0001428336-24-000016 | 10-K | XBRL Viewer

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Fair value	12 Months Ended
Fair value	Jan. 31, 2024
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 January 31, 2024, the fair value of the Notes was $560.2 million. The Term Loan Facility is considered a Level 2 instrument and recorded at book value in the Company's 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

Indebtedness (Tables)

12 Months Ended

Jan. 31, 2024

Debt Disclosure [Abstract]

Schedule of Long-term Debt

Long-term debt consisted of the following:


(in thousands)	January 31, 2024		January 31, 2023
4.50% Senior Notes due 2029	$	600,000	$	600,000
Term Loan Facility	286,875		341,250
Principal amount	886,875		941,250
Less: unamortized discount and issuance costs (1)	11,903		15,912
Total debt, net	874,972		925,338
Less: current portion of long-term debt	—		17,500
Long-term debt, net	$	874,972	$	907,838

(1)In addition to the $11.9 million and $15.9 million of unamortized discount and issuance costs related to long-term debt as of January 31, 2024 and 2023, respectively, $2.5 million and $3.4 million of unamortized issuance costs related to the Revolving Credit Facility (as defined below) are included within other assets on the consolidated balance sheets as of January 31, 2024 and January 31, 2023, respectively.

- 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

Audit Information	12 Months Ended
Audit Information	Jan. 31, 2024
Audit Information [Abstract]
Auditor Name	PricewaterhouseCoopers LLP
Auditor Location	Salt Lake City, Utah
Auditor Firm ID	238

Consolidated statements of stockholders' equity - USD ($) shares in Thousands, $ in Thousands	Total	Common stock	Additional paid-in capital	Accumulated earnings
Beginning balance (in shares) at Jan. 31, 2021		77,168
Beginning balance at Jan. 31, 2021	$ 1,378,728	$ 8	$ 1,158,372	$ 220,348
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock upon exercise of options, and for restricted stock (in shares)		862
Issuance of common stock upon exercise of options, and for restricted stock	8,746		8,746
Other issuance of common stock (in shares)		5,750
Other issuance of common stock	456,640		456,640
Stock-based compensation	52,750		52,750
Net income (loss)	(44,289)			(44,289)
Ending balance (in shares) at Jan. 31, 2022		83,780
Ending balance at Jan. 31, 2022	1,852,575	$ 8	1,676,508	176,059
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock upon exercise of options, and for restricted stock (in shares)		978
Issuance of common stock upon exercise of options, and for restricted stock	6,594		6,594
Stock-based compensation	62,614		62,614
Net income (loss)	(26,143)			(26,143)
Ending balance (in shares) at Jan. 31, 2023		84,758
Ending balance at Jan. 31, 2023	1,895,640	$ 8	1,745,716	149,916
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock upon exercise of options, and for restricted stock (in shares)		1,369
Issuance of common stock upon exercise of options, and for restricted stock	6,518	$ 1	6,517
Stock-based compensation	77,151		77,151
Net income (loss)	55,712			55,712
Ending balance (in shares) at Jan. 31, 2024		86,127
Ending balance at Jan. 31, 2024	$ 2,035,021	$ 9	$ 1,829,384	$ 205,628

- 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

Amount of equity (deficit) attributable to parent. Excludes temporary equity and equity attributable to noncontrolling interest.

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-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(29))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1

Reference 12: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 210
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(31))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1

Reference 13: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 210
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(30))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1

Reference 14: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 310
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 4.E)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480418/310-10-S99-2

+ Details

Leases - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands	12 Months Ended
	Jan. 31, 2024	Jan. 31, 2023
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$ 10,900	$ 12,533
Right-of-use assets obtained in exchange for lease obligations	$ 2,109	$ 1,092

Employee benefits	12 Months Ended
Employee benefits	Jan. 31, 2024
Retirement Benefits [Abstract]
Employee benefits	Employee benefits The Company has established a 401(k) plan that qualifies as a deferred compensation arrangement under Section 401 of the IRS Code. All non-seasonal team members over the age of 18 are eligible to participate in the plan. The plan provides for Company matching of employee contributions up to 3.5% of eligible earnings. Employer matching contribution expense was $8.7 million, $8.0 million and $7.1 million for the fiscal years ended January 31, 2024, 2023 and 2022, respectively. The Company is self-insured for medical and dental benefits for all qualifying employees. The medical plan carries a stop-loss policy which will protect from individual claims during the plan year exceeding $500,000. The Company records estimates of costs of claims incurred based on an analysis of historical data and independent estimates. The Company's liability for self-insured medical claims is included in accrued compensation in its consolidated balance sheet and was $4.7 million and $5.1 million as of January 31, 2024 and 2023, respectively.

Selected quarterly financial data (unaudited) (Details) - USD ($) $ in Thousands	3 Months Ended												12 Months Ended
	Jan. 31, 2024	Oct. 31, 2023	Jul. 31, 2023	Apr. 30, 2023	Jan. 31, 2023	Oct. 31, 2022	Jul. 31, 2022	Apr. 30, 2022	Jan. 31, 2022	Oct. 31, 2021	Jul. 31, 2021	Apr. 30, 2021	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
Reclassification [Line Items]
Total revenue	$ 262,387	$ 249,219	$ 243,549	$ 244,432	$ 233,841	$ 216,086	$ 206,142	$ 205,679	$ 203,297	$ 179,954	$ 189,103	$ 184,202	$ 999,587	$ 861,748	$ 756,556
Total cost of revenue	99,067	90,037	91,884	95,962	99,068	88,768	87,894	94,083	97,683	76,382	76,876	80,850	376,950	369,813	331,791
Gross profit	163,320	159,182	151,665	148,470	134,773	127,318	118,248	111,596	105,614	103,572	112,227	103,352	622,637	491,935	424,765
Total operating expenses	124,433	128,291	126,925	125,289	121,557	121,776	120,660	118,885	132,864	103,938	113,102	99,099	504,938	482,878	449,003
Total other expense	(9,170)	(9,804)	(10,516)	(13,169)	(13,208)	(11,722)	(11,461)	(10,762)	(16,515)	(8,759)	(6,910)	(10,319)	(42,659)	(47,153)	(42,503)
Income tax provision (benefit)	3,353	6,414	3,643	5,918	217	(4,539)	(3,219)	(4,412)	(10,947)	(4,087)	(3,967)	(3,451)	19,328	(11,953)	(22,452)
Net income (loss)	26,364	14,673	10,581	4,094	(209)	(1,641)	(10,654)	(13,639)	(32,818)	(5,038)	(3,818)	(2,615)	55,712	(26,143)	(44,289)
Prior presentation
Reclassification [Line Items]
Total revenue	262,387	249,219	243,549	244,432	233,841	216,086	206,142	205,679	203,297	179,954	189,103	184,202
Total cost of revenue	99,939	90,811	92,619	96,606	99,593	89,228	88,330	94,506	97,998	76,634	77,132	81,086
Gross profit	162,448	158,408	150,930	147,826	134,248	126,858	117,812	111,173	105,299	103,320	111,971	103,116
Total operating expenses	123,561	127,517	126,190	124,645	121,032	121,316	120,224	118,462	132,549	103,686	112,846	98,863
Total other expense	(9,170)	(9,804)	(10,516)	(13,169)	(13,208)	(11,722)	(11,461)	(10,762)	(16,515)	(8,759)	(6,910)	(10,319)
Income tax provision (benefit)	3,353	6,414	3,643	5,918	217	(4,539)	(3,219)	(4,412)	(10,947)	(4,087)	(3,967)	(3,451)
Net income (loss)	26,364	14,673	10,581	4,094	(209)	(1,641)	(10,654)	(13,639)	(32,818)	(5,038)	(3,818)	(2,615)
Reclassifications
Reclassification [Line Items]
Total revenue	0	0	0	0	0	0	0	0	0	0	0	0
Total cost of revenue	(872)	(774)	(735)	(644)	(525)	(460)	(436)	(423)	(315)	(252)	(256)	(236)
Gross profit	872	774	735	644	525	460	436	423	315	252	256	236
Total operating expenses	872	774	735	644	525	460	436	423	315	252	256	236
Total other expense	0	0	0	0	0	0	0	0	0	0	0	0
Income tax provision (benefit)	0	0	0	0	0	0	0	0	0	0	0	0
Net income (loss)	0	0	0	0	0	0	0	0	0	0	0	0
Service revenue
Reclassification [Line Items]
Total revenue	118,575	114,082	111,960	111,073	119,854	114,075	108,542	109,555	117,385	107,141	113,147	105,935	455,690	452,026	443,608
Total cost of revenue													317,357	318,516	291,618
Service revenue \| Prior presentation
Reclassification [Line Items]
Total revenue	111,759	107,512	105,719	105,112	114,234	108,580	103,034	104,348	112,461	102,733	109,182	102,534
Service revenue \| Reclassifications
Reclassification [Line Items]
Total revenue	6,816	6,570	6,241	5,961	5,620	5,495	5,508	5,207	4,924	4,408	3,965	3,401
Custodial revenue
Reclassification [Line Items]
Total revenue	105,433	100,005	92,676	88,480	77,886	69,147	60,091	54,158	53,133	44,598	44,811	43,577	386,594	261,282	186,119
Total cost of revenue													32,502	26,101	19,492
Custodial revenue \| Prior presentation
Reclassification [Line Items]
Total revenue	112,249	106,575	98,917	94,441	83,506	74,642	65,599	59,365	58,057	49,006	48,776	46,978
Custodial revenue \| Reclassifications
Reclassification [Line Items]
Total revenue	(6,816)	(6,570)	(6,241)	(5,961)	(5,620)	(5,495)	(5,508)	(5,207)	(4,924)	(4,408)	(3,965)	(3,401)
Interchange revenue
Reclassification [Line Items]
Total revenue	38,379	35,132	38,913	44,879	36,101	32,864	37,509	41,966	32,779	28,215	31,145	34,690	157,303	148,440	126,829
Total cost of revenue													$ 27,091	$ 25,196	$ 20,681
Interchange revenue \| Prior presentation
Reclassification [Line Items]
Total revenue	38,379	35,132	38,913	44,879	36,101	32,864	37,509	41,966	32,779	28,215	31,145	34,690
Interchange revenue \| Reclassifications
Reclassification [Line Items]
Total revenue	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0

Stock-based compensation - Schedule of Restricted Stock Unit Activity (Details) - Restricted stock units - $ / shares shares in Thousands	12 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
Shares
Outstanding, beginning balance (in shares)	3,011
Granted (in shares)	1,929
Vested (in shares)	(1,118)
Forfeited (in shares)	(459)
Outstanding, ending balance (in shares)	3,363	3,011
Weighted-average grant date fair value
Outstanding, beginning balance (in usd per share)	$ 70.40
Granted (in usd per share)	64.16	$ 75.64	$ 64.87
Vested (in usd per share)	65.41
Forfeited (in usd per share)	71.56
Outstanding, ending balance (in usd per share)	$ 67.96	$ 70.40

Net income (loss) per share

12 Months Ended

Jan. 31, 2024

Earnings Per Share [Abstract]

Net income (loss) per share

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


	Year ended January 31,
(in thousands, except per share data)	2024		2023		2022
Numerator (basic and diluted):
Net income (loss)	$	55,712	$	(26,143)	$	(44,289)
Denominator (basic):
Weighted-average common shares outstanding	85,564		84,442		83,133
Denominator (diluted):
Weighted-average common shares outstanding	85,564		84,442		83,133
Weighted-average dilutive effect of stock options and restricted stock units	1,393		—		—
Diluted weighted-average common shares outstanding	86,957		84,442		83,133
Net income (loss) per share:
Basic	$	0.65	$	(0.31)	$	(0.53)
Diluted	$	0.64	$	(0.31)	$	(0.53)

For the fiscal years ended January 31, 2024, 2023 and 2022, 0.6 million, 2.5 million, and 1.8 million shares, respectively, attributable to outstanding stock options and restricted stock units were excluded from the calculation of diluted net income (loss) per share as their inclusion would have been anti-dilutive.

Intangible assets and goodwill - Schedule for Future Amortization Expense (Details) - USD ($) $ in Thousands	Jan. 31, 2024	Jan. 31, 2023
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract]
2025	$ 126,150
2026	97,732
2027	80,837
2028	67,550
2029	65,774
Thereafter	397,905
Net carrying amount	$ 835,948	$ 936,359

Indebtedness - Narrative (Details) - USD ($)				1 Months Ended	12 Months Ended
Indebtedness - Narrative (Details) - USD ($)	Jun. 01, 2023	May 31, 2023	Oct. 08, 2021	Apr. 30, 2023	Jan. 31, 2024
Line of Credit \| Revolving Credit Facility \| Minimum
Debt Instrument [Line Items]
Commitment fee (as a percent)					0.20%
Line of Credit \| Revolving Credit Facility \| Maximum
Debt Instrument [Line Items]
Commitment fee (as a percent)					0.40%
4.50% Senior Notes due 2029
Debt Instrument [Line Items]
Stated interest rate (as a percent)					4.50%
4.50% Senior Notes due 2029 \| Senior Notes
Debt Instrument [Line Items]
Stated interest rate (as a percent)			4.50%
Principal amount			$ 600,000,000
Accrued interest					$ 9,300,000
Effective interest rate (as a percent)					4.72%
4.50% Senior Notes due 2029 \| Senior Notes \| October 1, 2024
Debt Instrument [Line Items]
Redemption price (as a percent)			102.25%
4.50% Senior Notes due 2029 \| Senior Notes \| October 1, 2025
Debt Instrument [Line Items]
Redemption price (as a percent)			101.125%
4.50% Senior Notes due 2029 \| Senior Notes \| October 1, 2026 and thereafter
Debt Instrument [Line Items]
Redemption price (as a percent)			100.00%
4.50% Senior Notes due 2029 \| Senior Notes \| Prior to October 1, 2024
Debt Instrument [Line Items]
Redemption price (as a percent)			100.00%
4.50% Senior Notes due 2029 \| Senior Notes \| Prior to October 1, 2024, 40% of Principal
Debt Instrument [Line Items]
Redemption price (as a percent)			104.50%
Percentage of principal amount redeemed (as a percent)			40.00%
Credit Agreement
Debt Instrument [Line Items]
Stated interest rate (as a percent)					6.69%
Effective interest rate (as a percent)					7.45%
Maximum borrowing capacity of future commitments			$ 300,000,000
Maximum leverage ratio			3.85		5.00
Minimum interest coverage ratio					3.00
Credit Agreement \| Secured Overnight Financing Rate (SOFR)
Debt Instrument [Line Items]
Credit spread adjustment on variable rate (as a percent)	0.10%
Credit Agreement \| Minimum \| London Interbank Offered Rate
Debt Instrument [Line Items]
Variable rate borrowing spread (as a percent)		1.25%
Credit Agreement \| Minimum \| Customary Base Rate
Debt Instrument [Line Items]
Variable rate borrowing spread (as a percent)	0.25%	0.25%
Credit Agreement \| Minimum \| Secured Overnight Financing Rate (SOFR)
Debt Instrument [Line Items]
Variable rate borrowing spread (as a percent)	1.25%
Credit Agreement \| Maximum \| London Interbank Offered Rate
Debt Instrument [Line Items]
Variable rate borrowing spread (as a percent)		2.25%
Credit Agreement \| Maximum \| Customary Base Rate
Debt Instrument [Line Items]
Variable rate borrowing spread (as a percent)	1.25%	1.25%
Credit Agreement \| Maximum \| Secured Overnight Financing Rate (SOFR)
Debt Instrument [Line Items]
Variable rate borrowing spread (as a percent)	2.25%
Credit Agreement \| Secured Debt \| Term Loan Facility
Debt Instrument [Line Items]
Facility term (in years)			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 (as a percent)					100.00%
Debt instrument, number of days to reinvest proceeds from sales of assets (in days)					450 days
Debt instrument, number of days to commit to reinvesting proceeds from sales of assets after initial period (in days)					180 days
Prepayment of debt				$ 50,000,000
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 (as a percent)					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 (as a percent)					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 (as a percent)					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 (as a percent)					10.00%
Credit Agreement \| Line of Credit \| Revolving Credit Facility
Debt Instrument [Line Items]
Facility term (in years)			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

