Guidewire Software Inc 2026年季度报告

(Mark one)☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACTOF 1934For the quarterly period ended January31, 2026OR☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACTOF 1934For the transition period fromto.Commission file number: 001-35394______________________________________________________________ Guidewire Software, Inc. (Exact name of registrant as specified in its charter) (650) 357-9100(Registrant’s telephone number, including area code)______________________________________________________________ N/A(Former name, former address and former fiscal year, if changed since last report)______________________________________________________________ Securities registered pursuant to Section 12(b) of the Act: Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports),and (2)has been subject to such filing requirements for the past 90 days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that theregistrant was required to submit such files).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company or an emerging growth company. See definition of “large accelerated filer,” “accelerated filer,” “smaller reportingcompany,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Table of Contents Large accelerated filer☒Non-accelerated filer☐ Acceleratedfiler☐Smallerreportingcompany☐Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the ExchangeAct).Yes☐No☒ On February27, 2026, the registrant had 84,657,470 shares of common stock issued and outstanding. Guidewire Software, Inc. Index Part I – Financial Information Item1.Financial Statements (unaudited):1Condensed Consolidated Balance Sheets as ofJanuary31, 2026 andJuly31, 20253Condensed Consolidated Statements of Operations for the Three and Six Months EndedJanuary31, 2026and 20254Condensed Consolidated Statements of Comprehensive Income (Loss) for the Three and Six Months EndedJanuary31, 2026 and 20255Condensed Consolidated Statements of Changes in Stockholders’ Equity for the Three and Six Months EndedJanuary31, 2026 and 20256Condensed Consolidated Statements of Cash Flows for the Six Months EndedJanuary31, 2026 and 20258Notes to Condensed Consolidated Financial Statements10Item2.Management’s Discussion and Analysis of Financial Condition and Results of Operations25Item3.Quantitative and Qualitative Disclosures about Market Risk45Item4.Controls and Procedures46Part II – Other Information47Item1.Legal Proceedings47Item1A.Risk Factors47Item 2.Unregistered Sales of Equity Securities and Use of Proceeds75Item 5.Other Information75Item6.Exhibits76Signatures77 FORWARD-LOOKING STATEMENTS The section titled “Management’s Discussion and Analysis of Financial Condition and Results of Operations” as well as otherparts of this Quarterly Report on Form 10-Q and certain information incorporated herein by reference contain forward-lookingstatements within the meaning of the Securities Act of 1933, as amended (the “Securities Act”), and the Securities Exchange Act of1934, as amended (the “Exchange Act”), which are subject to risks and uncertainties. The forward-looking statements may includestatements concerning, among other things, our business strategy (including anticipated trends and developments in, and managementplans for, our business, and the markets in which we operate), financial results, results of operations, revenue, gross margins,operating expenses, services, products, projected costs and capital expenditures, research and development programs, cloudoperations, cybersecurity effectiveness, sales and marketing initiatives, and competition. In some cases, you can identify thesestatements by forward-looking words, such as “will,” “may,” “might,” “should,” “could,” “estimate,” “expect,” “suggest,”“believe,” “anticipate,” “intend,” “plan,” and “continue,” the negative or plural of these words and other comparable terminology.Actual events or results may differ materially from those expressed or implied by these statements due to various factors, including butnot limited to, the matters discussed in the section titled “Part II – Other Information – Item 1A.