10-K: DigitalOcean Reports Strong 2025 Growth, Driven by AI and DNE Customers

Sentiment:

Annual Report 24 February 2026 4:28 PM

📋All filings for Digitalocean Holdings, INC

DigitalOcean Holdings, Inc. announced a 15% revenue increase to $901.4 million in 2025, alongside a 207% surge in net income, fueled by significant growth in Digital Native Enterprise customers and AI/ML platform expansion.

Capital raiseIssued $625.0 million aggregate principal amount of 0.00% convertible senior notes due 2030 in a private placement in August 2025.Entered into a new $500.0 million senior secured delayed draw term loan facility and a $300.0 million senior secured revolving credit facility (2025 Credit Facility) in May 2025.Drew down $380.0 million on the Term Loan Facility in August 2025 and an additional $120.0 million in February 2026, fully utilizing the Term Loan Facility.Entered into equipment financing arrangements with a third-party financial institution for $131.5 million in 2025.

Better than expectedNet income attributable to common stockholders increased by 206.9% to $259.3 million in 2025, significantly exceeding prior year results.Income from operations increased by 72.5% to $157.0 million in 2025, indicating strong operational performance.Revenue increased by 15% to $901.4 million in 2025, driven by a 24% increase in revenue from Digital Native Enterprise (DNE) Customers, demonstrating successful growth in a key segment.Net Dollar Retention (NDR) rate improved to 100% in 2025 from 98% in 2024, showing improved customer loyalty and expansion.A significant income tax benefit of $52.6 million was recognized in 2025, primarily due to the release of a $69.9 million valuation allowance on U.S. deferred tax assets, which substantially boosted net income.

Summary

Revenue increased by 15% to $901.4 million for the year ended December 31, 2025, up from $780.6 million in 2024.
Net income attributable to common stockholders surged by 207% to $259.3 million in 2025, compared to $84.5 million in 2024.
Income from operations grew by 72.5% to $157.0 million in 2025, from $91.0 million in 2024.
Digital Native Enterprise (DNE) Customers, those spending over $500 per month, increased to approximately 21,361 as of December 31, 2025, up from 18,468 in 2024.
Revenue from DNE Customers comprised 60% of total revenue in 2025, an increase from 55% in 2024.
The Net Dollar Retention (NDR) rate improved to 100% in 2025, up from 98% in 2024.
Annual Run-Rate Revenue (ARR) reached $970 million as of December 31, 2025, compared to $820 million in 2024.
A significant income tax benefit of $52.6 million was recognized in 2025, primarily due to the release of a $69.9 million valuation allowance related to U.S. deferred tax assets.
The company issued $625.0 million in 0.00% convertible senior notes due 2030 and entered into a new $800.0 million credit facility in 2025, partially repurchasing $1.188 billion of its 2026 Convertible Notes.
Sales and marketing expenses remained consistent at 9% of revenue for 2025 and 2024.

Sentiment

Score: 8

Explanation: StockSavvy.ai views this as a strong performance, marked by significant net income growth and strategic expansion into AI/ML, despite a slight deceleration in overall revenue growth compared to the broader market. The improved customer retention and strategic capital management are positive indicators.

Positives

Net income attributable to common stockholders increased by 206.9% to $259.3 million in 2025, indicating strong profitability.
Income from operations grew significantly by 72.5% to $157.0 million, demonstrating improved operational efficiency.
Revenue increased by 15% to $901.4 million, driven by a 24% increase in revenue from Digital Native Enterprise (DNE) Customers.
The Net Dollar Retention (NDR) rate improved to 100% in 2025, reflecting successful retention and expansion of existing customer revenue.
The number of DNE Customers grew to over 21,000, and the number of $1M+ customers nearly doubled from 24 in 2024 to 41 in 2025, indicating successful upmarket penetration.
A substantial income tax benefit of $52.6 million was recognized in 2025, primarily due to the release of a $69.9 million valuation allowance on U.S. deferred tax assets, positively impacting net income.
The company launched a range of new AI products and platform capabilities in 2025, including Gradient AI GPUs, Gradient AI Platform enhancements, and the Agent Development Kit (ADK), positioning for future growth in AI/ML.
Strategic partnerships with Laravel, fal, AMD, and Persistent Systems were established or expanded in 2025, augmenting platform offerings and market reach.
Management concluded that internal control over financial reporting was effective as of December 31, 2025.