Summary of business and significant accounting policies - Narrative (Details) $ in Thousands	3 Months Ended												12 Months Ended
	Jan. 31, 2024 USD ($)	Oct. 31, 2023 USD ($)	Jul. 31, 2023 USD ($)	Apr. 30, 2023 USD ($)	Jan. 31, 2023 USD ($)	Oct. 31, 2022 USD ($)	Jul. 31, 2022 USD ($)	Apr. 30, 2022 USD ($)	Jan. 31, 2022 USD ($)	Oct. 31, 2021 USD ($)	Jul. 31, 2021 USD ($)	Apr. 30, 2021 USD ($)	Jan. 31, 2024 USD ($) segment	Jan. 31, 2023 USD ($)	Jan. 31, 2022 USD ($)
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Total revenue	$ 262,387	$ 249,219	$ 243,549	$ 244,432	$ 233,841	$ 216,086	$ 206,142	$ 205,679	$ 203,297	$ 179,954	$ 189,103	$ 184,202	$ 999,587	$ 861,748	$ 756,556
Number of operating segments \| segment													1
Leasehold Improvements \| Minimum
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Useful life of property, plant and equipment (in years)	3 years												3 years
Leasehold Improvements \| Maximum
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Useful life of property, plant and equipment (in years)	5 years												5 years
Acquired HSA Portfolios
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Useful life of finite-lived intangible asset (in years)	15 years												15 years
Custodial revenue
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Total revenue	$ 105,433	100,005	92,676	88,480	77,886	69,147	60,091	54,158	53,133	44,598	44,811	43,577	$ 386,594	261,282	186,119
Custodial revenue \| Restatement Adjustment
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Total revenue													(25,600)	(21,800)	(16,700)
Service revenue
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Total revenue	$ 118,575	$ 114,082	$ 111,960	$ 111,073	$ 119,854	$ 114,075	$ 108,542	$ 109,555	$ 117,385	$ 107,141	$ 113,147	$ 105,935	455,690	452,026	443,608
Service revenue \| Restatement Adjustment
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Total revenue													$ 25,600	$ 21,800	$ 16,700
HSA
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Capitalized contract cost, amortization period (in years)	15 years												15 years
RA Customer Relationship
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Capitalized contract cost, amortization period (in years)	7 years												7 years
Passive Custodial Funds
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Minimum net worth above custodial assets (as a percent)	2.00%												2.00%
Non-passive Custodial Fund
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Minimum net worth above custodial assets (as a percent)	4.00%												4.00%

Business combinations (Tables)

12 Months Ended

Jan. 31, 2024

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 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		2,309		284,596
Current liabilities	(2,137)		(2,146)		(4,283)
Total consideration paid	$	455,000	$	—	$	455,000

Supplemental financial statement information - Property and Equipment (Details) - USD ($) $ in Thousands	Jan. 31, 2024	Jan. 31, 2023
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 47,031	$ 54,682
Accumulated depreciation	(41,018)	(41,820)
Property and equipment, net	6,013	12,862
Leasehold improvements
Property, Plant and Equipment [Line Items]
Property and equipment, gross	14,455	18,269
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Property and equipment, gross	7,087	8,392
Computer equipment
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 25,489	$ 28,021

Summary of business and significant accounting policies (Policies)

12 Months Ended

Jan. 31, 2024

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.

Segments

The Company operates in one segment, which reflects the way in which its chief operating decision maker, the Chief Executive Officer, reviews the Company's financial performance and makes decisions about resource allocation. All long-lived assets are maintained in the United States of America.

Cash and cash equivalents

The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. The Company’s cash and cash equivalents were held in institutions in the U.S. and include deposits in a money market account that was unrestricted as to withdrawal or use.

Client-held funds

Many of the Company's client services agreements with employers (referred to as "Clients") provide that Clients remit funds to the Company to pre-fund Client and employee participant contributions related to flexible spending accounts and health reimbursement arrangements (“FSAs” and “HRAs,” respectively) and commuter accounts.

These Client-held funds remitted to the Company do not represent cash assets of the Company to the extent that they are not combined with corporate cash, and accordingly are not included in cash and cash equivalents on the Company's consolidated balance sheets.

Accounts receivable

Accounts receivable represent monies due to the Company for monthly service revenue, custodial revenue and interchange revenue. The Company maintains an allowance for doubtful accounts to reserve for expected credit losses from trade receivables considering past events, current conditions, and reasonable and supportable forecasts of future economic conditions. In evaluating the Company’s ability to collect outstanding receivable balances, the Company considers various factors including macroeconomic variables, the age of the balance, the creditworthiness of the customer, which is assessed based on ongoing credit evaluations and payment history, and the customer’s current financial condition.

Other assets

Other assets consist primarily of contract costs, prepaid expenditures, debt issuance costs, income tax receivables, and various other assets. Amounts expected to be recouped or recognized over a period of twelve months or less have been classified as current in the accompanying consolidated balance sheets.

Leases

The Company determines if a contract contains a lease at inception or any modification of the contract. A contract contains a lease if the contract conveys the right to control the use of an identified asset for a specified period in exchange for consideration. Control over the use of the identified asset means the lessee has both (a) the right to obtain substantially all of the economic benefits from the use of the asset and (b) the right to direct the use of the asset.

Leases with an expected term of 12 months or less at commencement are not accounted for on the balance sheet. All operating lease expense is recognized on a straight-line basis over the expected lease term. Certain leases also include obligations to pay for non-lease services, such as utilities and common area maintenance. The services are accounted for separately from lease components, and the Company allocates payments to the lease and other services components based on estimated stand-alone prices.

Operating lease right-of-use ("ROU") assets and liabilities are recognized based on the present value of future minimum lease payments over the expected lease term at commencement date. As the rate implicit in each lease is not readily determinable, management uses the Company’s incremental borrowing rate based on the information available at commencement date in determining the present value of future payments.

Property and equipment

Property and equipment, including leasehold improvements, are stated at cost less accumulated depreciation. Depreciation is determined using the straight-line method over the estimated useful lives of individual assets. The useful life for leasehold improvements is the shorter of the estimated useful life or the term of the lease ranging from 3-5 years. The useful life used for computing depreciation for all other asset classes is described below:


Computer equipment			3-5 years
Furniture and fixtures			5 years

Maintenance and repairs are expensed when incurred, and improvements that extend the economic useful life of an asset are capitalized. Gains and losses on the disposal of property and equipment are reflected in operating expenses.

Intangible assets, net

Intangible assets are carried at cost and amortized, typically, on a straight-line basis over their estimated useful lives. The useful life used for computing amortization for all intangible asset classes is described below:


Software and software development costs			3 years
Acquired customer relationships			7-15 years
Acquired developed technology			2-5 years
Acquired trade names and trademarks			3 years
Acquired HSA portfolios			15 years

The Company accounts for the costs of computer software developed or obtained for internal use in accordance with Accounting Standards Codification (“ASC”) 350-40, Internal-Use Software. Costs incurred during operation and post-implementation stages are charged to expense. Costs incurred during the application development stage that are directly attributable to developing or obtaining software for internal use are capitalized. Management’s judgment is required in determining the point when various projects enter the stages at which costs may be capitalized, in assessing the ongoing value of the capitalized costs and in determining the estimated useful lives over which the costs are amortized.

Acquired customer relationships, developed technology, and trade names and trademarks are valued utilizing the discounted cash flow method, a form of the income approach. The useful lives of acquired customer relationships were estimated based on discount rates and revenue growth rates, net of attrition. The useful lives of developed technology and trade names were estimated based on expected obsolescence. The Company expenses the assets straight-line over the useful lives and determined that this amortization method is appropriate to reflect the pattern over which the economic benefits of these acquired assets are realized.

Acquired HSA portfolios consist of the contractual rights to administer the activities related to the individual HSAs acquired. The Company used its HSA customer relationship period assumption and the historical attrition rates of member accounts to determine that an average useful life of 15 years and the use of a straight-line amortization method are appropriate to reflect the pattern over which the economic benefits of existing member assets are realized.

The Company reviews identifiable amortizable intangible assets to be held and used for impairment whenever events or changes in circumstances indicate that the carrying value of the assets may not be recoverable. Determination of recoverability is based on the lowest level of identifiable estimated undiscounted cash flows resulting from use of the asset and its eventual disposition. Measurement of any impairment loss is based on the excess of the carrying value of the asset over its fair value.

Goodwill

Goodwill represents the excess of the purchase price over the fair value of the net tangible and intangible assets acquired in a business combination. Goodwill is not amortized but is tested for impairment annually on January 31 or more frequently if events or changes in circumstances indicate that the asset may be impaired. The Company’s impairment tests are based on a single operating segment and reporting unit structure. The goodwill impairment test involves a qualitative assessment to compare a reporting unit's fair value to its carrying value. If it is determined that it is more likely than not that a reporting unit's fair value is less than its carrying value, a quantitative comparison is made between the Company's market capitalization and the carrying value of the reporting unit, including goodwill. If the carrying value of the reporting unit exceeds its fair value, an impairment charge is recognized for the excess of the carrying value of goodwill over its implied fair value.

Self-insurance

The Company is self-insured for medical insurance up to certain annual stop-loss limits. The Company establishes a liability as of the balance sheet date for claims, both reported and incurred but not reported, using currently available information as well as historical claims experience, and as determined by an independent third party.

Other long-term liabilities

Other long-term liabilities consists of long-term deferred revenue and other liabilities that the Company does not expect to settle within one year.

Revenue recognition

The Company recognizes revenue when control of the promised goods or services is transferred to its customers, in an amount that reflects the consideration it expects to be entitled to in exchange for those goods or services.

The Company determines revenue recognition through the following steps:

•identification of the contract, or contracts, with a customer;

•identification of the performance obligations in the contract;

•determination of the transaction price;

•allocation of the transaction price to the performance obligations in the contract; and

•recognition of revenue when, or as, the Company satisfies a performance obligation.

Disaggregation of revenue. The Company's primary sources of revenue are service, custodial, and interchange revenue and are disclosed in the consolidated statements of operations and comprehensive income (loss). All of the

Company's sources of revenue are deemed to be revenue contracts with customers. Each revenue source is affected differently by economic factors as it relates to the nature, amount, timing and uncertainty.

Costs to obtain a contract. ASC 606, Revenue from contracts with customers, requires capitalizing the costs of obtaining a contract when those costs are expected to be recovered.

In order to determine the amortization period for sales commissions contract costs, the Company applied the portfolio approach. Accordingly, the amortization period of the assets has been determined to be the average economic life of an HSA or other CDB relationship, which is estimated to be 15 years and 7 years, respectively. Amortization of capitalized sales commission contract costs is included in sales and marketing expenses in the consolidated statements of operations and comprehensive income (loss). The Company has applied the practical expedient which allows an entity to account for incremental costs of obtaining a contract at a portfolio level. The Company has also applied the practical expedient to recognize incremental costs of obtaining contracts as an expense when incurred if the amortization period would have been one year or less.

Performance obligations. ASC 606 requires disclosure of the aggregate amount of the transaction price allocated to unsatisfied performance obligations; however, as permitted by ASC 606, the Company has elected to exclude from this disclosure any contracts with an original duration of one year or less and any variable consideration that meets specified criteria.

Service revenue. The Company administers its platforms, prepares statements, provides a mechanism for spending funds, and provides customer support services. In addition, once a member’s HSA cash balance reaches a certain threshold, the member is able to invest his or her HSA assets through the Company's investment partner from which the Company earns recordkeeping and advisory fees, calculated as a percentage of the member's HSA investments. All of these services are consumed as they are received. The Company recognizes service revenue, in an amount that reflects the consideration it expects to be entitled to in exchange for those services, on a monthly basis as it satisfies its performance obligations.

Custodial revenue. The Company earns custodial revenue primarily from HSA assets deposited with depository partners or placed in group annuity contracts or similar arrangements with insurance company partners and Client-held funds deposited with depository partners. The placement of funds represents a service that is simultaneously received and consumed by the depository partners and insurance company partners. The Company recognizes custodial revenue each month, in an amount that reflects the consideration it expects to be entitled to in exchange for the service.

Interchange revenue. The Company satisfies its interchange performance obligation each time payments are made with its cards via payment networks. The Company recognizes interchange revenue, in an amount that reflects the consideration it expects to be entitled to in exchange for the service, in the month the payment transaction occurs.

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.

Significant judgments. The Company makes no significant judgments in determining the amount or timing of revenue recognition. The Company has estimated the average economic life of an HSA or CDB member relationship, which has been determined to be the amortization period for the capitalized sales commissions contract costs.

Cost of revenue

The Company incurs cost of revenue related to servicing member accounts, managing customer and partner relationships, and processing reimbursement claims. Expenditures include personnel-related costs, depreciation, amortization, stock-based compensation, common expense allocations, new member and participant supplies, and other operating costs of the member account servicing departments. Other components of the Company’s cost of revenue include interest retained by members on custodial assets held and interchange costs incurred in connection with processing card transactions initiated by members.

Stock-based compensation

The Company grants restricted stock units ("RSUs") to certain team members, executive officers, and directors. Historically, the Company also granted stock options and restricted stock awards ("RSAs") under the Incentive Plan. The Company recognizes compensation expense for stock-based awards based on the grant date estimated fair

value. Expense for stock-based awards is generally recognized on a straight-line basis over the requisite service period and is reversed as pre-vesting forfeitures occur. The fair value of stock options was determined using the Black-Scholes option pricing model. The determination of fair value for stock options on the date of grant using an option pricing model requires management to make certain assumptions regarding a number of complex and subjective variables. The fair value of RSUs is based on the current value of the Company's closing stock price on the date of grant less the present value of future expected dividends discounted at the risk-free interest rate.

For stock-based awards with performance conditions, the Company evaluates the probability of achieving the performance criteria and of the number of shares that are expected to vest, and compensation expense is then adjusted to reflect the number of shares expected to vest and the requisite service period. For awards with performance conditions, compensation expense is recognized using the graded-vesting attribution method in accordance with the provisions of ASC 718, Compensation—Stock Compensation ("Topic 718"). Compensation expense related to stock-based awards with market conditions is recorded on a straight-line basis over the requisite service period regardless of whether the market condition is satisfied.

Upon the exercise of a stock option or release of an RSU, common shares are issued from authorized, but not outstanding, common stock.

Interest expense

Interest expense consists primarily of accrued interest expense and amortization of deferred financing costs associated with long-term debt.

Income tax provision (benefit)

The Company accounts for income taxes and the related accounts under the asset and liability method as set forth in ASC 740, Income Taxes. Under this method, current tax liabilities and assets are recognized for the estimated taxes payable or refundable on the tax returns for the current fiscal year. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases, for net operating losses, and for tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted statutory tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be realized or settled. The effect on deferred tax assets and liabilities of changes in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is provided for when it is more likely than not that some or all of the deferred tax assets may not be realized in future years.

The Company recognizes the tax benefit from an uncertain tax position taken or expected to be taken in a tax return using a two-step approach. The first step is to evaluate the tax position taken or expected to be taken in a tax return by determining if the weight of available evidence indicates that it is more likely than not that the tax position will be sustained upon examination by the relevant taxing authorities, based on the technical merits of the position. For tax positions that are more likely than not to be sustained upon audit, the second step is to measure the tax benefit in the financial statements as the largest benefit that has a greater than 50% likelihood of being sustained upon settlement. The Company recognizes interest and penalties, if any, related to unrecognized tax benefits as a component of other income (expense), net in the consolidated statements of operations and comprehensive income (loss). Changes in facts and circumstances could have a material impact on the Company’s effective tax rate and results of operations.

Asset acquisitions and Business combinations

Asset acquisitions

The Company routinely acquires rights to be the custodian of HSA portfolios, in which substantially all of the fair value of the gross portfolio assets acquired is concentrated in a group of similar HSA assets and therefore the acquisitions do not constitute a business. Accordingly, the acquisitions are accounted for under the asset acquisition method of accounting in accordance with ASC 805-50, Business Combinations—Related Issues. Under the asset acquisition method of accounting, the Company is required to fair value the assets transferred. The cost of the assets acquired, including transaction costs incurred in conjunction with an asset acquisition, is allocated to the individual assets acquired based on their relative fair values and does not give rise to goodwill.

