computation of earnings per share (in shares)	2,000	1,600	2,400	1,900

Business combinations (Narrative) (Details) - USD ($) $ in Millions	Nov. 01, 2021	Mar. 08, 2021
Luum Acquisition
Business Acquisition [Line Items]
Ownership interest (as a percent)		100.00%
Purchase price for acquisition		$ 56.2
Maximum amount of contingent consideration payable		2.1
Goodwill, expected tax deductible amount		$ 0.0
Further Acquisition
Business Acquisition [Line Items]
Aggregate fair value of consideration paid	$ 455.0

Business combinations (Preliminary Allocation of Consideration) (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended	12 Months Ended	14 Months Ended
	Oct. 31, 2022	Oct. 31, 2022	Oct. 31, 2022	Apr. 30, 2022	Jan. 31, 2022	Nov. 01, 2021	Mar. 08, 2021
Business Acquisition [Line Items]
Goodwill	$ 1,645,759	$ 1,645,759	$ 1,645,759		$ 1,645,836
Goodwill, adjustments	(200)	(100)
Luum Acquisition
Business Acquisition [Line Items]
Cash and cash equivalents				$ 626			$ 626
Other current assets				1,469			1,469
Intangible assets				23,900			23,900
Goodwill				36,355			36,374
Goodwill, adjustments				(19)
Other assets				100			100
Current liabilities				(597)			(597)
Deferred tax liability				(3,547)			(3,566)
Deferred tax liability, adjustments				19
Total consideration paid				58,306			$ 58,306
Total consideration paid, adjustments				$ 0
Further Acquisition
Business Acquisition [Line Items]
Current assets	2,504	2,504	2,504			$ 2,667
Current assets, adjustments			(163)
Intangible assets	172,183	172,183	172,183			172,183
Goodwill	282,210	282,210	282,210			282,287
Goodwill, adjustments			(77)
Current liabilities	(1,897)	(1,897)	(1,897)			(2,137)
Current liabilities, adjustments			240
Total consideration paid	$ 455,000	$ 455,000	455,000			$ 455,000
Total consideration paid, adjustments			$ 0

Supplemental financial statement information (Property and Equipment) (Details) - USD ($) $ in Thousands	Oct. 31, 2022	Jan. 31, 2022
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 56,635	$ 58,972
Accumulated depreciation	(41,015)	(35,600)
Property and equipment, net	15,620	23,372
Leasehold improvements
Property, Plant and Equipment [Line Items]
Property and equipment, gross	18,269	18,573
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Property and equipment, gross	8,396	8,417
Computer equipment
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 29,970	$ 31,982

Supplemental financial statement information (Narrative) (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Oct. 31, 2022	Oct. 31, 2021	Oct. 31, 2022	Oct. 31, 2021	Jan. 31, 2022
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Depreciation expense	$ 2.9	$ 3.5	$ 9.4	$ 10.9
Remaining performance obligation	7.4		7.4		$ 10.5
Revenue recognition	$ 1.0		$ 4.2
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-11-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation, percentage	49.00%		49.00%
Revenue, remaining performance obligation, expected timing of satisfaction, period	12 months		12 months

Supplemental financial statement information (Lease Cost) (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Oct. 31, 2022	Oct. 31, 2021	Oct. 31, 2022	Oct. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Operating lease expense	$ 2,855	$ 3,512	$ 8,568	$ 11,322
Sublease income	(568)	(455)	(1,614)	(1,355)
Net operating lease expense	$ 2,287	$ 3,057	$ 6,954	$ 9,967

Supplemental financial statement information (Other Income (Expense), Net) (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Oct. 31, 2022	Oct. 31, 2021	Oct. 31, 2022	Oct. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Interest income	$ 443	$ 478	$ 584	$ 1,419
Gain on equity securities	0	0	0	1,677
Acquisition gains (costs), net	0	2,687	(53)	(4,917)
Other income (expense), net	0	(43)	(357)	1,657
Total other income (expense), net	$ 443	$ 3,122	$ 174	$ (164)

Supplemental financial statement information (Supplemental Cash Flow Information) (Details) - USD ($) $ in Thousands	9 Months Ended
	Oct. 31, 2022	Oct. 31, 2021
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$ 9,387	$ 10,928
Operating lease right-of-use assets obtained in exchange for new operating lease obligations	$ 1,092	$ 586