Negatives

Cash and cash equivalents decreased to $254.5 million as of December 31, 2025, from $428.4 million in 2024, partly due to debt repurchases and capital expenditures.
The company has significant debt obligations, with $326.6 million maturing within the next 12 months as of December 31, 2025, including $312.3 million of 2026 Convertible Notes.
Operating expenses are expected to increase in absolute dollars in future periods due to continued investments in platform, product offerings, and sales and marketing.
The overall revenue growth rate of 15% is below the estimated 22% compound annual growth rate for the aggregate worldwide IaaS and PaaS markets for individuals and companies with less than 500 employees, as projected by IDC.

Risks

Fluctuations in financial results are expected, making future projections difficult, and failure to meet expectations could lead to stock price decline.
The company may not be able to sustain profitability in the future, as costs and expenses are expected to increase.
Inability to expand usage by existing customers, attract new customers, or retain existing customers (particularly DNE customers) could adversely affect growth.
The market for the company's platform and solutions may develop more slowly or differently than expected, impacting demand.
Artificial intelligence and machine learning (AI/ML) products and services may not be successful, or their use may result in reputational harm or liability.
Failure to timely release updates and new features, or adapt to rapidly changing technology, industry standards, or customer needs, could make the platform less competitive.
Security incidents or unauthorized access to the platform, customer data, or sensitive data could lead to significant liabilities and reputational harm.
The markets in which the company operates are highly competitive, and failure to compete effectively could harm business, financial condition, and results of operations.
Failure to effectively integrate new executive leadership and senior management, or to retain and motivate key employees, could harm business and future growth prospects.
Unfavorable conditions in the industry or global economy, or reductions in information technology spending, could limit business growth.
International operations and planned geographic expansion create a variety of operational challenges, including regulatory changes, data privacy, and foreign currency risks.
Activities of customers or content on their websites could subject the company to liability, especially with evolving intermediary liability laws.
Reliance on third-party data center providers and a limited number of suppliers for equipment components exposes the company to risks of disruption, damage, or increased costs.
Inability to maintain compatibility of the platform with third-party applications used by customers could harm the business.
Reliance on third-party software providers for essential financial and operational services could lead to disruptions if those services fail.
Performance problems or defects associated with the platform could adversely affect business and customer satisfaction.
Inability to accurately predict optimal pricing to attract and retain customers could impact revenue and profitability.
Internal restructuring activities could result in business disruptions, loss of expertise, or negative impact on employee morale.
Litigation, including securities class action lawsuits, could result in substantial damages and divert management's attention.
Failure to maintain and enhance brands could impair the ability to expand the customer base.
Failure to maintain high-quality customer support could adversely affect business and customer satisfaction.
Exposure to fluctuations in currency exchange rates and interest rates could negatively affect results of operations.
International operations may subject the company to potential adverse tax consequences, including challenges to intercompany pricing and new global minimum tax rules (Pillar Two).
Ability to use net operating losses and other tax credits to offset future taxable income may be subject to limitations.
Leverage from debt could adversely affect financial condition and ability to raise additional capital.
Capped call transactions related to convertible notes subject the company to counterparty risk and may not operate as planned.
Credit agreements impose significant operating and financial restrictions.
Need for additional capital to support business growth may not be available on acceptable terms.
Acquisitions, strategic investments, partnerships, or alliances could pose integration challenges and divert management attention.
Business could be disrupted by catastrophic occurrences and similar events.
Increased focus on AI/ML development and use may result in new regulatory scrutiny, litigation, privacy risks, and ethical concerns.
Evolving data privacy and security requirements, including third-party compliance, present regulatory, litigation, and business risks.
Governmental export and import controls, economic sanctions, and foreign investment laws could impair ability to compete internationally.
Subject to anti-corruption, anti-bribery, anti-money laundering, and similar laws, with non-compliance leading to liability.
Failure to obtain, maintain, protect, or enforce intellectual property and proprietary rights could impair ability to protect proprietary technology and brand.
Subject to intellectual property claims from third parties, which may lead to significant liability and increased costs.
Use of open source software could negatively affect ability to sell services or subject the company to litigation.
Indemnity provisions in agreements potentially expose the company to substantial liability.