Business combinations

Consideration paid for the acquisition of a business as defined by ASC 805-10 is allocated to the tangible and intangible assets acquired and liabilities assumed based on their fair values as of the acquisition date.

Acquisition-related expenses incurred in conjunction with the acquisition of a business are recognized in earnings in the period in which they are incurred and are included in other income (expense), net on the consolidated statements of operations and comprehensive income (loss).

Use of estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Management has made estimates for the allowance for doubtful accounts, capitalized software development costs, evaluating goodwill and long-lived assets for impairment, useful lives of property and equipment and intangible assets, accrued compensation, accrued liabilities, grant date fair value of stock options and performance restricted stock units and restricted stock awards, and income taxes. Actual results could differ from those estimates.

Recently adopted accounting pronouncements and Recently issued accounting pronouncements not yet adopted

Recently adopted accounting pronouncements

None.

Recently issued accounting pronouncements not yet adopted

In November 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. The ASU expands public entities’ segment disclosures by requiring disclosure of significant segment expenses that are regularly provided to the chief operating decision maker ("CODM") and included within each reported measure of segment profit or loss, an amount and description of other segment items, interim disclosure of a reportable segment’s profit or loss and assets, the title and position of the CODM, and an explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources. The ASU requires public companies with a single reportable segment to provide the segment disclosures required by Topic 280 and will be effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. We are currently evaluating the ASU to determine its impact on our disclosures.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which improves the transparency of income tax disclosures by requiring consistent categories and greater disaggregation of information in the effective tax rate reconciliation and income taxes paid disaggregated by jurisdiction. It also includes certain other amendments to improve the effectiveness of income tax disclosures. This guidance will be effective for annual periods beginning after December 15, 2024. Early adoption is permitted. Upon adoption, the guidance can be applied prospectively or retrospectively. We are currently evaluating the ASU to determine its impact on our income tax disclosures.

Business combinations

12 Months Ended

Jan. 31, 2024

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 during 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.

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 was subject to adjustment during the measurement period (up to one year from the acquisition date). The purchase price allocation was finalized during the three months ended January 31, 2023.

The following table summarizes the Company's 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		2,309		284,596
Current liabilities	(2,137)		(2,146)		(4,283)
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.

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%
Cash paid		$ 56.2
Maximum amount of contingent consideration payable		$ 2.1
Further Acquisition
Business Acquisition [Line Items]
Aggregate fair value of consideration paid	$ 455.0

Indebtedness - Schedule of Long-term Debt (Details) - USD ($) $ in Thousands	Jan. 31, 2024	Jan. 31, 2023
Debt Instrument [Line Items]
Principal amount	$ 886,875	$ 941,250
Less: unamortized discount and issuance costs	11,903	15,912
Total	874,972	925,338
Less: current portion of long-term debt	0	17,500
Long-term debt, net	874,972	907,838
Revolving Credit Facility
Debt Instrument [Line Items]
Debt issuance costs, net	2,500	3,400
4.50% Senior Notes due 2029
Debt Instrument [Line Items]
Principal amount	600,000	600,000
Total	$ 600,000
Stated interest rate (as a percent)	4.50%
Credit Agreement
Debt Instrument [Line Items]
Stated interest rate (as a percent)	6.69%
Credit Agreement \| Term Loan Facility
Debt Instrument [Line Items]
Principal amount	$ 286,875	$ 341,250
Total	$ 286,875

Leases - Lease Cost (Details) - USD ($) $ in Thousands	12 Months Ended
Leases - Lease Cost (Details) - USD ($) $ in Thousands	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
Leases [Abstract]
Operating lease expense	$ 9,437	$ 11,371	$ 14,762
Sublease income	(2,680)	(2,187)	(1,836)
Net operating lease cost	$ 6,757	$ 9,184	$ 12,926
Weighted average remaining lease term	6 years 8 months 12 days	7 years 6 months
Weighted average discount rate	4.30%	4.30%

Commitments and contingencies - Narrative (Details) - USD ($) $ in Millions	Dec. 29, 2023	Nov. 05, 2021	Jan. 31, 2024	Nov. 24, 2021	Apr. 30, 2021
Loss Contingencies [Line Items]
Operating lease not yet commenced undiscounted amount			$ 1.9
Operating lease not yet commenced term of contract (in years)			7 years
WageWorks Inc.
Loss Contingencies [Line Items]
Operating lease not yet commenced undiscounted amount					$ 63.1
Operating lease not yet commenced term of contract (in years)					11 years
WageWorks Inc. \| Union Mesa
Loss Contingencies [Line Items]
Lessee, operating lease, abated rent, period		11 months
Letters of credit outstanding				$ 2.8
Late charge percentage	3.00%
WageWorks Inc. \| Union Mesa \| Prime Rate
Loss Contingencies [Line Items]
Variable rate borrowing spread (as a percent)	5.00%

Insider Trading Arrangements	3 Months Ended	12 Months Ended
Insider Trading Arrangements	Jan. 31, 2024 shares	Jan. 31, 2024 shares
Trading Arrangements, by Individual
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false
Delano Ladd [Member]
Trading Arrangements, by Individual
Material Terms of Trading Arrangement		On September 22, 2023, Delano Ladd, our Executive Vice President, General Counsel and Secretary, entered into a Rule 10b5-1 trading arrangement (the “Ladd Arrangement”). The Ladd Arrangement provides for the sale, between December 22, 2023 and August 30, 2024, of up to 7,643 aggregate shares of the Company’s common stock held directly by Mr. Ladd. The Ladd Arrangement was entered into during an open insider trading window and is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act.
Name	Delano Ladd
Title	Executive Vice President, General Counsel and Secretary
Rule 10b5-1 Arrangement Adopted	true
Adoption Date	September 22, 2023
Arrangement Duration	252 days
Aggregate Available	7,643	7,643
Stephen Neeleman [Member]
Trading Arrangements, by Individual
Material Terms of Trading Arrangement		On December 08, 2023, Stephen Neeleman, our Founder and Vice Chairman, entered into a Rule 10b5-1 trading arrangement (the “Neeleman Arrangement”). The Neeleman Arrangement provides for the sale, between December 8, 2023 and July 31, 2024, of up to 70,000 aggregate shares of the Company’s common stock held directly by Dr. Neeleman. The Neeleman Arrangement was entered into during an open insider trading window and is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act.
Name	Stephen Neeleman
Title	Founder and Vice Chairman
Rule 10b5-1 Arrangement Adopted	true
Adoption Date	December 08, 2023
Arrangement Duration	236 days
Aggregate Available	70,000	70,000

Stock-based compensation - Schedule of Stock Option Activity (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	12 Months Ended
	Jan. 31, 2024	Jan. 31, 2023
Number of options
Outstanding, beginning balance (in shares)	1,021
Exercised (in shares)	(249)
Forfeited (in shares)	(46)
Outstanding, ending balance (in shares)	726	1,021
Vested and expected to vest (in shares)	726
Exercisable (in shares)	726
Range of exercise prices
Beginning balance, minimum (in usd per share)	$ 14.00
Beginning balance, maximum (in usd per share)	82.39
Exercised, minimum (in usd per share)	14.00
Exercised, maximum (in usd per share)	66.06
Forfeited, minimum (in usd per share)	24.36
Forfeited, maximum (in usd per share)	82.39
Ending balance, minimum (in usd per share)	14.00	$ 14.00
Ending balance, maximum (in usd per share)	73.61	82.39
Weighted- average exercise price
Opening balance (in usd per share)	36.06
Exercised (in usd per share)	26.21
Forfeited (in usd per share)	75.08
Ending balance (in usd per share)	36.91	$ 36.06
Vested and expected to vest, weighted-average exercise price (in usd per share)	36.91
Exercisable, weighted-average exercise price (in usd per share)	$ 36.91
Outstanding stock options, weighted-average contractual term (in years)	2 years 6 months	3 years 2 months 12 days
Vested and expected to vest, weighted-average contractual term (in years)	2 years 6 months
Exercisable, weighted-average contractual term (in years)	2 years 6 months
Aggregate intrinsic value	$ 28,067	$ 27,293
Vested and expected to vest, aggregate intrinsic value	28,067
Exercisable, aggregate intrinsic value	$ 28,067

Consolidated statements of cash flows - USD ($) $ in Thousands	12 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
Cash flows from operating activities:
Net income (loss)	$ 55,712	$ (26,143)	$ (44,289)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization	153,078	161,201	137,188
Stock-based compensation	77,151	62,614	52,750
Impairment of right-of-use assets	0	0	11,246
Amortization of debt issuance costs	2,852	3,261	4,448
Loss on extinguishment of debt	1,157	0	4,049
Change in fair value of contingent consideration	0	0	(2,147)
Gains on equity securities	0	0	(1,677)
Other non-cash items	0	268	1,232
Deferred taxes	(13,995)	(17,181)	(23,430)
Changes in operating assets and liabilities:
Accounts receivable	(8,058)	(9,570)	(11,204)
Other assets	(32,790)	4,620	7,464
Operating lease right-of-use assets	10,190	8,244	15,235
Accrued compensation	2,951	(1,282)	(3,657)
Accounts payable, accrued liabilities, and other current liabilities	(204)	(26,673)	(2,178)
Operating lease liabilities, non-current	(11,780)	(7,232)	(9,412)
Other long-term liabilities	6,562	(1,477)	5,377
Net cash provided by operating activities	242,826	150,650	140,995
Cash flows from investing activities:
Business combinations, net of cash acquired	0	0	(504,533)
Purchases of software and capitalized software development costs	(41,123)	(45,173)	(62,708)
Acquisitions of HSA portfolios	(3,257)	(70,583)	(65,465)
Purchases of property and equipment	(1,694)	(3,371)	(8,908)
Proceeds from sale of equity securities	0	0	2,367
Net cash used in investing activities	(46,074)	(119,127)	(639,247)
Cash flows from financing activities:
Principal payments on long-term debt	(54,375)	(8,750)	(1,003,125)
Proceeds from long-term debt	0	0	950,000
Payment of debt issuance costs	0	0	(11,920)
Proceeds from follow-on equity offering, net of payments for offering costs	0	0	456,640
Settlement of client-held funds obligation, net	865	(603)	(486)
Proceeds from exercise of common stock options	6,471	6,682	9,754
Payment of contingent consideration	0	0	(6,000)
Net cash provided by (used in) financing activities	(47,039)	(2,671)	394,863
Increase (decrease) in cash and cash equivalents	149,713	28,852	(103,389)
Beginning cash and cash equivalents	254,266	225,414	328,803
Ending cash and cash equivalents	403,979	254,266	225,414
Supplemental cash flow data:
Interest expense paid in cash	49,560	43,570	16,107
Income tax payments (refunds), net	35,352	1,526	(5,632)
Supplemental disclosures of non-cash investing and financing activities:
Purchases of property and equipment included in accounts payable or accrued liabilities	263	69	1,414
Decrease (increase) in goodwill due to measurement period adjustments, net	0	(2,309)	19
Exercise of common stock options receivable	429	382	470
Computer software intangible asset
Supplemental disclosures of non-cash investing and financing activities:
Purchases of intangible assets	3,145	3,595	4,640
Acquired HSA portfolios
Supplemental disclosures of non-cash investing and financing activities:
Purchases of intangible assets	$ 0	$ 0	$ 1,692

Leases - Narrative (Details)		12 Months Ended
Leases - Narrative (Details)	Mar. 24, 2022 USD ($)	Jan. 31, 2024 USD ($) extension	Jan. 31, 2023 USD ($)	Jan. 31, 2022 USD ($)
Lessee, Lease, Description [Line Items]
Lessee, operating lease, number of extensions (in years) \| extension		1
Operating lease not yet commenced undiscounted amount		$ 1,900,000
Operating lease not yet commenced term of contract (in years)		7 years
Impairment of right-of-use assets		$ 0	$ 0	$ 11,246,000
Operating lease right-of-use assets		48,380,000	56,461,000
Operating lease liability		$ 58,170,000	$ 69,147,000
Right of use asset				3,900,000
Proceeds from sale of operating lease	$ 3,900,000
WageWorks, Inc.
Lessee, Lease, Description [Line Items]
Operating lease right-of-use assets				14,800,000
Operating lease liability				0
Impairment of long-lived assets to be disposed of				$ 10,900,000
Minimum
Lessee, Lease, Description [Line Items]
Remaining operating lease terms (in years)		1 year
Lease renewal terms extension (in years)		2 years
Maximum
Lessee, Lease, Description [Line Items]
Remaining operating lease terms (in years)		7 years
Lease renewal terms extension (in years)		10 years

Income taxes - Narrative (Details) - USD ($) $ in Thousands	12 Months Ended
Income taxes - Narrative (Details) - USD ($) $ in Thousands	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
Operating Loss Carryforwards [Line Items]
Effective income tax benefit rate	25.80%	31.40%	33.60%
Deferred tax asset, valuation allowance	$ 1,164	$ 4,294
Decrease in valuation allowance	3,100
Gross unrecognized tax benefit	19,213	8,690	$ 11,653
Unrecognized tax benefits that would impact the effective tax rate	16,200	5,400
Period increase in unrecognized tax benefit	10,500
Unrecognized tax benefits, income tax penalties and interest expense	100	400	$ 700
Unrecognized tax benefits, income tax penalties and interest accrued	1,400	$ 1,300
State
Operating Loss Carryforwards [Line Items]
Operating loss carryforwards	27,200
State \| Research
Operating Loss Carryforwards [Line Items]
Credit carryforward	$ 11,900

Income taxes - Schedule of Components of Income Tax Provision (Benefit) (Details) - USD ($) $ in Thousands	3 Months Ended												12 Months Ended
	Jan. 31, 2024	Oct. 31, 2023	Jul. 31, 2023	Apr. 30, 2023	Jan. 31, 2023	Oct. 31, 2022	Jul. 31, 2022	Apr. 30, 2022	Jan. 31, 2022	Oct. 31, 2021	Jul. 31, 2021	Apr. 30, 2021	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
Current:
Federal													$ 29,376	$ 3,260	$ 628
State													3,947	1,968	239
Total current tax provision													33,323	5,228	867
Deferred:
Federal													(11,004)	(14,382)	(21,197)
State													(2,991)	(2,799)	(2,122)
Total deferred tax benefit													(13,995)	(17,181)	(23,319)
Total income tax provision (benefit)	$ 3,353	$ 6,414	$ 3,643	$ 5,918	$ 217	$ (4,539)	$ (3,219)	$ (4,412)	$ (10,947)	$ (4,087)	$ (3,967)	$ (3,451)	$ 19,328	$ (11,953)	$ (22,452)

- Definition

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

+ References + Details

Supplemental financial statement information

12 Months Ended

Jan. 31, 2024

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Supplemental financial statement information

Selected consolidated balance sheet and consolidated statement of operations and comprehensive income (loss) components consisted of the following:

Allowance for doubtful accounts

As of January 31, 2024 and 2023, the Company had an allowance for doubtful accounts of $3.9 million and $5.0 million, respectively. During the fiscal years ended January 31, 2024, 2023, and 2022, the Company recorded credit losses from trade receivables of $1.7 million, $2.1 million, and $3.3 million, respectively.

Prepaid expenses

As of January 31, 2024 and 2023, the Company had prepaid expenses of $31.2 million and $20.1 million, respectively, which are included within other current assets on the Company's consolidated balance sheets.

Costs to obtain a contract

As of January 31, 2024 and 2023, the net amount capitalized as contract costs was $52.1 million and $44.0 million, respectively, which is included in other current assets and other assets. Amortization of capitalized contract costs during the fiscal years ended January 31, 2024, 2023, and 2022 was $5.4 million, $4.4 million, and $4.3 million, respectively.

Property and equipment

Property and equipment consisted of the following as of January 31, 2024 and 2023:


(in thousands)	January 31, 2024		January 31, 2023
Leasehold improvements	$	14,455	$	18,269
Furniture and fixtures	7,087		8,392
Computer equipment	25,489		28,021
Property and equipment, gross	47,031		54,682
Accumulated depreciation	(41,018)		(41,820)
Property and equipment, net	$	6,013	$	12,862

Depreciation expense for the fiscal years ended January 31, 2024, 2023 and 2022 was $8.8 million, $12.3 million and $14.7 million, respectively.

