NCNO.NASDAQNcino, INC

10-K: nCino Achieves GAAP Profitability Amidst AI Push and Strategic Acquisitions

Sentiment:

Annual Report


nCino, a cloud banking leader, reported its first GAAP net income in fiscal 2026, driven by strong subscription revenue growth and strategic investments in AI and acquisitions.

Capital raiseSubsequent to January 31, 2026, the company entered into an Incremental Facility Amendment for a senior secured incremental term loan of $200.0 million.The proceeds from this term loan will be used to reduce a portion of the outstanding balance on the revolving credit facility and to finance an accelerated share repurchase program.
Better than expectedAchieved GAAP net income of $5.2 million in fiscal 2026, a significant improvement from net losses in previous years, indicating a positive shift in financial performance.Net cash provided by operating activities increased substantially to $90.1 million, demonstrating improved cash generation from core operations.ACV net retention rate improved to 112%, suggesting stronger customer expansion and value realization than in prior periods.

Summary

  • nCino achieved GAAP net income of $5.2 million for fiscal year ended January 31, 2026, a significant improvement from net losses of $(37.9) million in fiscal 2025 and $(42.3) million in fiscal 2024.
  • Total revenues grew to $594.8 million in fiscal 2026, up from $540.7 million in fiscal 2025, representing a 10.0% year-over-year increase.
  • Subscription revenues, which constitute 88.0% of total revenues, increased by 11.5% to $523.1 million in fiscal 2026 from $469.2 million in fiscal 2025.
  • The company's ACV net retention rate improved to 112% in fiscal 2026, up from 106% in fiscal 2025, indicating successful expansion within existing customer accounts, including nCino's AI capabilities.
  • nCino completed the acquisition of Sandbox Banking for $62.9 million in February 2025, enhancing data connectivity and integration capabilities.
  • A workforce reduction of approximately 7% and office space reductions were implemented in May 2025, incurring $10.1 million in restructuring charges.
  • The company completed a $100.0 million stock repurchase program in Q3 fiscal 2026 and authorized another $100.0 million program in December 2025, with $75.0 million remaining as of January 31, 2026.
  • Research and development expenses were $127.5 million, or 21.4% of total revenues, in fiscal 2026, reflecting continued investment in product functionality and AI.
  • Net cash provided by operating activities significantly increased to $90.1 million in fiscal 2026, compared to $55.2 million in fiscal 2025.
  • The agreement with Salesforce, on which fundamental elements of the nCino Platform are built, was extended to January 31, 2031.

Sentiment

Score: 8

Explanation: StockSavvy.ai views this filing positively due to the achievement of GAAP profitability, strong operating cash flow, and improved customer retention, signaling a maturing business model and effective strategic execution, despite a decelerating revenue growth rate.

Positives

  • Achieved GAAP net income of $5.2 million in fiscal 2026, marking a significant turnaround from prior year losses.
  • Strong growth in total revenues (10.0% year-over-year) and subscription revenues (11.5% year-over-year) in fiscal 2026.
  • Improved ACV net retention rate of 112% in fiscal 2026, demonstrating successful 'land and expand' strategy and customer adoption of AI capabilities.
  • Significant increase in net cash provided by operating activities to $90.1 million in fiscal 2026, indicating improved operational efficiency and cash generation.
  • Successful integration of acquisitions like Sandbox Banking, DocFox, ILT, and FullCircl, augmenting platform capabilities in mortgage lending, onboarding, account opening, and advanced analytics/AI.
  • Extension of the strategic agreement with Salesforce until January 31, 2031, providing stability for the core platform infrastructure.
  • Commitment to returning capital to shareholders through stock repurchase programs, with $125.0 million repurchased in fiscal 2026 and an additional $75.0 million authorized.

Negatives

  • The rate of revenue growth has declined year-over-year, with total revenue growth at 10.0% in fiscal 2026 compared to 13.5% in fiscal 2025.
  • Professional services and other revenues remained flat in fiscal 2026 compared to fiscal 2025, and the gross margin for these services declined to (18.7)% from (13.2)%.
  • Cash and cash equivalents decreased to $88.4 million at January 31, 2026, from $120.9 million at January 31, 2025.
  • Interest expense significantly increased to $17.5 million in fiscal 2026 from $8.8 million in fiscal 2025, primarily due to increased borrowings on the revolving credit facility.
  • The company incurred $10.1 million in restructuring charges in fiscal 2026 due to a workforce reduction and office space adjustments.
  • The U.S. mortgage business has been negatively impacted by fluctuating interest rates and demand for mortgage-related products and services.