Future Outlook

The company expects to increase revenue from existing customers through new products and features tailored to Digital Native Enterprise (DNE) customers, expanded customer outreach, and targeted migration services. It plans to continue investing significantly in its platform and product offerings, particularly in AI/ML, and to grow its base of AI Native and Cloud Native DNE customers through a dedicated AI sales team, optimized marketing, and enhanced R&D. Operating expenses for research and development, sales and marketing, and general and administrative functions are expected to increase in absolute dollars as the business grows.

Management Comments

Our mission is to empower AI-driven and digital-native businesses to build, run, and scale intelligent applications with speed, simplicity and predictable economics through an agentic inference cloud platform that reduces operational complexity and accelerates time to product.
We believe that being simple, scalable and approachable, while offering a comprehensive range of integrated cloud and AI products, are our key differentiators, driving a broad range of customers around the world whose needs are not being fully met by larger cloud providers to build and grow their businesses on our platform.
Growing our Digital Native Enterprise (DNE) Customers (users that spend more than $500 in a month) is a critical focus for us, and we have successfully increased the number of these customers and their percentage of our total revenue.
We are highly focused on gaining a better understanding of the needs and growth plans of our existing customers, increasing our feature velocity and shaping our product roadmap around the needs of DNE Customers.
We intend to actively pursue both strategic partnerships and acquisitions that we believe will be complementary to our business, accelerate customer acquisition, increase usage of our platform and/or expand our product offerings in our core markets.
We believe our existing cash and cash equivalents, cash flow from operations and availability under our 2025 Credit Facility will be sufficient to support our requirements for working capital and capital expenditures, outstanding contractual commitments, debt and finance lease liabilities and equipment financing obligations for at least the next 12 months and in the long term.

Industry Context

StockSavvy.ai notes DigitalOcean's strong growth in the competitive cloud and AI/ML markets, particularly targeting Digital Native Enterprises (DNEs), positions it well against larger hyperscalers by offering simplicity and predictable economics, while differentiating from niche players with robust offerings. The significant expansion into AI/ML aligns with broader industry trends of increasing AI adoption and the demand for specialized, accessible cloud infrastructure for intelligent applications.

Comparison to Industry Standards

The aggregate worldwide IaaS and PaaS markets for individuals and companies with less than 500 employees is estimated to grow from approximately $138 billion in 2025 to $251 billion in 2028, representing a 22% compound annual growth rate (CAGR) according to IDC. DigitalOcean's overall revenue growth of 15% in 2025 is below this market growth rate, suggesting it is not fully capturing the broader market expansion, though its DNE customer revenue growth of 24% is more aligned with high-growth segments.
DigitalOcean competes with large, diversified technology companies like Amazon (AWS), Microsoft (Azure), Google (GCP), IBM (IBM Cloud), Alibaba (Alibaba Cloud), and Oracle (Oracle Cloud), which typically focus on larger enterprise customers. DigitalOcean differentiates by focusing on simplicity, scalability, and approachability for growing technology companies.
The company also competes with smaller/niche cloud service providers such as OVHcloud, Akamai (Linode), Hetzner, Vultr, and Contabo, differentiating itself with more robust and extensible offerings that allow customers to scale.
In AI/ML, DigitalOcean's Gradient AI Agentic Cloud competes with offerings from AWS, Azure, GCP, as well as specialized infrastructure providers like Coreweave and Lambda Labs, by providing production-ready GPU infrastructure and model-first inference workflows.
For Managed Hosting, DigitalOcean competes with digital agencies and other managed hosting providers like Kinsta and WP Engine, offering simple onboarding and outsourced infrastructure management.