Contract balances

As of January 31, 2024 and 2023, the balance of deferred revenue was $6.2 million and $8.3 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 77% of its balance of deferred revenue as revenue over the next 12 months and the remainder thereafter. Amounts expected to be recognized as revenue within a period of twelve months or less are classified as accrued liabilities in the Company's consolidated balance sheets, with the remainder included within other long-term liabilities. Revenue recognized during the fiscal year that was included in the beginning balance of deferred revenue was $4.8 million. The Company expects to satisfy its remaining obligations for these arrangements.

Other income (expense), net

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


	Year ended January 31,
(in thousands)	2024		2023		2022
Interest income	$	12,138	$	1,763	$	1,501
Gain on equity securities	—		—		1,692
Acquisition costs	—		(53)		(10,832)
Other miscellaneous income (expense)	658		(439)		1,708
Total other income (expense), net	$	12,796	$	1,271	$	(5,931)

Interest expense

Based on the application of ASC 470-50, Debt - Modifications and Extinguishments, the Company recorded debt extinguishment losses of $1.2 million and $4.0 million during the fiscal years ended January 31, 2024 and 2022, respectively, which are included within interest expense in the consolidated statements of operations and comprehensive income (loss).

Stock-based compensation (Tables)

12 Months Ended

Jan. 31, 2024

Share-Based Payment Arrangement [Abstract]

Schedule of Stock-Based Compensation

The following table shows a summary of stock-based compensation in the Company's consolidated statements of operations and comprehensive income (loss) during the fiscal years presented:


	Year ended January 31,
(in thousands)	2024		2023		2022
Cost of revenue	$	16,462	$	13,591	$	10,684
Sales and marketing	13,182		9,821		7,001
Technology and development	20,891		13,828		13,132
General and administrative	26,616		25,374		21,933
Other expense, net	—		—		342
Total stock-based compensation expense	$	77,151	$	62,614	$	53,092

The following table shows stock-based compensation by award type:


	Year ended January 31,
(in thousands)	2024		2023		2022
Restricted stock units	$	60,688	$	46,590	$	37,693
Performance restricted stock units	16,384		15,120		12,948
Stock options	79		882		1,816
Restricted stock awards	—		22		155
Performance restricted stock awards	—		—		138
Total non-cash stock-based compensation expense	77,151		62,614		52,750
Acquisition awards exchanged for cash	—		—		342
Total stock-based compensation expense	$	77,151	$	62,614	$	53,092

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, 2023	1,021	$14.00 - 82.39	$	36.06	3.2	$	27,293
Exercised	(249)	$14.00 - 66.06	$	26.21
Forfeited	(46)	$24.36 - 82.39	$	75.08
Outstanding as of January 31, 2024	726	$14.00 - 73.61	$	36.91	2.5	$	28,067
Vested and expected to vest as of January 31, 2024	726		$	36.91	2.5	$	28,067
Exercisable as of January 31, 2024	726		$	36.91	2.5	$	28,067

Schedule of Restricted Stock Unit Activity

A summary of RSU activity is as follows:


	Outstanding RSUs
(in thousands, except weighted-average grant date fair value)	Shares	Weighted-average grant date fair value
Outstanding as of January 31, 2023	3,011	$	70.40
Granted	1,929	64.16
Vested	(1,118)	65.41
Forfeited	(459)	71.56
Outstanding as of January 31, 2024	3,363	$	67.96

Commitments and contingencies (Tables)

12 Months Ended

Jan. 31, 2024

Commitments and Contingencies Disclosure [Abstract]

Schedule of Payments Due By Fiscal Year For Our Outstanding Contractual Obligations

The following table summarizes the payments due by fiscal year for the Company's outstanding contractual obligations as of January 31, 2024:


	Payments due by fiscal year
(in thousands)	2025		2026		2027		2028		2029		Thereafter		Total
4.50% Senior Notes due 2029 (1)	$	—	$	—	$	—	$	—	$	—	$	600,000	$	600,000
Term Loan Facility (1)	—		6,875		280,000		—		—		—		286,875
Interest on long-term debt obligations (2)	46,502		46,402		39,087		27,000		27,000		18,000		203,991
Operating lease obligations (3)	9,862		10,281		10,165		10,323		10,553		17,952		69,136
Other contractual obligations (4)	23,496		21,487		7,302		6,502		—		—		58,787
BenefitWallet HSA portfolio acquisition (5)	445,000		—		—		—		—		—		445,000
Total	$	524,860	$	85,045	$	336,554	$	43,825	$	37,553	$	635,952	$	1,663,789

(1)As of January 31, 2024, the outstanding combined principal of $886.9 million is presented net of debt issuance costs on the consolidated balance sheets. The debt issuance costs are not included in the table above.

(2)Estimated interest payments assume the stated interest rates applicable to the Notes and Term Loan Facility as of January 31, 2024, which were 4.50% and 6.69% per annum, respectively.

(3)The Company leases office space and data storage facilities and has other non-cancelable operating leases expiring at various dates through 2030. These amounts exclude contractual sublease income of $16.3 million, which is expected to be received through December 2030.

(4)Other contractual obligations consist of processing services agreements, software subscriptions, and other contractual commitments.

(5)In September 2023, the Company entered into an agreement to acquire the BenefitWallet HSA portfolio from Conduent Business Services, LLC, for a purchase price of $425.0 million and reimbursement of up to $20.0 million of Conduent's transfer-related expenses. In addition, the Company expects to incur approximately $7.0 million of transaction costs associated with the acquisition.

Leases - Lease Liabilities (Details) - USD ($) $ in Thousands	Jan. 31, 2024	Jan. 31, 2023
Leases [Abstract]
Gross lease liabilities	$ 67,269	$ 81,313
Less: imputed interest	(9,099)	(12,166)
Present value of lease liabilities	58,170	69,147
Less: current portion of lease liabilities	(9,404)	(10,159)
Lease liabilities, non-current	$ 48,766	$ 58,988

Income taxes (Tables)

12 Months Ended

Jan. 31, 2024

Income Tax Disclosure [Abstract]

Schedule of Components of Income Tax Expense (Benefit)

The income tax provision (benefit) consisted of the following:


	Year ended January 31,
(in thousands)	2024		2023		2022
Current:
Federal	$	29,376	$	3,260	$	628
State	3,947		1,968		239
Total current tax provision	$	33,323	$	5,228	$	867
Deferred:
Federal	$	(11,004)	$	(14,382)	$	(21,197)
State	(2,991)		(2,799)		(2,122)
Total deferred tax benefit	$	(13,995)	$	(17,181)	$	(23,319)
Total income tax provision (benefit)	$	19,328	$	(11,953)	$	(22,452)

Schedule of Effective Income Tax Rate Reconciliation

Total income tax provision (benefit) differed from the amounts computed by applying the U.S. federal statutory income tax rate to income before income taxes as a result of the following:


	Year ended January 31,
(in thousands)	2024		2023		2022
Federal income tax provision (benefit) at the statutory rate	$	15,759	$	(8,000)	$	(14,016)
State income tax provision (benefit), net of federal tax provision (benefit)	5,382		(1,021)		(3,733)
Other non-deductible or non-taxable items, net	447		225		(165)
Excessive employee remuneration	2,939		3,246		1,214
Excess tax (benefit) shortfall on stock-based compensation expense, net	304		(2,479)		(5,098)
Federal research and development credits	(9,202)		(1,341)		(4,218)
Change in uncertain tax position reserves, net of indirect benefits	6,137		(2,970)		836
Deferred tax rate adjustment due to state apportionment changes	(1,039)		(30)		725
Adjustment from settlement of IRS examination	2,461		—		—
Return-to-provision adjustments	(433)		(38)		(810)
Change in valuation allowance	(3,129)		733		3,457
Other items, net	(298)		(278)		(644)
Total income tax provision (benefit)	$	19,328	$	(11,953)	$	(22,452)

Schedule of Deferred Tax Assets and Liabilities

Deferred tax assets and liabilities consisted of the following:


(in thousands)	January 31, 2024		January 31, 2023
Deferred tax assets:
Net operating loss carryforward	$	1,730	$	2,646
Stock compensation	14,069		16,217
Research and development credits	3,796		7,147
Lease liabilities	14,371		17,337
Capitalized research and development	33,474		16,419
Fixed assets	939		—
Accruals and reserves	3,557		4,439
Other, net	1,937		5,643
Total gross deferred tax assets	$	73,873	$	69,848
Less valuation allowance	(1,164)		(4,294)
Deferred tax assets, net of valuation allowance	72,709		65,554
Deferred tax liabilities:
Fixed assets	—		(1,509)
Intangible assets	(86,195)		(99,471)
Incremental contract costs	(12,887)		(11,118)
Right-of-use assets	(11,949)		(14,132)
Goodwill	(28,691)		(20,271)
Other, net	(1,657)		(1,718)
Total gross deferred tax liabilities	(141,379)		(148,219)
Net deferred tax liabilities	$	(68,670)	$	(82,665)

Schedule of Unrecognized Tax Benefits Roll Forward

A tabular reconciliation of the beginning and ending amount of gross unrecognized tax benefits is as follows:


(in thousands)	January 31, 2024		January 31, 2023
Gross unrecognized tax benefits at beginning of year	$	8,690	$	11,653
Gross amounts of increases and decreases:
Increases as a result of tax positions taken during a prior period	9,325		—
Decreases as a result of tax positions taken during a prior period	—		(183)
Increases as a result of tax positions taken during the current period	3,386		639
Decreases as a result of settlement	(1,030)
Decreases resulting from the lapse of the applicable statute of limitations	(1,158)		(3,419)
Gross unrecognized tax benefits at end of year	$	19,213	$	8,690

Schedule of Unrecognized Tax Benefit Netted Against Deferred Tax Asset

The resulting unrecognized tax benefit recorded within the Company's consolidated balance sheet excludes the following amounts that have been netted against the related deferred tax assets accordingly:


(in thousands)	January 31, 2024		January 31, 2023
Total gross unrecognized tax benefits	$	19,213	$	8,690
Amounts netted against related deferred tax assets	(7,186)		(4,337)
Unrecognized tax benefits recorded on the consolidated balance sheet	$	12,027	$	4,353

Stock-based compensation

12 Months Ended

Jan. 31, 2024

Share-Based Payment Arrangement [Abstract]

Stock-based compensation

The following table shows a summary of stock-based compensation in the Company's consolidated statements of operations and comprehensive income (loss) during the fiscal years presented:


	Year ended January 31,
(in thousands)	2024		2023		2022
Cost of revenue	$	16,462	$	13,591	$	10,684
Sales and marketing	13,182		9,821		7,001
Technology and development	20,891		13,828		13,132
General and administrative	26,616		25,374		21,933
Other expense, net	—		—		342
Total stock-based compensation expense	$	77,151	$	62,614	$	53,092

The following table shows stock-based compensation by award type:


	Year ended January 31,
(in thousands)	2024		2023		2022
Restricted stock units	$	60,688	$	46,590	$	37,693
Performance restricted stock units	16,384		15,120		12,948
Stock options	79		882		1,816
Restricted stock awards	—		22		155
Performance restricted stock awards	—		—		138
Total non-cash stock-based compensation expense	77,151		62,614		52,750
Acquisition awards exchanged for cash	—		—		342
Total stock-based compensation expense	$	77,151	$	62,614	$	53,092

Stock award plans

Incentive Plan. The Company grants RSUs under the HealthEquity, Inc. 2014 Equity Incentive Plan (as amended and restated, the "Incentive Plan"), which provides for the issuance of stock awards to the directors and team members of the Company. Historically, the Company also granted stock options and RSAs under the Incentive Plan. As of January 31, 2024, 11.9 million shares were available for grant under the Incentive Plan.

Stock options

Under the terms of the Incentive Plan, the Company has the ability to grant incentive and nonqualified stock options. Incentive stock options may be granted only to Company team members. Nonqualified stock options may be granted to Company executive officers, other team members, directors and consultants. Such stock options are to be exercisable at prices, as determined by the board of directors, which must be equal to no less than the fair value of the Company's common stock at the date of the grant. Stock options granted under the Incentive Plan generally expire 10 years from the date of issuance or are forfeited 90 days after termination of employment. Shares of common stock underlying stock options that are forfeited or that expire are returned to the Incentive Plan. No stock options were granted during the fiscal years ended January 31, 2024, 2023, or 2022.

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, 2023	1,021	$14.00 - 82.39	$	36.06	3.2	$	27,293
Exercised	(249)	$14.00 - 66.06	$	26.21
Forfeited	(46)	$24.36 - 82.39	$	75.08
Outstanding as of January 31, 2024	726	$14.00 - 73.61	$	36.91	2.5	$	28,067
Vested and expected to vest as of January 31, 2024	726		$	36.91	2.5	$	28,067
Exercisable as of January 31, 2024	726		$	36.91	2.5	$	28,067

The aggregate intrinsic value in the table above represents the difference between the fair value of common stock and the exercise price of outstanding, in-the-money stock options. The total intrinsic value of options exercised during the fiscal years ended January 31, 2024, 2023 and 2022 was $10.1 million, $7.2 million, and $19.3 million, respectively. As of January 31, 2024, there was no unrecorded stock-based compensation expense associated with stock options, and all outstanding stock options were vested.

Restricted stock units

The Company grants RSUs to certain team members, officers, and directors under the Incentive Plan, which vest upon service-based criteria and performance-based criteria. The weighted-average fair value of RSUs granted during the fiscal years ended January 31, 2024, 2023 and 2022 was $64.16, $75.64 and $64.87 per share, respectively.

Service-based restricted stock units. Generally, service-based RSUs granted prior to March 2022 vest over a four-year period in equal annual installments commencing upon the first anniversary of the grant date. Service-based RSUs granted in March 2022 or later generally vest 25% on the first anniversary of the vesting commencement date, which is generally the first day of the fiscal quarter of the grant date, with the remaining portion vesting ratably over the following 12 calendar quarters. Service-based RSUs are valued based on the Company's closing stock price on the date of grant less the present value of future expected dividends discounted at the risk-free interest rate.

Performance restricted stock units. During the fiscal year ended January 31, 2022, the Company awarded 249,750 performance restricted stock units ("PRSUs") subject to a market condition based on the Company’s total shareholder return relative to the Russell 2000 index as measured on January 31, 2024. The Company used a Monte Carlo simulation to determine that the grant date fair value of the awards was $22.4 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 Talent, Compensation and Culture Committee of the board of directors.

During the fiscal year ended January 31, 2023, the Company awarded 281,784 PRSUs subject to a market condition based on the Company’s total shareholder return 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 Talent, Compensation and Culture Committee of the board of directors.

During the fiscal year ended January 31, 2024, the Company awarded 270,966 PRSUs subject to a market condition based on the Company’s total shareholder return relative to the Russell 2000 index as measured on January 31, 2026. The Company used a Monte Carlo simulation to determine that the grant date fair value of the awards was $23.9 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 Talent, Compensation and Culture Committee of the board of directors.

A summary of RSU activity is as follows:


	Outstanding RSUs
(in thousands, except weighted-average grant date fair value)	Shares	Weighted-average grant date fair value
Outstanding as of January 31, 2023	3,011	$	70.40
Granted	1,929	64.16
Vested	(1,118)	65.41
Forfeited	(459)	71.56
Outstanding as of January 31, 2024	3,363	$	67.96

During the fiscal years ended January 31, 2024, 2023 and 2022, the aggregate intrinsic value of RSUs and RSAs vested was $69.3 million, $50.7 million, and $40.9 million, respectively.

As of January 31, 2024, total unrecorded stock-based compensation expense associated with RSUs was $162.5 million, which was expected to be recognized over a weighted-average period of 2.4 years. As of January 31, 2024, there was no unrecorded stock-based compensation expense associated with RSAs, and there were no RSAs outstanding.