Intangible assets and goodwill (Schedule of Intangible Assets) (Details) - USD ($) $ in Thousands	Oct. 31, 2022	Jan. 31, 2022
Finite-Lived Intangible Assets [Line Items]
Gross carrying amount	$ 1,391,385	$ 1,289,854
Accumulated amortization	(426,854)	(316,717)
Net carrying amount	964,531	973,137
Software and software development costs
Finite-Lived Intangible Assets [Line Items]
Gross carrying amount	224,699	192,050
Accumulated amortization	(138,669)	(99,952)
Net carrying amount	86,030	92,098
Acquired HSA portfolios
Finite-Lived Intangible Assets [Line Items]
Gross carrying amount	261,179	192,298
Accumulated amortization	(59,194)	(46,603)
Net carrying amount	201,985	145,695
Acquired customer relationships
Finite-Lived Intangible Assets [Line Items]
Gross carrying amount	759,782	759,781
Accumulated amortization	(140,510)	(101,741)
Net carrying amount	619,272	658,040
Acquired developed technology
Finite-Lived Intangible Assets [Line Items]
Gross carrying amount	132,825	132,825
Accumulated amortization	(75,852)	(58,334)
Net carrying amount	56,973	74,491
Acquired trade names
Finite-Lived Intangible Assets [Line Items]
Gross carrying amount	12,900	12,900
Accumulated amortization	(12,629)	(10,087)
Net carrying amount	$ 271	$ 2,813

Intangible assets and goodwill (Narrative) (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended		12 Months Ended
	Oct. 31, 2022	Oct. 31, 2021	Oct. 31, 2022	Oct. 31, 2021	Oct. 31, 2022
Finite-Lived Intangible Assets [Line Items]
Amortization expense	$ 37,600	$ 30,000	$ 111,400	$ 87,500
Goodwill, adjustments	$ 200		$ 100
Further Acquisition
Finite-Lived Intangible Assets [Line Items]
Goodwill, adjustments					$ 77

Commitments and contingencies (Details) - USD ($) $ in Millions	Mar. 02, 2022	Nov. 24, 2021	Apr. 30, 2021
WageWorks, Inc
Loss Contingencies [Line Items]
Operating lease not yet commenced undiscounted amount			$ 63.1
Operating lease not yet commenced term of contract			11 years
WageWorks, Inc \| Union Mesa
Loss Contingencies [Line Items]
Letters of credit outstanding		$ 2.8
HealthSavings Administrators, LLC
Loss Contingencies [Line Items]
Purchase price for HSA portfolio	$ 60.0

Income taxes (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
Income taxes (Details) - USD ($) $ in Thousands	Oct. 31, 2022	Oct. 31, 2021	Oct. 31, 2022	Oct. 31, 2021	Jan. 31, 2022
Income Tax Disclosure [Abstract]
Income tax benefit	$ 4,539	$ 4,087	$ 12,170	$ 11,505
Effective tax rate (as a percent)	73.40%	44.80%	31.90%	50.10%
Effective tax rate, primarily due to excess tax benefit on stock-based compensation benefit (as a percent)	66.20%	7.70%	14.30%	20.50%
Gross unrecognized tax benefits	$ 8,800		$ 8,800		$ 11,700
Unrecognized tax benefits that would impact the effective tax rate	$ 5,400		$ 5,400

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References + Details

Indebtedness (Schedule of Long-term Debt) (Details) - USD ($) $ in Thousands	Oct. 31, 2022	Jan. 31, 2022
Debt Instrument [Line Items]
Principal amount	$ 943,438	$ 950,000
Less: unamortized discount and issuance costs	16,719	19,173
Total debt, net	926,719	930,827
Less: current portion of long-term debt	15,313	8,750
Long-term debt, net	911,406	922,077
4.50% Senior Notes due 2029
Debt Instrument [Line Items]
Principal amount	$ 600,000	600,000
Stated interest rate percentage	4.50%
Credit Agreement
Debt Instrument [Line Items]
Stated interest rate percentage	5.56%
Term Loan Facility \| Credit Agreement
Debt Instrument [Line Items]
Principal amount	$ 343,438	350,000
Revolving Credit Facility
Debt Instrument [Line Items]
Debt issuance costs, net	$ 3,700	$ 4,400