Management Changes

Role	Previous Person	New Person	Effective Date	Reason
Chief Executive Officer	NA	Padmanabhan Srinivasan	February 18, 2026	Designated as a sole executive officer of the company.
Chief Financial Officer	NA	W. Matthew Steinfort	February 18, 2026	Designated as a sole executive officer of the company.
Chief Product and Technology Officer	NA	Vinay S. Kumar	February 18, 2026	Designated as a sole executive officer of the company.
Chief Revenue Officer	Lawrence DAngelo (Executive Officer)	Lawrence DAngelo (Non-Executive Officer)	February 18, 2026	No change to title, role, or responsibilities; no longer designated as an executive officer within the meaning of Rule 16a-1(f) under the U.S. Securities Exchange Act of 1934.
Director (Class II to Class I)	Hilary Schneider (Class II Director)	Hilary Schneider (Class I Director)	February 18, 2026	Reclassified to achieve an equal apportionment of membership among the Board's three director classes, with service deemed to have continued uninterrupted.

Corporate Governance

Change Type	Description	Effective Date	Impact Assessment
Certificate of Incorporation Amendment	The Amended and Restated Certificate of Incorporation (as corrected) was filed on June 10, 2025. It reaffirms the company's name, registered office, and purpose. It authorizes 760,000,000 shares (750,000,000 Common Stock, 10,000,000 Preferred Stock) with $0.000025 par value. The Board is authorized to issue Preferred Stock in series and fix its terms. The number of authorized shares of any class can be increased or decreased by a vote of stockholders, voting as a single class. Common Stock holders are entitled to one vote per share, but not on amendments solely related to Preferred Stock terms. The Board of Directors manages the business, fixes the number of directors, and directors are divided into three staggered classes (Class I, II, III) with three-year terms. Directors can only be removed for cause by an affirmative vote of at least 66 2/3% of the voting power of all then-outstanding shares. Vacancies on the Board are filled only by the Board. Stockholder actions can only be taken at annual or special meetings, not by written consent. The Board is expressly empowered to adopt, amend, or repeal the Bylaws; stockholders can also do so with an affirmative vote of at least 66 2/3% of the voting power. The liability of directors for monetary damages for breach of fiduciary duty is eliminated to the fullest extent permitted by law. The Court of Chancery of the State of Delaware is designated as the sole and exclusive forum for certain claims (e.g., derivative actions, fiduciary duty breaches, DGCL claims). The federal district courts of the United States are designated as the exclusive forum for claims arising under the Securities Act of 1933. The Certificate can be amended by statute, but Articles V, VI, and VII require a 66 2/3% stockholder vote. Officer liability for monetary damages for breach of fiduciary duty is eliminated to the fullest extent permitted by law, requiring a 66 2/3% stockholder vote to alter, amend, or repeal this provision.	June 10, 2025	Strengthens the corporate governance framework by clarifying stock structure, voting rights, and board composition. It enhances protections for directors and officers against monetary damages and establishes clear judicial forums for certain disputes, potentially reducing litigation uncertainty and costs. The high voting thresholds for certain amendments provide stability.
Non-Employee Director Compensation Policy Amendment	The Non-Employee Director Compensation Policy was amended and became effective as of October 16, 2025. It outlines annual cash compensation for Non-Employee Directors: $50,000 for Board service, an additional $25,000 for the Board Chair or Lead Independent Director. Annual committee member retainers are $10,000 for Audit, $7,500 for Compensation, and $5,000 for Nominating and Governance. Annual committee chair retainers (in lieu of member retainers) are $20,000 for Audit, $15,000 for Compensation, and $10,000 for Nominating and Governance. Equity compensation includes an Initial RSU (value of $400,000, vesting over three years) upon appointment and an Annual RSU (value of $200,000, vesting over one year) at each Annual Meeting. All unvested Initial and Annual RSUs fully vest immediately prior to the closing of a Corporate Transaction. Directors can decline compensation, and the company reimburses ordinary, necessary, and reasonable out-of-pocket travel expenses.	October 16, 2025	Provides a clear, competitive, and transparent compensation structure for non-employee directors, aligning their interests with long-term company performance and shareholder value. The automatic vesting upon a Corporate Transaction incentivizes directors during M&A scenarios, and the ability to decline compensation offers flexibility.

Legal Proceedings

The company is subject to legal claims or regulatory enforcement actions arising from the conduct of certain customers and may face additional lawsuits related to content or actions by customers or users.
In September 2023, a putative class action lawsuit alleging violations of U.S. federal securities laws was filed against the company and certain current and former executive officers, which was subsequently dismissed.
Lawsuits are costly to defend, time-consuming for management, and their outcomes are uncertain, potentially resulting in substantial damages or adverse publicity.