Income taxes - Schedule of Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands	12 Months Ended
	Jan. 31, 2024	Jan. 31, 2023
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]
Gross unrecognized tax benefits at beginning of year	$ 8,690	$ 11,653
Increases as a result of tax positions taken during a prior period	9,325	0
Decreases as a result of tax positions taken during a prior period	0	(183)
Increases as a result of tax positions taken during the current period	3,386	639
Decreases as a result of settlement	(1,030)
Decreases resulting from the lapse of the applicable statute of limitations	(1,158)	(3,419)
Gross unrecognized tax benefits at end of year	19,213	8,690
Total gross unrecognized tax benefits	19,213	8,690
Amounts netted against related deferred tax assets	(7,186)	(4,337)
Unrecognized tax benefits recorded on the consolidated balance sheet	$ 12,027	$ 4,353

Consolidated statements of operations and comprehensive income (loss) - USD ($) shares in Thousands, $ in Thousands	12 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
Revenue
Total revenue	$ 999,587	$ 861,748	$ 756,556
Cost of revenue
Total cost of revenue	376,950	369,813	331,791
Gross profit	622,637	491,935	424,765
Operating expenses
Sales and marketing	79,273	68,849	58,605
Technology and development	218,811	193,375	157,364
General and administrative	103,656	97,472	85,438
Amortization of acquired intangible assets	92,763	94,586	82,791
Merger integration	10,435	28,596	64,805
Total operating expenses	504,938	482,878	449,003
Income (loss) from operations	117,699	9,057	(24,238)
Other expense
Interest expense	(55,455)	(48,424)	(36,572)
Other income (expense), net	12,796	1,271	(5,931)
Total other expense	(42,659)	(47,153)	(42,503)
Income (loss) before income taxes	75,040	(38,096)	(66,741)
Income tax provision (benefit)	19,328	(11,953)	(22,452)
Net income (loss)	55,712	(26,143)	(44,289)
Comprehensive income (loss)	$ 55,712	$ (26,143)	$ (44,289)
Net income (loss) per share:
Basic (in usd per share)	$ 0.65	$ (0.31)	$ (0.53)
Diluted (in usd per share)	$ 0.64	$ (0.31)	$ (0.53)
Weighted-average number of shares used in computing net income (loss) per share:
Basic (in shares)	85,564	84,442	83,133
Diluted (in shares)	86,957	84,442	83,133
Service revenue
Revenue
Total revenue	$ 455,690	$ 452,026	$ 443,608
Cost of revenue
Total cost of revenue	317,357	318,516	291,618
Custodial revenue
Revenue
Total revenue	386,594	261,282	186,119
Cost of revenue
Total cost of revenue	32,502	26,101	19,492
Interchange revenue
Revenue
Total revenue	157,303	148,440	126,829
Cost of revenue
Total cost of revenue	$ 27,091	$ 25,196	$ 20,681

Income taxes - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands	Jan. 31, 2024	Jan. 31, 2023
Deferred tax assets:
Net operating loss carryforward	$ 1,730	$ 2,646
Stock compensation	14,069	16,217
Research and development credits	3,796	7,147
Lease liabilities	14,371	17,337
Capitalized research and development	33,474	16,419
Fixed assets	939	0
Accruals and reserves	3,557	4,439
Other, net	1,937	5,643
Total gross deferred tax assets	73,873	69,848
Less valuation allowance	(1,164)	(4,294)
Deferred tax assets, net of valuation allowance	72,709	65,554
Deferred tax liabilities:
Fixed assets	0	(1,509)
Intangible assets	(86,195)	(99,471)
Incremental contract costs	(12,887)	(11,118)
Right-of-use assets	(11,949)	(14,132)
Goodwill	(28,691)	(20,271)
Other, net	(1,657)	(1,718)
Total gross deferred tax liabilities	(141,379)	(148,219)
Net deferred tax liabilities	$ (68,670)	$ (82,665)

Supplemental financial statement information - Narrative (Details) - USD ($) $ in Thousands	12 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Allowance for doubtful accounts	$ 3,900	$ 5,000
Credit losses from trade receivables	1,700	2,100	$ 3,300
Prepaid expense	31,200	20,100
Capitalized contract cost	52,100	44,000
Amortization of capitalized contract costs	5,400	4,400	4,300
Depreciation expense	8,800	12,300	14,700
Remaining performance obligation	6,200	8,300
Deferred revenue	4,800
Loss on extinguishment of debt	$ 1,157	$ 0	$ 4,049
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-02-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation, percentage	77.00%
Revenue, remaining performance obligation, expected timing of satisfaction, period	12 months

Intangible assets and goodwill (Tables)

12 Months Ended

Jan. 31, 2024

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Finite-Lived Intangible Assets

The useful life used for computing amortization for all intangible asset classes is described below:


Software and software development costs			3 years
Acquired customer relationships			7-15 years
Acquired developed technology			2-5 years
Acquired trade names and trademarks			3 years
Acquired HSA portfolios			15 years

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


	January 31, 2024
(in thousands)	Gross carrying amount		Accumulated amortization		Net carrying amount
Amortizable intangible assets:
Software and software development costs	$	267,498	$	(197,388)	$	70,110
Acquired HSA portfolios	264,445		(81,059)		183,386
Acquired customer relationships	759,782		(205,127)		554,655
Acquired developed technology	132,825		(105,049)		27,776
Acquired trade names	12,900		(12,879)		21
Total amortizable intangible assets	$	1,437,450	$	(601,502)	$	835,948


	January 31, 2023
(in thousands)	Gross carrying amount		Accumulated amortization		Net carrying amount
Amortizable intangible assets:
Software and software development costs	$	233,194	$	(152,178)	$	81,016
Acquired HSA portfolios	261,188		(63,547)		197,641
Acquired customer relationships	759,782		(153,434)		606,348
Acquired developed technology	132,825		(81,692)		51,133
Acquired trade names	12,900		(12,679)		221
Total amortizable intangible assets	$	1,399,889	$	(463,530)	$	936,359

Schedule of Finite-Lived Intangible Assets, Future Amortization Expense

Estimated amortization expense for the fiscal years ending January 31 is as follows:


Year ending January 31, (in thousands)
2025	$	126,150
2026	97,732
2027	80,837
2028	67,550
2029	65,774
Thereafter	397,905
Total	$	835,948

Supplemental financial statement information (Tables)

12 Months Ended

Jan. 31, 2024

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of Property and Equipment

The useful life used for computing depreciation for all other asset classes is described below:


Computer equipment			3-5 years
Furniture and fixtures			5 years

Property and equipment consisted of the following as of January 31, 2024 and 2023:


(in thousands)	January 31, 2024		January 31, 2023
Leasehold improvements	$	14,455	$	18,269
Furniture and fixtures	7,087		8,392
Computer equipment	25,489		28,021
Property and equipment, gross	47,031		54,682
Accumulated depreciation	(41,018)		(41,820)
Property and equipment, net	$	6,013	$	12,862

Schedule of Other Expense, Net

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


	Year ended January 31,
(in thousands)	2024		2023		2022
Interest income	$	12,138	$	1,763	$	1,501
Gain on equity securities	—		—		1,692
Acquisition costs	—		(53)		(10,832)
Other miscellaneous income (expense)	658		(439)		1,708
Total other income (expense), net	$	12,796	$	1,271	$	(5,931)

Summary of business and significant accounting policies

12 Months Ended

Jan. 31, 2024

Organization, Consolidation and Presentation of Financial Statements [Abstract]

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.

In February 2006, HealthEquity received designation by the U.S. Department of Treasury to act as a passive non-bank custodian, which allows HealthEquity to hold custodial assets for individual account holders. On July 24, 2017, HealthEquity received designation by the U.S. Department of Treasury to act as both a passive and non-passive non-bank custodian, which allows HealthEquity to hold custodial assets for individual account holders and use discretion to direct investment of such assets held. As a passive and non-passive non-bank custodian according to Treasury Regulations section 1.408-2(e)(5)(ii)(B), the Company must maintain net worth (assets minus liabilities) greater than the sum of 2% of passive custodial funds held at each fiscal year-end and 4% of the non-passive custodial funds held at each fiscal year-end in order to take on additional custodial assets. As of January 31, 2024, the Company's year-end for trust and tax purposes, the net worth of the Company exceeded the required thresholds.

The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, or GAAP. The financial statements and notes are representations of the Company's management, which is responsible for their integrity and objectivity. These accounting policies conform to accounting principles generally accepted in the United States and have been consistently applied in the preparation of the consolidated financial statements.

Reclassifications

Certain reclassifications have been made to prior year amounts to conform to the current year presentation. The reclassifications relate primarily to recordkeeping and advisory fees associated with HSA investments of $25.6 million, $21.8 million, and $16.7 million for the fiscal years ended January 31, 2024, 2023, and 2022, respectively, which were reclassified from custodial revenue to service revenue to better align the Company's financial statement presentation with the underlying drivers of the Company's revenue streams. The Company also reclassified certain immaterial personnel-related costs from custodial costs to service costs or general and administrative costs. The reclassifications had no impact on the Company's total revenue, income (loss) from operations, net income (loss), cash flows, or stockholders' equity. See Note 13—Selected quarterly financial data for additional information and the impact of the reclassifications by quarter.

Principles of consolidation

Segments

Cash and cash equivalents

Client-held funds

Accounts receivable

Other assets

Leases

Property and equipment


Computer equipment			3-5 years
Furniture and fixtures			5 years

Intangible assets, net


Software and software development costs			3 years
Acquired customer relationships			7-15 years
Acquired developed technology			2-5 years
Acquired trade names and trademarks			3 years
Acquired HSA portfolios			15 years

Goodwill

Self-insurance

Other long-term liabilities

Other long-term liabilities consists of long-term deferred revenue and other liabilities that the Company does not expect to settle within one year.

Revenue recognition

The Company determines revenue recognition through the following steps:

•identification of the contract, or contracts, with a customer;

•identification of the performance obligations in the contract;

•determination of the transaction price;

•allocation of the transaction price to the performance obligations in the contract; and

•recognition of revenue when, or as, the Company satisfies a performance obligation.

Costs to obtain a contract. ASC 606, Revenue from contracts with customers, requires capitalizing the costs of obtaining a contract when those costs are expected to be recovered.

Cost of revenue

Stock-based compensation

Upon the exercise of a stock option or release of an RSU, common shares are issued from authorized, but not outstanding, common stock.

Interest expense

Interest expense consists primarily of accrued interest expense and amortization of deferred financing costs associated with long-term debt.

Income tax provision (benefit)

Asset acquisitions

Business combinations

Use of estimates

Recently adopted accounting pronouncements

None.

Recently issued accounting pronouncements not yet adopted

Stock-based compensation - Schedule of Stock-Based Compensation (Details) - USD ($) $ in Thousands	12 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	$ 77,151	$ 62,614	$ 53,092
Restricted stock units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	60,688	46,590	37,693
Performance restricted stock units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	16,384	15,120	12,948
Stock options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	79	882	1,816
Restricted stock awards
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	0	22	155
Performance restricted stock awards
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	0	0	138
Total non-cash stock-based compensation expense
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	77,151	62,614	52,750
Acquisition awards exchanged for cash
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	0	0	342
Cost of revenue
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	16,462	13,591	10,684
Sales and marketing
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	13,182	9,821	7,001
Technology and development
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	20,891	13,828	13,132
General and administrative
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	26,616	25,374	21,933
Other expense, net
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	$ 0	$ 0	$ 342

Leases (Tables)

12 Months Ended

Jan. 31, 2024

Leases [Abstract]

Schedule of Lease Cost

The components of operating lease costs were as follows:


	Year ended January 31,
(in thousands)	2024		2023		2022
Operating lease expense	$	9,437	$	11,371	$	14,762
Sublease income	(2,680)		(2,187)		(1,836)
Net operating lease cost	$	6,757	$	9,184	$	12,926

Weighted average lease term and discount rate were as follows:


	January 31, 2024		January 31, 2023
Weighted average remaining lease term	6.7 years		7.5 years
Weighted average discount rate	4.3	%	4.3	%

Lease liabilities were as follows:


(in thousands)	January 31, 2024		January 31, 2023
Gross lease liabilities	$	67,269	$	81,313
Less: imputed interest	(9,099)		(12,166)
Present value of lease liabilities	58,170		69,147
Less: current portion of lease liabilities	(9,404)		(10,159)
Lease liabilities, non-current	$	48,766	$	58,988

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


	Year ended January 31,
(in thousands)	2024		2023
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	10,900	$	12,533
Right-of-use assets obtained in exchange for lease obligations	$	2,109	$	1,092

Subsequent events	12 Months Ended
Subsequent events	Jan. 31, 2024
Subsequent Events [Abstract]
Subsequent events	Subsequent events On March 7, 2024, the first of three HSA asset transfers occurred in connection with HealthEquity's acquisition of the BenefitWallet HSA portfolio, with 266,000 HSAs and $1.1 billion HSA assets transferring to HealthEquity’s custody. In connection with this transfer, HealthEquity paid the applicable purchase price of $163.9 million using cash on hand.

Selected quarterly financial data (unaudited)

12 Months Ended

Jan. 31, 2024

Quarterly Financial Information Disclosure [Abstract]

Selected quarterly financial data (unaudited)

As described in Note 1—Summary of business and significant accounting policies—Reclassifications, certain reclassifications have been made to prior year amounts to conform to the current year presentation. The following tables present the impact of the reclassifications by quarter:


	Three months ended January 31, 2024
(in thousands)	Prior presentation		Reclassifications		Current presentation
Service revenue	$	111,759	$	6,816	$	118,575
Custodial revenue	112,249		(6,816)		105,433
Interchange revenue	38,379		—		38,379
Total revenue	262,387		—		262,387
Total cost of revenue	99,939		(872)		99,067
Gross profit	162,448		872		163,320
Total operating expenses	123,561		872		124,433
Total other expense	(9,170)		—		(9,170)
Income tax provision	3,353		—		3,353
Net income	$	26,364	$	—	$	26,364


	Three months ended October 31, 2023
(in thousands)	Prior presentation		Reclassifications		Current presentation
Service revenue	$	107,512	$	6,570	$	114,082
Custodial revenue	106,575		(6,570)		100,005
Interchange revenue	35,132		—		35,132
Total revenue	249,219		—		249,219
Total cost of revenue	90,811		(774)		90,037
Gross profit	158,408		774		159,182
Total operating expenses	127,517		774		128,291
Total other expense	(9,804)		—		(9,804)
Income tax provision	6,414		—		6,414
Net income	$	14,673	$	—	$	14,673


	Three months ended July 31, 2023
(in thousands)	Prior presentation		Reclassifications		Current presentation
Service revenue	$	105,719	$	6,241	$	111,960
Custodial revenue	98,917		(6,241)		92,676
Interchange revenue	38,913		—		38,913
Total revenue	243,549		—		243,549
Total cost of revenue	92,619		(735)		91,884
Gross profit	150,930		735		151,665
Total operating expenses	126,190		735		126,925
Total other expense	(10,516)		—		(10,516)
Income tax provision	3,643		—		3,643
Net income	$	10,581	$	—	$	10,581


	Three months ended April 30, 2023
(in thousands)	Prior presentation		Reclassifications		Current presentation
Service revenue	$	105,112	$	5,961	$	111,073
Custodial revenue	94,441		(5,961)		88,480
Interchange revenue	44,879		—		44,879
Total revenue	244,432		—		244,432
Total cost of revenue	96,606		(644)		95,962
Gross profit	147,826		644		148,470
Total operating expenses	124,645		644		125,289
Total other expense	(13,169)		—		(13,169)
Income tax provision	5,918		—		5,918
Net income	$	4,094	$	—	$	4,094


	Three months ended January 31, 2023
(in thousands)	Prior presentation		Reclassifications		Current presentation
Service revenue	$	114,234	$	5,620	$	119,854
Custodial revenue	83,506		(5,620)		77,886
Interchange revenue	36,101		—		36,101
Total revenue	233,841		—		233,841
Total cost of revenue	99,593		(525)		99,068
Gross profit	134,248		525		134,773
Total operating expenses	121,032		525		121,557
Total other expense	(13,208)		—		(13,208)
Income tax provision	217		—		217
Net loss	$	(209)	$	—	$	(209)