Indebtedness (Narrative) (Details) - USD ($)		9 Months Ended
Indebtedness (Narrative) (Details) - USD ($)	Oct. 08, 2021	Oct. 31, 2022	Jan. 31, 2022
Line of Credit \| Revolving Credit Facility \| Minimum
Debt Instrument [Line Items]
Commitment fee percentage		0.20%
Line of Credit \| Revolving Credit Facility \| Maximum
Debt Instrument [Line Items]
Commitment fee percentage		0.40%
4.50% Senior Notes due 2029
Debt Instrument [Line Items]
Stated interest rate percentage		4.50%
4.50% Senior Notes due 2029 \| Senior Notes
Debt Instrument [Line Items]
Stated interest rate percentage	4.50%
Principal amount	$ 600,000,000
Interest payable, current		$ 2,300,000	$ 8,700,000
Effective interest rate percentage		4.72%
4.50% Senior Notes due 2029 \| Senior Notes \| October 1, 2024
Debt Instrument [Line Items]
Redemption price, percentage	102.25%
4.50% Senior Notes due 2029 \| Senior Notes \| October 1, 2025
Debt Instrument [Line Items]
Redemption price, percentage	101.125%
4.50% Senior Notes due 2029 \| Senior Notes \| October 1, 2026 and thereafter
Debt Instrument [Line Items]
Redemption price, percentage	100.00%
4.50% Senior Notes due 2029 \| Senior Notes \| Prior to October 1, 2024
Debt Instrument [Line Items]
Redemption price, percentage	100.00%
4.50% Senior Notes due 2029 \| Senior Notes \| Prior to October 1, 2024, 40% of Principal
Debt Instrument [Line Items]
Redemption price, percentage	104.50%
Percentage of principal amount redeemed	40.00%
Credit Agreement
Debt Instrument [Line Items]
Stated interest rate percentage		5.56%
Effective interest rate percentage		6.38%
Maximum borrowing capacity of future commitments	$ 300,000,000
Maximum leverage ratio	3.85	5.00
Minimum interest coverage ratio		3.00
Credit Agreement \| London Interbank Offered Rate (LIBOR) \| Minimum
Debt Instrument [Line Items]
Variable rate borrowing spread	1.25%
Credit Agreement \| London Interbank Offered Rate (LIBOR) \| Maximum
Debt Instrument [Line Items]
Variable rate borrowing spread	2.25%
Credit Agreement \| Customary Base Rate \| Minimum
Debt Instrument [Line Items]
Variable rate borrowing spread	0.25%
Credit Agreement \| Customary Base Rate \| Maximum
Debt Instrument [Line Items]
Variable rate borrowing spread	1.25%
Credit Agreement \| Secured Debt \| Term Loan Facility
Debt Instrument [Line Items]
Facility term	5 years
Credit facility, amount	$ 350,000,000
Credit Agreement \| Line of Credit \| Term Loan Facility
Debt Instrument [Line Items]
Debt instrument, prepayment covenant, percentage of proceeds from sales to used to prepay		100.00%
Debt instrument, number of days to reinvest proceeds from sales of assets		450 days
Debt instrument, number of days to commit to reinvesting proceeds from sales of assets after initial period		180 days
Credit Agreement \| Line of Credit \| Term Loan Facility \| First year after the Effective Date
Debt Instrument [Line Items]
Debt instrument, amortization of loans, percentage of principal amount		2.50%
Credit Agreement \| Line of Credit \| Term Loan Facility \| Second and third years after the Effective Date
Debt Instrument [Line Items]
Debt instrument, amortization of loans, percentage of principal amount		5.00%
Credit Agreement \| Line of Credit \| Term Loan Facility \| Fourth year after the Effective Date
Debt Instrument [Line Items]
Debt instrument, amortization of loans, percentage of principal amount		7.50%
Credit Agreement \| Line of Credit \| Term Loan Facility \| Fifth year after the Effective Date
Debt Instrument [Line Items]
Debt instrument, amortization of loans, percentage of principal amount		10.00%
Credit Agreement \| Line of Credit \| Revolving Credit Facility
Debt Instrument [Line Items]
Facility term	5 years
Credit facility, amount	$ 1,000,000,000
Credit Agreement \| Letter of Credit \| Revolving Credit Facility
Debt Instrument [Line Items]
Credit facility, amount	$ 25,000,000