Related Party Transactions

In November 2023, the company entered into an arrangement with an affiliate of Access Industries, a greater than 5% beneficial owner of the company's common stock at the time. This arrangement involves referral fees and other payments for referring customers to the company, expiring on March 31, 2029.
For the year ended December 31, 2025, the company recognized $2,735,000 in related party affiliate expenses, consisting of $1,176,000 for marketing and referral activity fees, $431,000 for reimbursable compensation costs, and $1,128,000 for referral fees.

Stakeholder Impact

Shareholders: Will experience potential dilution from future equity issuances (e.g., conversion of convertible notes) but benefit from share buyback programs and strong financial performance. Anti-takeover provisions may limit acquisition premiums.
Employees: Benefit from competitive compensation, talent development programs, and employee engagement initiatives. Restructuring activities could impact morale and productivity, while stock-based compensation aligns interests with company performance.
Customers: Benefit from improved platform features, new AI/ML offerings, 24/7 customer support, and predictable pricing. Face potential risks from security incidents or service disruptions, and evolving data privacy concerns.
Suppliers/Partners: The company's reliance on a limited number of suppliers for equipment components and strategic partnerships for platform augmentation creates interdependence.
Creditors: Subject to the company's debt obligations (convertible notes, credit facility) and the restrictions imposed by credit agreements, but benefit from the company's strong cash flow generation and commitment to debt management.

Next Steps

Open new data center facilities in Memphis, Richmond, and Kansas City (United States) in 2026.
Continue to invest significantly in platform and product offerings, especially for Digital Native Enterprise (DNE) and AI/ML customers.
Expand developer engagement efforts by hosting regular in-person meetings and creating innovative knowledge-sharing hubs globally.
Actively pursue strategic partnerships and acquisitions that are complementary to the business, accelerate customer acquisition, increase platform usage, or expand product offerings.
Repay the remaining $312.3 million of 2026 Convertible Notes by their maturity date of December 1, 2026, using available capacity under the 2025 Credit Facility and cash on hand.
First quarterly installment payment for Term Loans under the 2025 Credit Facility is due on June 30, 2026.
Certain officers (Lawrence DAngelo, Cherie Barrett, W. Matthew Steinfort) have adopted Rule 10b5-1 plans contemplating sales of common stock between March 2026 and November 2027.