	Three months ended October 31, 2022
(in thousands)	Prior presentation		Reclassifications		Current presentation
Service revenue	$	108,580	$	5,495	$	114,075
Custodial revenue	74,642		(5,495)		69,147
Interchange revenue	32,864		—		32,864
Total revenue	216,086		—		216,086
Total cost of revenue	89,228		(460)		88,768
Gross profit	126,858		460		127,318
Total operating expenses	121,316		460		121,776
Total other expense	(11,722)		—		(11,722)
Income tax benefit	(4,539)		—		(4,539)
Net loss	$	(1,641)	$	—	$	(1,641)


	Three months ended July 31, 2022
(in thousands)	Prior presentation		Reclassifications		Current presentation
Service revenue	$	103,034	$	5,508	$	108,542
Custodial revenue	65,599		(5,508)		60,091
Interchange revenue	37,509		—		37,509
Total revenue	206,142		—		206,142
Total cost of revenue	88,330		(436)		87,894
Gross profit	117,812		436		118,248
Total operating expenses	120,224		436		120,660
Total other expense	(11,461)		—		(11,461)
Income tax benefit	(3,219)		—		(3,219)
Net loss	$	(10,654)	$	—	$	(10,654)


	Three months ended April 30, 2022
(in thousands)	Prior presentation		Reclassifications		Current presentation
Service revenue	$	104,348	$	5,207	$	109,555
Custodial revenue	59,365		(5,207)		54,158
Interchange revenue	41,966		—		41,966
Total revenue	205,679		—		205,679
Total cost of revenue	94,506		(423)		94,083
Gross profit	111,173		423		111,596
Total operating expenses	118,462		423		118,885
Total other expense	(10,762)		—		(10,762)
Income tax benefit	(4,412)		—		(4,412)
Net loss	$	(13,639)	$	—	$	(13,639)


	Three months ended January 31, 2022
(in thousands)	Prior presentation		Reclassifications		Current presentation
Service revenue	$	112,461	$	4,924	$	117,385
Custodial revenue	58,057		(4,924)		53,133
Interchange revenue	32,779		—		32,779
Total revenue	203,297		—		203,297
Total cost of revenue	97,998		(315)		97,683
Gross profit	105,299		315		105,614
Total operating expenses	132,549		315		132,864
Total other expense	(16,515)		—		(16,515)
Income tax benefit	(10,947)		—		(10,947)
Net loss	$	(32,818)	$	—	$	(32,818)


	Three months ended October 31, 2021
(in thousands)	Prior presentation		Reclassifications		Current presentation
Service revenue	$	102,733	$	4,408	$	107,141
Custodial revenue	49,006		(4,408)		44,598
Interchange revenue	28,215		—		28,215
Total revenue	179,954		—		179,954
Total cost of revenue	76,634		(252)		76,382
Gross profit	103,320		252		103,572
Total operating expenses	103,686		252		103,938
Total other expense	(8,759)		—		(8,759)
Income tax benefit	(4,087)		—		(4,087)
Net loss	$	(5,038)	$	—	$	(5,038)


	Three months ended July 31, 2021
(in thousands)	Prior presentation		Reclassifications		Current presentation
Service revenue	$	109,182	$	3,965	$	113,147
Custodial revenue	48,776		(3,965)		44,811
Interchange revenue	31,145		—		31,145
Total revenue	189,103		—		189,103
Total cost of revenue	77,132		(256)		76,876
Gross profit	111,971		256		112,227
Total operating expenses	112,846		256		113,102
Total other expense	(6,910)		—		(6,910)
Income tax benefit	(3,967)		—		(3,967)
Net loss	$	(3,818)	$	—	$	(3,818)


	Three months ended April 30, 2021
(in thousands)	Prior presentation		Reclassifications		Current presentation
Service revenue	$	102,534	$	3,401	$	105,935
Custodial revenue	46,978		(3,401)		43,577
Interchange revenue	34,690		—		34,690
Total revenue	184,202		—		184,202
Total cost of revenue	81,086		(236)		80,850
Gross profit	103,116		236		103,352
Total operating expenses	98,863		236		99,099
Total other expense	(10,319)		—		(10,319)
Income tax benefit	(3,451)		—		(3,451)
Net loss	$	(2,615)	$	—	$	(2,615)

Subsequent events (Details) - HSA Portfolio $ in Millions		1 Months Ended
Subsequent events (Details) - HSA Portfolio $ in Millions	Mar. 07, 2024 USD ($) transfer account	Sep. 30, 2023 USD ($)
Subsequent Event [Line Items]
Purchase price		$ 425.0
Subsequent Event
Subsequent Event [Line Items]
Number of transfers \| transfer	3
Number of HSAs transferred \| account	266,000
HSAs transferred, value	$ 1,100.0
Purchase price	$ 163.9

Cover Page - USD ($) $ in Billions	12 Months Ended
Cover Page - USD ($) $ in Billions	Jan. 31, 2024	Mar. 13, 2024	Jul. 31, 2023
Cover [Abstract]
Document Type	10-K
Document Annual Report	true
Document Period End Date	Jan. 31, 2024
Current Fiscal Year End Date	--01-31
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 Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
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
ICFR Auditor Attestation Flag	true
Document Financial Statement Error Correction [Flag]	false
Entity Shell Company	false
Entity Public Float			$ 5.1
Entity Common Stock, Shares Outstanding		86,158,631
Documents Incorporated by Reference	Portions of the Registrant's definitive proxy statement related to its 2024 annual meeting of stockholders (the "2024 Proxy Statement") are incorporated by reference into Part III of this Annual Report on Form 10-K where indicated. The 2024 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.
Entity Central Index Key	0001428336
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	FY
Amendment Flag	false

Net income (loss) per share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended												12 Months Ended
	Jan. 31, 2024	Oct. 31, 2023	Jul. 31, 2023	Apr. 30, 2023	Jan. 31, 2023	Oct. 31, 2022	Jul. 31, 2022	Apr. 30, 2022	Jan. 31, 2022	Oct. 31, 2021	Jul. 31, 2021	Apr. 30, 2021	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
Numerator (basic and diluted):
Net income (loss)	$ 26,364	$ 14,673	$ 10,581	$ 4,094	$ (209)	$ (1,641)	$ (10,654)	$ (13,639)	$ (32,818)	$ (5,038)	$ (3,818)	$ (2,615)	$ 55,712	$ (26,143)	$ (44,289)
Denominator (basic):
Weighted-average common shares outstanding (in shares)													85,564	84,442	83,133
Denominator (diluted):
Weighted-average common shares outstanding (in shares)													85,564	84,442	83,133
Weighted-average dilutive effect of stock options and restricted stock units (in shares)													1,393	0	0
Diluted weighted-average common shares outstanding (in shares)													86,957	84,442	83,133
Net income (loss) per share:
Basic (in usd per share)													$ 0.65	$ (0.31)	$ (0.53)
Diluted (in usd per share)													$ 0.64	$ (0.31)	$ (0.53)
Antidilutive securities excluded from computation of earnings per share (in shares)													600	2,500	1,800

Consolidated balance sheets - USD ($) $ in Thousands	Jan. 31, 2024	Jan. 31, 2023
Current assets
Cash and cash equivalents	$ 403,979	$ 254,266
Accounts receivable, net of allowance for doubtful accounts of $3,947 and $4,989 as of January 31, 2024 and 2023, respectively	104,893	96,835
Other current assets	48,564	31,792
Total current assets	557,436	382,893
Property and equipment, net	6,013	12,862
Operating lease right-of-use assets	48,380	56,461
Intangible assets, net	835,948	936,359
Goodwill	1,648,145	1,648,145
Other assets	67,868	52,180
Total assets	3,163,790	3,088,900
Current liabilities
Accounts payable	12,041	13,899
Accrued compensation	49,608	45,835
Accrued liabilities	46,038	43,668
Current portion of long-term debt	0	17,500
Operating lease liabilities	9,404	10,159
Total current liabilities	117,091	131,061
Long-term liabilities
Long-term debt, net of issuance costs	874,972	907,838
Operating lease liabilities, non-current	48,766	58,988
Other long-term liabilities	19,270	12,708
Deferred tax liability	68,670	82,665
Total long-term liabilities	1,011,678	1,062,199
Total liabilities	1,128,769	1,193,260
Commitments and contingencies (see Note 7)
Stockholders’ equity
Preferred stock, $0.0001 par value, 100,000 shares authorized, no shares issued and outstanding as of January 31, 2024 and 2023	0	0
Common stock, $0.0001 par value, 900,000 shares authorized, 86,127 and 84,758 shares issued and outstanding as of January 31, 2024 and 2023, respectively	9	8
Additional paid-in capital	1,829,384	1,745,716
Accumulated earnings	205,628	149,916
Total stockholders’ equity	2,035,021	1,895,640
Total liabilities and stockholders’ equity	$ 3,163,790	$ 3,088,900

Supplemental financial statement information - Other Expense, Net (Details) - USD ($) $ in Thousands	12 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Interest income	$ 12,138	$ 1,763	$ 1,501
Gain on equity securities	0	0	1,692
Acquisition costs	0	(53)	(10,832)
Other miscellaneous income (expense)	658	(439)	1,708
Total other income (expense), net	$ 12,796	$ 1,271	$ (5,931)

Consolidated balance sheets (Parenthetical) - USD ($) $ in Thousands	Jan. 31, 2024	Jan. 31, 2023
Statement of Financial Position [Abstract]
Accounts receivable, allowance for doubtful accounts	$ 3,947	$ 4,989
Preferred stock par value (in usd per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized (in shares)	100,000,000	100,000,000
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0
Common stock, par value per share (in usd per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	900,000,000	900,000,000
Common stock, shares issued (in shares)	86,127,000	84,758,000
Common stock, shares outstanding (in shares)	86,127,000	84,758,000

Intangible assets and goodwill - Narrative (Details) - USD ($)	12 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
Finite-Lived Intangible Assets [Line Items]
Amortization expense	$ 144,300,000	$ 148,900,000	$ 122,500,000
Goodwill impairment	0	0	$ 0
Change in goodwill	0
Luum and Further
Finite-Lived Intangible Assets [Line Items]
Goodwill, adjustments		2,300,000
Acquired HSA Portfolios
Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible assets, acquired	$ 3,300,000	$ 68,900,000

Leases

12 Months Ended

Jan. 31, 2024

Leases [Abstract]

Leases

The Company has entered into various non-cancelable operating lease agreements for office space, data storage facilities, and other leases with remaining lease terms of less than 1 year to approximately 7 years, often with one or more Company options to renew. These renewal terms can extend the lease term from 2 to 10 years and are included in the lease term when it is reasonably certain that the Company will exercise the option.

The components of operating lease costs were as follows:


	Year ended January 31,
(in thousands)	2024		2023		2022
Operating lease expense	$	9,437	$	11,371	$	14,762
Sublease income	(2,680)		(2,187)		(1,836)
Net operating lease cost	$	6,757	$	9,184	$	12,926

Weighted average lease term and discount rate were as follows:


	January 31, 2024		January 31, 2023
Weighted average remaining lease term	6.7 years		7.5 years
Weighted average discount rate	4.3	%	4.3	%

Lease liabilities were as follows:


(in thousands)	January 31, 2024		January 31, 2023
Gross lease liabilities	$	67,269	$	81,313
Less: imputed interest	(9,099)		(12,166)
Present value of lease liabilities	58,170		69,147
Less: current portion of lease liabilities	(9,404)		(10,159)
Lease liabilities, non-current	$	48,766	$	58,988

As of January 31, 2024, the Company had an additional operating lease for office space that had not yet commenced with aggregate undiscounted lease payments of $1.9 million. The operating lease will commence during fiscal year 2025 and has a lease term of approximately 7 years.

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


	Year ended January 31,
(in thousands)	2024		2023
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	10,900	$	12,533
Right-of-use assets obtained in exchange for lease obligations	$	2,109	$	1,092

During the fiscal year ended January 31, 2022, the Company recorded impairment losses on right-of-use assets of $11.2 million, which are included within merger integration expense in the consolidated statement of operations and comprehensive income (loss). The impairment losses related primarily to a right-of-use asset acquired through the acquisition of the Company's wholly owned subsidiary WageWorks, Inc. ("WageWorks"), which had a carrying value of $14.8 million prior to impairment and no corresponding lease liability. During the fiscal year ended January 31, 2022, the right-of-use asset met the criteria to be classified as held-for-sale and an impairment loss of $10.9 million was recognized. The remaining carrying value of $3.9 million was included within other current assets on the Company's consolidated balance sheet as of January 31, 2022. On March 24, 2022, the Company completed the sale of the asset for $3.9 million.

Commitments and contingencies - Outstanding Contractual Obligations (Details) - USD ($) $ in Thousands	1 Months Ended	12 Months Ended
	Sep. 30, 2023	Jan. 31, 2024	Jan. 31, 2023
Long-term Debt, Fiscal Year Maturity [Abstract]
Total		$ 874,972	$ 925,338
Interest On Long-Term Debt, Fiscal Year Maturity [Abstract]
2025		46,502
2026		46,402
2027		39,087
2028		27,000
2029		27,000
Thereafter		18,000
Total		203,991
Lessee, Operating Lease, Liability, Payment, Due [Abstract]
2025		9,862
2026		10,281
2027		10,165
2028		10,323
2029		10,553
Thereafter		17,952
Total		69,136
Other Commitment, Fiscal Year Maturity [Abstract]
2025		23,496
2026		21,487
2027		7,302
2028		6,502
2029		0
Thereafter		0
Total		58,787
Contractual Obligation, Fiscal Year Maturity [Abstract]
2025		524,860
2026		85,045
2027		336,554
2028		43,825
2029		37,553
Thereafter		635,952
Total		1,663,789
Principal amount		886,875	941,250
Sublease income to be received		16,300
HSA Portfolio
BenefitWallet HSA Portfolio Acquisition, Fiscal Year Maturity [Abstract]
2025		445,000
2026		0
2027		0
2028		0
2029		0
Thereafter		0
Total		445,000
Contractual Obligation, Fiscal Year Maturity [Abstract]
Purchase price	$ 425,000
Transfer-related expenses	20,000
Asset acquisition, transferred, transaction cost	$ 7,000
4.50% Senior Notes due 2029
Long-term Debt, Fiscal Year Maturity [Abstract]
2025		0
2026		0
2027		0
2028		0
2029		0
Thereafter		600,000
Total		600,000
Contractual Obligation, Fiscal Year Maturity [Abstract]
Principal amount		$ 600,000	600,000
Stated interest rate (as a percent)		4.50%
Credit Agreement
Contractual Obligation, Fiscal Year Maturity [Abstract]
Stated interest rate (as a percent)		6.69%
Credit Agreement \| Term Loan Facility
Long-term Debt, Fiscal Year Maturity [Abstract]
2025		$ 0
2026		6,875
2027		280,000
2028		0
2029		0
Thereafter		0
Total		286,875
Contractual Obligation, Fiscal Year Maturity [Abstract]
Principal amount		$ 286,875	$ 341,250

Employee benefits (Details) - USD ($)	12 Months Ended
Employee benefits (Details) - USD ($)	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
Defined Contribution Plan Disclosure [Line Items]
Maximum coverage per incident under self-insurance	$ 500,000
Accrued Compensation
Defined Contribution Plan Disclosure [Line Items]
Liability for self-insured medical claims	$ 4,700,000	$ 5,100,000
Supplemental Employee Retirement Plan \| 401(k)
Defined Contribution Plan Disclosure [Line Items]
Percent of employees eligible earnings (as a percent)	3.50%
Employer matching contribution expense	$ 8,700,000	$ 8,000,000	$ 7,100,000

Income taxes

12 Months Ended

Jan. 31, 2024

Income Tax Disclosure [Abstract]

Income taxes

The income tax provision (benefit) consisted of the following:


	Year ended January 31,
(in thousands)	2024		2023		2022
Current:
Federal	$	29,376	$	3,260	$	628
State	3,947		1,968		239
Total current tax provision	$	33,323	$	5,228	$	867
Deferred:
Federal	$	(11,004)	$	(14,382)	$	(21,197)
State	(2,991)		(2,799)		(2,122)
Total deferred tax benefit	$	(13,995)	$	(17,181)	$	(23,319)
Total income tax provision (benefit)	$	19,328	$	(11,953)	$	(22,452)