Stock-based compensation (Summary of Share Based Compensation Recognized) (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Oct. 31, 2022	Oct. 31, 2021	Oct. 31, 2022	Oct. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	$ 18,170	$ 13,284	$ 50,310	$ 42,042
Cost of revenue
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	3,662	3,076	10,667	8,547
Sales and marketing
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	2,569	829	7,136	5,677
Technology and development
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	4,045	3,458	10,388	10,164
General and administrative
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	7,894	5,921	22,119	17,312
Other expense net
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	$ 0	$ 0	$ 0	$ 342

Stock-based Compensation (Narrative) (Details) - USD ($) $ in Millions	3 Months Ended	9 Months Ended
	Apr. 30, 2022	Oct. 31, 2022
Performance restricted stock units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Performance units awards (in shares)	281,784
Grant date fair value		$ 32.1
Performance restricted stock units \| Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting rights percentage		0.00%
Performance restricted stock units \| Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting rights percentage		200.00%
Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares authorized (in shares)		2,600,000
Percentage of capital stock		3.00%
Shares available for grant under incentive plan (in shares)		9,400,000

Stock-based compensation (Stock Option Activity) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended	9 Months Ended
	Apr. 30, 2022	Oct. 31, 2022	Jan. 31, 2022
Number of options (shares)
Outstanding, beginning balance (in shares)	1,232	1,232
Exercised (in shares)		(191)
Forfeited (in shares)		(2)
Outstanding, ending balance (in shares)		1,039
Vested and expected to vest (in shares)		1,039
Exercisable (in shares)		1,007
Range of exercise prices
Beginning balance, minimum (in usd per share)	$ 1.25	$ 1.25
Beginning balance, maximum (in usd per share)	82.39	82.39
Exercised, minimum (in usd per share)		1.25
Exercised, maximum (in usd per share)		59.63
Forfeited, minimum (in usd per share)		25.45
Forfeited, maximum (in usd per share)		28.69
Ending balance, minimum (in usd per share)		14.00
Ending balance, maximum (in usd per share)		82.39
Weighted- average exercise price
Opening balance (in usd per share)	$ 35.64	35.64
Exercised (in usd per share)		32.43
Forfeited (in usd per share)		28.54
Ending balance (in usd per share)		36.24
Vested and expected to vest, weighted average exercise price (in usd per share)		36.24
Exercisable, weighted-average exercise price (in usd per share)		$ 35.12
Outstanding stock options, weighted average contractual term (in years)	4 years 2 months 12 days	3 years 8 months 12 days
Vested and expected to vest, weighted average contractual term (in years)		3 years 8 months 12 days
Exercisable, weighted-average contractual term (in years)		3 years 7 months 6 days
Aggregate intrinsic value		$ 43,426	$ 25,719
Vested and expected to vest, aggregate intrinsic value (in usd per share)		43,426
Exercisable, aggregate intrinsic value		$ 43,196

Stock-based compensation (Restricted Stock Unit Activity) (Details) - Restricted Stock Units shares in Thousands	9 Months Ended
	Oct. 31, 2022 $ / shares shares
Shares
Outstanding, beginning balance (in shares) \| shares	2,740
Granted (in shares) \| shares	1,564
Vested (in shares) \| shares	(635)
Forfeited (in shares) \| shares	(399)
Outstanding, ending balance (in shares) \| shares	3,270
Weighted-average grant date fair value
Outstanding, beginning balance (in usd per share) \| $ / shares	$ 63.15
Granted (in usd per share) \| $ / shares	76.69
Vested (in usd per share) \| $ / shares	60.68
Forfeited (in usd per share) \| $ / shares	63.87
Outstanding, ending balance (in usd per share) \| $ / shares	$ 70.02

Fair value (Details) $ in Millions	Oct. 31, 2022 USD ($)
Level 2 \| 4.50% Senior Notes due 2029
Defined Benefit Plan Disclosure [Line Items]
Fair value of the notes	$ 528.5