Key Dates

Date	Description
June 9, 2016	Original Certificate of Incorporation of DigitalOcean Holdings, Inc. filed with the Secretary of State of Delaware.
March 2021	Company completed its initial public offering (IPO).
November 2021	Issued $1,500,000,000 aggregate principal amount of 0.00% Convertible Senior Notes due 2026.
March 2022	Entered into a third amended and restated credit agreement (2022 Credit Facility).
September 1, 2022	Acquired 100% of the outstanding equity interests of Cloudways Ltd.
July 5, 2023	Acquired 100% of Paperspace Co.
November 2023	Entered into an arrangement with an affiliate of Access Industries (a greater than 5% beneficial owner) for referral fees.
February 12, 2024	Padmanabhan Srinivasan joined the company as Chief Executive Officer.
February 20, 2024	Board of Directors approved a share repurchase program of up to an aggregate of $140,000,000 of common stock.
April 11, 2024	Granted a Long Term Incentive Plan (LTIP) Performance-Based Restricted Stock Unit (PRSU) award (2024 LTIP PRSU).
October 1, 2024	Change in useful life of servers and related equipment from five to six years became effective.
May 5, 2025	Entered into a new credit agreement (2025 Credit Facility) and terminated the 2022 Credit Facility.
July 1, 2025	Early adopted ASU 2024-04 on a prospective basis.
July 4, 2025	The One Big Beautiful Bill Act (OBBBA) was enacted in the U.S.
July 2025	Completed the $140,000,000 share buyback program.
August 11, 2025	Adopted the 2025 Share Buyback Program authorizing the repurchase of up to $100,000,000 of common stock.
August 14, 2025	Issued $625,000,000 aggregate principal amount of 0.00% Convertible Senior Notes due 2030 in a private offering.
August 14, 2025	Drew down $380,000,000 on Term Loan A under the 2025 Credit Facility.
August 14, 2025	Repurchased approximately $1,187,678,000 aggregate principal amount of 2026 Convertible Notes.
October 16, 2025	Amended and Effective date of the Non-Employee Director Compensation Policy.
November 9, 2025	Lawrence DAngelo, Chief Revenue Officer, adopted a Rule 10b5-1(c) trading plan.
November 11, 2025	Cherie Barrett, Chief Accounting Officer, adopted a Rule 10b5-1(c) trading plan.
November 13, 2025	W. Matthew Steinfort, Chief Financial Officer, adopted a Rule 10b5-1(c) trading plan.
December 2025	FASB issued ASU No. 2025-11, Interim Reporting (Topic 270): Narrow-scope Improvements.
December 15, 2025	Effective date for ASU 2023-09, Income Taxes (Topic 740) Improvements to Income Tax Disclosures (early adopted by the company).
December 15, 2025	Effective date for ASU 2025-05, Financial Instruments Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets.
December 31, 2025	Fiscal year ended.
January 2026	Entered into finance leases for servers and related equipment with total estimated undiscounted payments of $60,698,000.
January 2026 April 2026	Scheduled commencement of $599,408,000 of estimated undiscounted fixed payment obligations for data center facility leases.
February 2026	Borrowed an additional $120,000,000 under the 2025 Credit Facility as a term loan.
February 17, 2026	91,996,094 shares of common stock outstanding.
February 18, 2026	Board of Directors completed a process to reclassify Hilary Schneider from Class II to Class I director.
February 18, 2026	Board of Directors designated Padmanabhan Srinivasan, W. Matthew Steinfort, and Vinay S. Kumar as the sole executive officers of the company.
February 24, 2026	Annual Report on Form 10-K filed.
March 2, 2026 June 3, 2026	Lawrence DAngelo's Rule 10b5-1(c) trading plan contemplates the sale of up to 24,283 shares of common stock.
March 2, 2026 November 1, 2026	Cherie Barrett's Rule 10b5-1(c) trading plan contemplates the sale of up to 22,000 shares of common stock.
March 2, 2026 November 12, 2027	W. Matthew Steinfort's Rule 10b5-1(c) trading plan contemplates the sale of up to 80,000 shares of common stock.
June 30, 2026	Commencement of equal quarterly installment payments for Term Loans under the 2025 Credit Facility.
December 1, 2026	Remaining $312,322,000 principal of 2026 Convertible Notes mature.
December 15, 2026	Effective date for ASU 2024-03, Income Statement Reporting Comprehensive Income Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses.
July 31, 2027	The 2025 Share Buyback Program expires.
December 15, 2027	Effective date for ASU 2025-06, Intangibles Goodwill and Other Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software (for the Company).
December 15, 2027	Effective date for ASU 2025-11, Interim Reporting (Topic 270): Narrow-scope Improvements (for public business entities).
August 15, 2028	Earliest date the company may redeem the 2030 Convertible Notes.
March 31, 2029	Related party arrangement with an affiliate of Access Industries expires.
August 15, 2030	The 2030 Convertible Notes mature.
2039 and 2040	Expiration dates for the company's six issued patents.
Beginning in 2031	State Net Operating Loss (NOL) carryforwards begin to expire.
Beginning in 2042	Federal tax credit carryforwards begin to expire.

Recommendation

strong buy

The company demonstrated exceptional financial performance in 2025 with a 207% increase in net income and a 72.5% rise in operating income, driven by robust revenue growth from Digital Native Enterprise (DNE) customers and strategic expansion into the high-growth AI/ML market. The improvement in Net Dollar Retention (NDR) to 100% indicates strong customer loyalty and expansion. While debt levels are notable, the company actively manages its capital structure through convertible note repurchases and new financing, and has a clear strategy for future growth through product innovation, community engagement, and strategic partnerships. The release of a significant tax valuation allowance further bolsters the financial outlook. These factors, combined with a clear focus on a rapidly expanding market segment, suggest strong future potential.

Keywords

DigitalOcean, DOCN, Cloud Computing, AI, Machine Learning, IaaS, PaaS, SaaS, Digital Native Enterprise, SEC Filing, 10-K, Financial Results, Corporate Governance, Convertible Notes, Data Centers, Cybersecurity, Growth Strategy

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