Total income tax provision (benefit) differed from the amounts computed by applying the U.S. federal statutory income tax rate to income before income taxes as a result of the following:


	Year ended January 31,
(in thousands)	2024		2023		2022
Federal income tax provision (benefit) at the statutory rate	$	15,759	$	(8,000)	$	(14,016)
State income tax provision (benefit), net of federal tax provision (benefit)	5,382		(1,021)		(3,733)
Other non-deductible or non-taxable items, net	447		225		(165)
Excessive employee remuneration	2,939		3,246		1,214
Excess tax (benefit) shortfall on stock-based compensation expense, net	304		(2,479)		(5,098)
Federal research and development credits	(9,202)		(1,341)		(4,218)
Change in uncertain tax position reserves, net of indirect benefits	6,137		(2,970)		836
Deferred tax rate adjustment due to state apportionment changes	(1,039)		(30)		725
Adjustment from settlement of IRS examination	2,461		—		—
Return-to-provision adjustments	(433)		(38)		(810)
Change in valuation allowance	(3,129)		733		3,457
Other items, net	(298)		(278)		(644)
Total income tax provision (benefit)	$	19,328	$	(11,953)	$	(22,452)

The Company’s effective income tax provision rate for the fiscal year ended January 31, 2024 was 25.8%, and the Company’s effective income tax benefit rate for the fiscal years ended January 31, 2023 and 2022 was 31.4% and 33.6%, respectively. The difference between the effective income tax rate and the U.S. federal statutory income tax rate each period is impacted by a number of factors, including the relative mix of earnings among state jurisdictions, credits, excess tax benefits or shortfalls on stock-based compensation expense, changes in unrecognized tax benefits and valuation allowance, and other items. The increase in the effective tax rate for the fiscal year ended January 31, 2024 compared to the fiscal year ended January 31, 2023 was primarily due to an increase in pre-tax book income, an increase in unrecognized tax benefits, adjustments from settlement of an IRS examination, and a decrease in tax deductible stock-based compensation compared to GAAP stock-based compensation expense, partially offset by an increase in research and development tax credits and a decrease in valuation allowance. The decrease in the effective tax rate for the fiscal year ended January 31, 2023 compared to the fiscal year ended January 31, 2022 was primarily due to a decrease in benefit for state income taxes, a decrease in research and development tax credits, a decrease in excess tax benefits on stock-based compensation expense, and an increase in nondeductible executive compensation relative to pre-tax book loss, partially offset by a release of uncertain tax positions and a smaller change in valuation allowance.

Deferred tax assets and liabilities consisted of the following:


(in thousands)	January 31, 2024		January 31, 2023
Deferred tax assets:
Net operating loss carryforward	$	1,730	$	2,646
Stock compensation	14,069		16,217
Research and development credits	3,796		7,147
Lease liabilities	14,371		17,337
Capitalized research and development	33,474		16,419
Fixed assets	939		—
Accruals and reserves	3,557		4,439
Other, net	1,937		5,643
Total gross deferred tax assets	$	73,873	$	69,848
Less valuation allowance	(1,164)		(4,294)
Deferred tax assets, net of valuation allowance	72,709		65,554
Deferred tax liabilities:
Fixed assets	—		(1,509)
Intangible assets	(86,195)		(99,471)
Incremental contract costs	(12,887)		(11,118)
Right-of-use assets	(11,949)		(14,132)
Goodwill	(28,691)		(20,271)
Other, net	(1,657)		(1,718)
Total gross deferred tax liabilities	(141,379)		(148,219)
Net deferred tax liabilities	$	(68,670)	$	(82,665)

Management considered whether it is more likely than not that some portion or all of the deferred tax assets would be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considered the scheduled reversal of deferred tax liabilities in making this assessment and determined that based on the weight of all available evidence, it is more likely than not (i.e., a likelihood of more than 50%) that the Company will be able to realize all of its federal deferred tax assets and the majority if its state deferred tax assets. The Company recorded a valuation allowance of $1.2 million and $4.3 million as of January 31, 2024 and 2023, respectively, related to certain state deferred tax assets. The $3.1 million decrease in valuation allowance recorded is primarily the result of state research and development tax credits that are expected to be utilized before expiration.

As of January 31, 2024, the Company had recorded state net operating loss carryforwards of $27.2 million, which begin to expire at various intervals following the tax year ending January 31, 2032. As of January 31, 2024, the Company also had state research and development credits of $11.9 million, which begin to expire at various intervals following the tax year ending January 31, 2025.

As of January 31, 2024 and 2023, the gross unrecognized tax benefit was $19.2 million and $8.7 million, respectively. If recognized, $16.2 million and $5.4 million of the total unrecognized tax benefits would affect the Company's effective tax rate as of January 31, 2024 and 2023, respectively. Total gross unrecognized tax benefits increased by $10.5 million in the period from January 31, 2023 to January 31, 2024.

A tabular reconciliation of the beginning and ending amount of gross unrecognized tax benefits is as follows:


(in thousands)	January 31, 2024		January 31, 2023
Gross unrecognized tax benefits at beginning of year	$	8,690	$	11,653
Gross amounts of increases and decreases:
Increases as a result of tax positions taken during a prior period	9,325		—
Decreases as a result of tax positions taken during a prior period	—		(183)
Increases as a result of tax positions taken during the current period	3,386		639
Decreases as a result of settlement	(1,030)
Decreases resulting from the lapse of the applicable statute of limitations	(1,158)		(3,419)
Gross unrecognized tax benefits at end of year	$	19,213	$	8,690

Certain unrecognized tax benefits are required to be netted against their related deferred tax assets as a result of ASU 2013-11, Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists. The resulting unrecognized tax benefit recorded within the Company's consolidated balance sheet excludes the following amounts that have been netted against the related deferred tax assets accordingly:


(in thousands)	January 31, 2024		January 31, 2023
Total gross unrecognized tax benefits	$	19,213	$	8,690
Amounts netted against related deferred tax assets	(7,186)		(4,337)
Unrecognized tax benefits recorded on the consolidated balance sheet	$	12,027	$	4,353

The Company’s policy is to recognize interest and penalties related to unrecognized tax benefits as a component of other income (expense), net in the statement of operations and comprehensive income (loss). During the fiscal years ended January 31, 2024, 2023, and 2022, the Company recorded penalties and interest of $0.1 million, $0.4 million, and $0.7 million, respectively, related to unrecognized tax benefits. As of January 31, 2024 and 2023, the Company recorded accrued interest and penalties of $1.4 million and $1.3 million, respectively.

The Company files income tax returns with U.S. federal and state taxing jurisdictions and is currently under examination by the state of Texas. Such examinations may lead to ordinary course adjustments or proposed adjustments to the Company's taxes, net operating losses, and/or tax credit carryforwards. An IRS examination was settled during the year ended January 31, 2024; adjustments recorded as a result of the examination were not material. 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
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-13

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//740/tableOfContent

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-14

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 21
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-21

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 270
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482526/740-270-50-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 17
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-17

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB TOPIC 6.I.5.Q1)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479360/740-10-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479360/740-10-S99-2

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 30
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482603/740-30-50-2

+ Details

Income taxes - Schedule of Effective Income Tax Rate Reconciliation (Details) - USD ($) $ in Thousands	3 Months Ended												12 Months Ended
	Jan. 31, 2024	Oct. 31, 2023	Jul. 31, 2023	Apr. 30, 2023	Jan. 31, 2023	Oct. 31, 2022	Jul. 31, 2022	Apr. 30, 2022	Jan. 31, 2022	Oct. 31, 2021	Jul. 31, 2021	Apr. 30, 2021	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
Income Tax Disclosure [Abstract]
Federal income tax provision (benefit) at the statutory rate													$ 15,759	$ (8,000)	$ (14,016)
State income tax provision (benefit), net of federal tax provision (benefit)													5,382	(1,021)	(3,733)
Other non-deductible or non-taxable items, net													447	225	(165)
Excessive employee remuneration													2,939	3,246	1,214
Excess tax (benefit) shortfall on stock-based compensation expense, net													304	(2,479)	(5,098)
Federal research and development credits													(9,202)	(1,341)	(4,218)
Change in uncertain tax position reserves, net of indirect benefits													6,137	(2,970)	836
Deferred tax rate adjustment due to state apportionment changes													(1,039)	(30)	725
Adjustment from settlement of IRS examination													2,461	0	0
Return-to-provision adjustments													(433)	(38)	(810)
Change in valuation allowance													(3,129)	733	3,457
Other items, net													(298)	(278)	(644)
Total income tax provision (benefit)	$ 3,353	$ 6,414	$ 3,643	$ 5,918	$ 217	$ (4,539)	$ (3,219)	$ (4,412)	$ (10,947)	$ (4,087)	$ (3,967)	$ (3,451)	$ 19,328	$ (11,953)	$ (22,452)

Stock-based compensation - Narrative (Details) - USD ($)	1 Months Ended	12 Months Ended
	Mar. 31, 2022	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in shares)		0	0	0
Aggregate intrinsic value		$ 10,100,000	$ 7,200,000	$ 19,300,000
Unrecognized stock compensation expense related to options to be recognized in future		$ 0
Stock options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expiration period after termination (in years)		10 years
Expiration period from termination of employment (in days)		90 days
Restricted stock units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted-average grant date fair value (in usd per share)		$ 64.16	$ 75.64	$ 64.87
Award vesting period (in years)		4 years
Percentage of options vested (as a percent)	25.00%
Performance units awards (in shares)		1,929,000
Aggregate intrinsic value		$ 69,300,000	$ 50,700,000	$ 40,900,000
Compensation not yet recognized, other than options		$ 162,500,000
Recognition period for stock-based compensation (in years)		2 years 4 months 24 days
Outstanding (in shares)		3,363,000	3,011,000
Performance restricted stock units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Performance units awards (in shares)		270,966	281,784	249,750
Grant date fair value		$ 23,900,000	$ 32,100,000	$ 22,400,000
Performance restricted stock units \| Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of options vested (as a percent)		0.00%	0.00%	0.00%
Performance restricted stock units \| Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of options vested (as a percent)		200.00%	200.00%	200.00%
Restricted stock awards
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation not yet recognized, other than options		$ 0
Outstanding (in shares)		0
Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares available for grant under incentive plan (in shares)		11,900,000

Net income (loss) per share (Tables)

12 Months Ended

Jan. 31, 2024

Earnings Per Share [Abstract]

Schedule of Earnings Per Share, Basic and Diluted

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


	Year ended January 31,
(in thousands, except per share data)	2024		2023		2022
Numerator (basic and diluted):
Net income (loss)	$	55,712	$	(26,143)	$	(44,289)
Denominator (basic):
Weighted-average common shares outstanding	85,564		84,442		83,133
Denominator (diluted):
Weighted-average common shares outstanding	85,564		84,442		83,133
Weighted-average dilutive effect of stock options and restricted stock units	1,393		—		—
Diluted weighted-average common shares outstanding	86,957		84,442		83,133
Net income (loss) per share:
Basic	$	0.65	$	(0.31)	$	(0.53)
Diluted	$	0.64	$	(0.31)	$	(0.53)

Summary of business and significant accounting policies - Property and Equipment (Details)	Jan. 31, 2024
Computer equipment \| Minimum
Property, Plant and Equipment [Line Items]
Useful life of property, plant and equipment (in years)	3 years
Computer equipment \| Maximum
Property, Plant and Equipment [Line Items]
Useful life of property, plant and equipment (in years)	5 years
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Useful life of property, plant and equipment (in years)	5 years

Intangible assets and goodwill

12 Months Ended

Jan. 31, 2024

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:


	January 31, 2024
(in thousands)	Gross carrying amount		Accumulated amortization		Net carrying amount
Amortizable intangible assets:
Software and software development costs	$	267,498	$	(197,388)	$	70,110
Acquired HSA portfolios	264,445		(81,059)		183,386
Acquired customer relationships	759,782		(205,127)		554,655
Acquired developed technology	132,825		(105,049)		27,776
Acquired trade names	12,900		(12,879)		21
Total amortizable intangible assets	$	1,437,450	$	(601,502)	$	835,948


	January 31, 2023
(in thousands)	Gross carrying amount		Accumulated amortization		Net carrying amount
Amortizable intangible assets:
Software and software development costs	$	233,194	$	(152,178)	$	81,016
Acquired HSA portfolios	261,188		(63,547)		197,641
Acquired customer relationships	759,782		(153,434)		606,348
Acquired developed technology	132,825		(81,692)		51,133
Acquired trade names	12,900		(12,679)		221
Total amortizable intangible assets	$	1,399,889	$	(463,530)	$	936,359

During the fiscal years ended January 31, 2024 and 2023, the Company capitalized $3.3 million and $68.9 million, respectively, to acquire the rights to act as a custodian of HSA portfolios.

Amortization expense for the fiscal years ended January 31, 2024, 2023, and 2022 was $144.3 million, $148.9 million and $122.5 million, respectively. Estimated amortization expense for the fiscal years ending January 31 is as follows:


Year ending January 31, (in thousands)
2025	$	126,150
2026	97,732
2027	80,837
2028	67,550
2029	65,774
Thereafter	397,905
Total	$	835,948

Goodwill

The Company’s annual goodwill impairment test resulted in no impairment charges in any of the periods presented in the accompanying consolidated financial statements. During the fiscal year ended January 31, 2023, goodwill increased by $2.3 million due to measurement period adjustments associated with the Further Acquisition and the Luum Acquisition. There were no changes to the carrying value of goodwill during the fiscal year ended January 31, 2024.

Commitments and contingencies

12 Months Ended

Jan. 31, 2024

Commitments and Contingencies Disclosure [Abstract]

Commitments and contingencies

Commitments

The following table summarizes the payments due by fiscal year for the Company's outstanding contractual obligations as of January 31, 2024:


	Payments due by fiscal year
(in thousands)	2025		2026		2027		2028		2029		Thereafter		Total
4.50% Senior Notes due 2029 (1)	$	—	$	—	$	—	$	—	$	—	$	600,000	$	600,000
Term Loan Facility (1)	—		6,875		280,000		—		—		—		286,875
Interest on long-term debt obligations (2)	46,502		46,402		39,087		27,000		27,000		18,000		203,991
Operating lease obligations (3)	9,862		10,281		10,165		10,323		10,553		17,952		69,136
Other contractual obligations (4)	23,496		21,487		7,302		6,502		—		—		58,787
BenefitWallet HSA portfolio acquisition (5)	445,000		—		—		—		—		—		445,000
Total	$	524,860	$	85,045	$	336,554	$	43,825	$	37,553	$	635,952	$	1,663,789

(2)Estimated interest payments assume the stated interest rates applicable to the Notes and Term Loan Facility as of January 31, 2024, which were 4.50% and 6.69% per annum, respectively.

(4)Other contractual obligations consist of processing services agreements, software subscriptions, and other contractual commitments.

Contingencies

In the normal course of business, the Company enters into contracts and agreements that contain a variety of 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, WageWorks, a wholly owned subsidiary of the Company, 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 (the "Lease"). WageWorks' right to terminate the Lease was disputed by the landlord, Union Mesa 1, LLC (“Union Mesa”), which claimed that the Lease had commenced on December 1, 2020. 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, after 11 months of abated rent. On November 24, 2021, Union Mesa drew $2.8 million, the full amount under the letter of credit that WageWorks had posted to secure its obligations under the Lease. The Company recorded the $2.8 million draw as merger integration expense in the consolidated statement of operations and comprehensive income (loss). On December 1, 2021, WageWorks filed a lawsuit against Union Mesa in the Maricopa County Superior Court in the State of Arizona. On January 4, 2022, WageWorks filed an amended complaint, seeking a 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. In May and June 2022, Union Mesa filed an answer, counterclaim, and third-party complaint against WageWorks and the Company, denying WageWorks' claims and separately seeking recourse against WageWorks for breach of contract and breach of the implied covenant of good faith and fair dealing as well as against the Company under the terms of its guaranty of WageWorks' obligations under the Lease. On July 21, 2022, WageWorks and the Company filed an answer to the counterclaim and the third-party complaint on its declaratory judgment claim that WageWorks' termination was improper under the Lease. On December 8, 2023, representatives from the parties participated in a court-ordered mediation held in Phoenix, Arizona, which was unsuccessful. On December 29, 2023, the Superior Court issued an order denying Union Mesa’s motion for partial summary judgment after finding that genuine issues of material fact exist. A trial is scheduled to start on December 9, 2024. WageWorks is seeking consequential damages relating to Union Mesa’s breach of the Lease and conversion of the letter of credit, including consequential damages, pre-judgment interest, and its attorneys’ fees.

Union Mesa has denied liability for these damages. Through its claims, Union Mesa is seeking direct and consequential damages in an amount to be proven at trial and an award of its reasonable attorney fees, plus interest, until any damages or fees that are awarded are paid. According to Union Mesa, these damages include (i) all rent payments due under the Lease accruing from December 2, 2020 (including abated rent), (ii) late charges of 3% on past due amounts, (iii) interest on past due amounts at an interest rate of the prime rate plus 5%, (iv) costs incurred in reletting the premises, (v) attorneys’ fees negotiating the lease and related agreements, and (vi) any other amounts necessary to compensate Union Mesa for the detriment proximately caused by WageWorks’ alleged breach of the Lease. In addition, Union Mesa states that it intends to re-assert periodic actions against WageWorks to seek all amounts due from time to time through the remaining term of the Lease or until the premises are successfully relet.

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.

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended												12 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Jan. 31, 2024	Oct. 31, 2023	Jul. 31, 2023	Apr. 30, 2023	Jan. 31, 2023	Oct. 31, 2022	Jul. 31, 2022	Apr. 30, 2022	Jan. 31, 2022	Oct. 31, 2021	Jul. 31, 2021	Apr. 30, 2021	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
Pay vs Performance Disclosure
Net income (loss)	$ 26,364	$ 14,673	$ 10,581	$ 4,094	$ (209)	$ (1,641)	$ (10,654)	$ (13,639)	$ (32,818)	$ (5,038)	$ (3,818)	$ (2,615)	$ 55,712	$ (26,143)	$ (44,289)

- Definition

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

+ References

+ Details

Intangible assets and goodwill - Schedule of Finite-Lived Intangible Assets (Details) - USD ($) $ in Thousands	Jan. 31, 2024	Jan. 31, 2023
Finite-Lived Intangible Assets [Line Items]
Gross carrying amount	$ 1,437,450	$ 1,399,889
Accumulated amortization	(601,502)	(463,530)
Net carrying amount	835,948	936,359
Software and software development costs
Finite-Lived Intangible Assets [Line Items]
Gross carrying amount	267,498	233,194
Accumulated amortization	(197,388)	(152,178)
Net carrying amount	70,110	81,016
Acquired HSA portfolios
Finite-Lived Intangible Assets [Line Items]
Gross carrying amount	264,445	261,188
Accumulated amortization	(81,059)	(63,547)
Net carrying amount	183,386	197,641
Acquired customer relationships
Finite-Lived Intangible Assets [Line Items]
Gross carrying amount	759,782	759,782
Accumulated amortization	(205,127)	(153,434)
Net carrying amount	554,655	606,348
Acquired developed technology
Finite-Lived Intangible Assets [Line Items]
Gross carrying amount	132,825	132,825
Accumulated amortization	(105,049)	(81,692)
Net carrying amount	27,776	51,133
Acquired trade names
Finite-Lived Intangible Assets [Line Items]
Gross carrying amount	12,900	12,900
Accumulated amortization	(12,879)	(12,679)
Net carrying amount	$ 21	$ 221

Fair value (Details) $ in Millions	Jan. 31, 2024 USD ($)
Level 2 \| 4.50% Senior Notes due 2029
Defined Benefit Plan Disclosure [Line Items]
Fair value of the notes	$ 560.2

Summary of business and significant accounting policies (Tables)

12 Months Ended

Jan. 31, 2024

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of Estimated Useful Life of Property and Equipment

The useful life used for computing depreciation for all other asset classes is described below:


Computer equipment			3-5 years
Furniture and fixtures			5 years

Property and equipment consisted of the following as of January 31, 2024 and 2023:


(in thousands)	January 31, 2024		January 31, 2023
Leasehold improvements	$	14,455	$	18,269
Furniture and fixtures	7,087		8,392
Computer equipment	25,489		28,021
Property and equipment, gross	47,031		54,682
Accumulated depreciation	(41,018)		(41,820)
Property and equipment, net	$	6,013	$	12,862

Schedule of Useful Lives of Intangible Assets

The useful life used for computing amortization for all intangible asset classes is described below:


Software and software development costs			3 years
Acquired customer relationships			7-15 years
Acquired developed technology			2-5 years
Acquired trade names and trademarks			3 years
Acquired HSA portfolios			15 years

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


	January 31, 2024
(in thousands)	Gross carrying amount		Accumulated amortization		Net carrying amount
Amortizable intangible assets:
Software and software development costs	$	267,498	$	(197,388)	$	70,110
Acquired HSA portfolios	264,445		(81,059)		183,386
Acquired customer relationships	759,782		(205,127)		554,655
Acquired developed technology	132,825		(105,049)		27,776
Acquired trade names	12,900		(12,879)		21
Total amortizable intangible assets	$	1,437,450	$	(601,502)	$	835,948


	January 31, 2023
(in thousands)	Gross carrying amount		Accumulated amortization		Net carrying amount
Amortizable intangible assets:
Software and software development costs	$	233,194	$	(152,178)	$	81,016
Acquired HSA portfolios	261,188		(63,547)		197,641
Acquired customer relationships	759,782		(153,434)		606,348
Acquired developed technology	132,825		(81,692)		51,133
Acquired trade names	12,900		(12,679)		221
Total amortizable intangible assets	$	1,399,889	$	(463,530)	$	936,359

Business combinations - Preliminary Allocation of Consideration (Details) - USD ($) $ in Thousands	14 Months Ended	15 Months Ended
	Apr. 30, 2022	Jan. 31, 2023	Jan. 31, 2024	Nov. 01, 2021	Mar. 08, 2021
Business Acquisition [Line Items]
Goodwill		$ 1,648,145	$ 1,648,145
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		$ 2,667
Current assets, adjustments		(163)
Intangible assets		172,183		172,183
Goodwill		284,596		282,287
Goodwill, adjustments		2,309
Current liabilities		(4,283)		(2,137)
Current liabilities, adjustments		(2,146)
Total consideration paid		455,000		$ 455,000
Total consideration paid, adjustments		$ 0

Selected quarterly financial data (unaudited) (Tables)

12 Months Ended

Jan. 31, 2024

Quarterly Financial Information Disclosure [Abstract]

Schedule of Quarterly Financial Information

The following tables present the impact of the reclassifications by quarter:


	Three months ended January 31, 2024
(in thousands)	Prior presentation		Reclassifications		Current presentation
Service revenue	$	111,759	$	6,816	$	118,575
Custodial revenue	112,249		(6,816)		105,433
Interchange revenue	38,379		—		38,379
Total revenue	262,387		—		262,387
Total cost of revenue	99,939		(872)		99,067
Gross profit	162,448		872		163,320
Total operating expenses	123,561		872		124,433
Total other expense	(9,170)		—		(9,170)
Income tax provision	3,353		—		3,353
Net income	$	26,364	$	—	$	26,364


	Three months ended October 31, 2023
(in thousands)	Prior presentation		Reclassifications		Current presentation
Service revenue	$	107,512	$	6,570	$	114,082
Custodial revenue	106,575		(6,570)		100,005
Interchange revenue	35,132		—		35,132
Total revenue	249,219		—		249,219
Total cost of revenue	90,811		(774)		90,037
Gross profit	158,408		774		159,182
Total operating expenses	127,517		774		128,291
Total other expense	(9,804)		—		(9,804)
Income tax provision	6,414		—		6,414
Net income	$	14,673	$	—	$	14,673


	Three months ended July 31, 2023
(in thousands)	Prior presentation		Reclassifications		Current presentation
Service revenue	$	105,719	$	6,241	$	111,960
Custodial revenue	98,917		(6,241)		92,676
Interchange revenue	38,913		—		38,913
Total revenue	243,549		—		243,549
Total cost of revenue	92,619		(735)		91,884
Gross profit	150,930		735		151,665
Total operating expenses	126,190		735		126,925
Total other expense	(10,516)		—		(10,516)
Income tax provision	3,643		—		3,643
Net income	$	10,581	$	—	$	10,581


	Three months ended April 30, 2023
(in thousands)	Prior presentation		Reclassifications		Current presentation
Service revenue	$	105,112	$	5,961	$	111,073
Custodial revenue	94,441		(5,961)		88,480
Interchange revenue	44,879		—		44,879
Total revenue	244,432		—		244,432
Total cost of revenue	96,606		(644)		95,962
Gross profit	147,826		644		148,470
Total operating expenses	124,645		644		125,289
Total other expense	(13,169)		—		(13,169)
Income tax provision	5,918		—		5,918
Net income	$	4,094	$	—	$	4,094


	Three months ended January 31, 2023
(in thousands)	Prior presentation		Reclassifications		Current presentation
Service revenue	$	114,234	$	5,620	$	119,854
Custodial revenue	83,506		(5,620)		77,886
Interchange revenue	36,101		—		36,101
Total revenue	233,841		—		233,841
Total cost of revenue	99,593		(525)		99,068
Gross profit	134,248		525		134,773
Total operating expenses	121,032		525		121,557
Total other expense	(13,208)		—		(13,208)
Income tax provision	217		—		217
Net loss	$	(209)	$	—	$	(209)


	Three months ended October 31, 2022
(in thousands)	Prior presentation		Reclassifications		Current presentation
Service revenue	$	108,580	$	5,495	$	114,075
Custodial revenue	74,642		(5,495)		69,147
Interchange revenue	32,864		—		32,864
Total revenue	216,086		—		216,086
Total cost of revenue	89,228		(460)		88,768
Gross profit	126,858		460		127,318
Total operating expenses	121,316		460		121,776
Total other expense	(11,722)		—		(11,722)
Income tax benefit	(4,539)		—		(4,539)
Net loss	$	(1,641)	$	—	$	(1,641)


	Three months ended July 31, 2022
(in thousands)	Prior presentation		Reclassifications		Current presentation
Service revenue	$	103,034	$	5,508	$	108,542
Custodial revenue	65,599		(5,508)		60,091
Interchange revenue	37,509		—		37,509
Total revenue	206,142		—		206,142
Total cost of revenue	88,330		(436)		87,894
Gross profit	117,812		436		118,248
Total operating expenses	120,224		436		120,660
Total other expense	(11,461)		—		(11,461)
Income tax benefit	(3,219)		—		(3,219)
Net loss	$	(10,654)	$	—	$	(10,654)


	Three months ended April 30, 2022
(in thousands)	Prior presentation		Reclassifications		Current presentation
Service revenue	$	104,348	$	5,207	$	109,555
Custodial revenue	59,365		(5,207)		54,158
Interchange revenue	41,966		—		41,966
Total revenue	205,679		—		205,679
Total cost of revenue	94,506		(423)		94,083
Gross profit	111,173		423		111,596
Total operating expenses	118,462		423		118,885
Total other expense	(10,762)		—		(10,762)
Income tax benefit	(4,412)		—		(4,412)
Net loss	$	(13,639)	$	—	$	(13,639)


	Three months ended January 31, 2022
(in thousands)	Prior presentation		Reclassifications		Current presentation
Service revenue	$	112,461	$	4,924	$	117,385
Custodial revenue	58,057		(4,924)		53,133
Interchange revenue	32,779		—		32,779
Total revenue	203,297		—		203,297
Total cost of revenue	97,998		(315)		97,683
Gross profit	105,299		315		105,614
Total operating expenses	132,549		315		132,864
Total other expense	(16,515)		—		(16,515)
Income tax benefit	(10,947)		—		(10,947)
Net loss	$	(32,818)	$	—	$	(32,818)


	Three months ended October 31, 2021
(in thousands)	Prior presentation		Reclassifications		Current presentation
Service revenue	$	102,733	$	4,408	$	107,141
Custodial revenue	49,006		(4,408)		44,598
Interchange revenue	28,215		—		28,215
Total revenue	179,954		—		179,954
Total cost of revenue	76,634		(252)		76,382
Gross profit	103,320		252		103,572
Total operating expenses	103,686		252		103,938
Total other expense	(8,759)		—		(8,759)
Income tax benefit	(4,087)		—		(4,087)
Net loss	$	(5,038)	$	—	$	(5,038)


	Three months ended July 31, 2021
(in thousands)	Prior presentation		Reclassifications		Current presentation
Service revenue	$	109,182	$	3,965	$	113,147
Custodial revenue	48,776		(3,965)		44,811
Interchange revenue	31,145		—		31,145
Total revenue	189,103		—		189,103
Total cost of revenue	77,132		(256)		76,876
Gross profit	111,971		256		112,227
Total operating expenses	112,846		256		113,102
Total other expense	(6,910)		—		(6,910)
Income tax benefit	(3,967)		—		(3,967)
Net loss	$	(3,818)	$	—	$	(3,818)


	Three months ended April 30, 2021
(in thousands)	Prior presentation		Reclassifications		Current presentation
Service revenue	$	102,534	$	3,401	$	105,935
Custodial revenue	46,978		(3,401)		43,577
Interchange revenue	34,690		—		34,690
Total revenue	184,202		—		184,202
Total cost of revenue	81,086		(236)		80,850
Gross profit	103,116		236		103,352
Total operating expenses	98,863		236		99,099
Total other expense	(10,319)		—		(10,319)
Income tax benefit	(3,451)		—		(3,451)
Net loss	$	(2,615)	$	—	$	(2,615)

Summary of business and significant accounting policies - Intangible Assets (Details)	Jan. 31, 2024
Software and software development costs
Acquired Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible asset, useful life	3 years
Acquired customer relationships \| Minimum
Acquired Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible asset, useful life	7 years
Acquired customer relationships \| Maximum
Acquired Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible asset, useful life	15 years
Acquired developed technology \| Minimum
Acquired Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible asset, useful life	2 years
Acquired developed technology \| Maximum
Acquired Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible asset, useful life	5 years
Acquired trade names and trademarks
Acquired Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible asset, useful life	3 years
Acquired HSA portfolios
Acquired Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible asset, useful life	15 years

Indebtedness

12 Months Ended

Jan. 31, 2024

Debt Disclosure [Abstract]

Indebtedness

Long-term debt consisted of the following:


(in thousands)	January 31, 2024		January 31, 2023
4.50% Senior Notes due 2029	$	600,000	$	600,000
Term Loan Facility	286,875		341,250
Principal amount	886,875		941,250
Less: unamortized discount and issuance costs (1)	11,903		15,912
Total debt, net	874,972		925,338
Less: current portion of long-term debt	—		17,500
Long-term debt, net	$	874,972	$	907,838

4.50% Senior Notes due 2029

On October 8, 2021, the Company completed its offering of $600.0 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 January 31, 2024, the balance of accrued interest on the Notes was $9.3 million, which is included within accrued liabilities on the Company's 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 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.

Prior to June 1, 2023, borrowings under the Credit Facilities bore 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 in either scenario by reference to a leverage-based pricing grid set forth in the Credit Agreement.

On June 1, 2023, the Company entered into an amendment to the Credit Agreement which replaced interest rate provisions based on LIBOR with the forward-looking term rate based on the secured overnight financing rate published by the CME Group Benchmark Administration Limited (“Term SOFR”). As a result, borrowings under the Credit Agreement as so amended bear interest at an annual rate equal to, at the option of the Company, either (i) Term SOFR, plus a 0.10% credit spread adjustment, 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 in either scenario by reference to a leverage-based pricing grid set forth in the Credit Agreement (as amended). As of January 31, 2024, the stated interest rate was 6.69% and the effective interest rate was 7.45%.

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. As of January 31, 2024, 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.” In April 2023, the Company used $50.0 million of cash to prepay, in direct order of maturity, principal due under its Term Loan Facility.

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 January 31, 2024, 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://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
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Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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+ Details