Risks

  • Growth strategy increasingly depends on customer adoption and effective use of AI capabilities; failure to meet expectations could adversely affect business and competitive position.
  • Increased focus on AI/ML technologies may result in reputational harm or liability due to ethical/social issues, regulatory uncertainty, or flawed content generation.
  • Intense and highly fragmented competitive markets, including increasing adoption of AI/ML offerings by competitors, could adversely affect business and results of operations.
  • Concentration of customer base in the cloud-based financial services industry makes the company vulnerable to industry downturns, consolidation, or decreased technology spending.
  • Difficulty in predicting future operating results due to limited operating history at the current scale of business.
  • Inability to sustain GAAP profitability in the future despite achieving it in fiscal 2026.
  • Failure to attract new customers or broaden existing customers' use of solutions, particularly with the new asset-based pricing model, could adversely affect revenue growth.
  • Failure to accurately anticipate and respond to rapid technological changes, including AI/ML developments, could impair customer attraction and retention.
  • Declining revenue growth rate may continue in the future.
  • Quarterly results may fluctuate significantly and not fully reflect underlying business performance.
  • Failure to attract and retain additional qualified personnel, especially those with AI/ML expertise, could prevent execution of business strategy.
  • Inaccurate prediction of long-term customer subscription renewals or adoption of solutions, or the impact of the asset-based pricing model.
  • Downturns or upturns in business may not be reflected in results of operations until future periods due to subscription revenue recognition over contract terms.
  • Significant risks from diverse and evolving cybersecurity threats, including increased threats from AI/ML, could lead to data breaches, reputational harm, and liability.
  • Privacy and data security concerns, data collection/transfer restrictions, and evolving domestic/foreign regulations (e.g., CCPA, CPRA, GLBA, FCRA, GDPR, NISD2, DORA) may limit solution adoption and adversely affect business.
  • Fundamental elements of the nCino Platform are built on the Salesforce Platform, and reliance on this agreement poses a risk if the relationship terminates or Salesforce competes directly.
  • Dependence on data centers operated by Salesforce, AWS, and other third parties; any disruption could adversely affect business.
  • Failure to comply with laws and regulations applicable to technology providers to highly regulated financial institutions could adversely affect business and increase costs.
  • Risks associated with acquisitions, investments, partnerships, or divestitures, including integration challenges, management distraction, and dilution to stockholders.
  • Legal proceedings could adversely affect operations, damage reputation, and be costly.
  • Inability to maintain corporate culture as the company grows could lead to loss of innovation, creativity, and teamwork.
  • Implementation challenges, including reliance on System Integrators (SIs), could adversely affect business and customer relationships.
  • Failure to manage rapid growth effectively could impair business plan execution and customer satisfaction.
  • Defects, errors, or other performance problems in solutions, especially AI-powered features, could harm reputation and result in significant costs.
  • Reliance on third-party software, content, and services for solutions.
  • Failure to successfully expand internationally exposes the company to various regulatory, economic, and political risks.
  • Failure to effectively expand sales capabilities could harm ability to increase customer base.
  • Failure to provide effective customer training and high-quality customer support could adversely affect business and reputation.
  • Unpredictable, time-consuming, and costly sales cycle.
  • Failure to protect proprietary technology and intellectual property rights could adversely affect business.
  • Use of open source software may restrict use or distribution of solutions or lead to litigation.
  • Assertions by third parties of intellectual property infringement could result in significant costs.
  • Limited ability to raise capital in a timely manner or on acceptable terms in the future.
  • Ability to use net operating loss carryforwards and certain other tax attributes may be limited.
  • Amendments to existing tax laws, rules, or regulations, or enactment of new unfavorable tax laws (e.g., OBBBA), could adversely affect business and operating results.
  • Market price volatility of common stock, regardless of operating performance.
  • No intention to pay dividends for the foreseeable future.
  • Future securities issuances could result in significant dilution to existing stockholders.
  • Stock repurchase programs may not be fully consummated or enhance stockholder value, and could affect stock price.
  • Delaware law and provisions in the certificate of incorporation and bylaws could make a merger, tender offer, or proxy contest difficult.
  • Designation of Delaware courts as exclusive forum for disputes could limit stockholders' ability to choose judicial forum.
  • Uncertain, volatile, or weakened economic conditions, including inflation and rising interest rates, may adversely affect the industry and business.
  • Natural or man-made disasters and other similar events may significantly disrupt business.
  • If securities or industry analysts do not publish research or publish inaccurate/unfavorable research, stock price could decline.
  • Failure to maintain adequacy of internal controls over financial reporting may adversely affect investor confidence.
  • Restrictive covenants in the Credit Facility may limit operating flexibility.

Future Outlook

nCino plans to continue investing in product development, particularly in embedding more agentic workflows and tailored intelligence across its platform, and expanding sales and marketing efforts both domestically and internationally. The company expects subscription revenues to make up an increasing proportion of total revenues over time and aims to optimize operating plans for continued revenue growth and profitability. Future capital requirements will depend on growth rate, R&D spending, market acceptance, sales expansion, capital expenditures, stock repurchases, and potential acquisitions.

Management Comments

  • "We intend to continue growing our business by executing on the following strategies: Expand Within and Across Our Existing Customers, Expand Our Customer Base, Continue Strengthening and Extending Our Product Functionality, Foster and Grow Our Technology and Consulting Partner Ecosystem, and Selectively Pursue Strategic Transactions."
  • "We invested 21.4% of our revenues back into research and development in fiscal 2026, and we expect to continue to invest in fiscal 2027 to further extend the breadth and depth of the nCino Platform."
  • "Our ability to successfully implement our asset-based pricing model, which we began implementing in fiscal 2025, and our success in implementing AI capabilities in ways that our customers perceive as adding value, will also be key drivers."
  • "To capitalize on the market opportunity we see ahead of us, we expect to continue to optimize our operating plans for revenue growth and profitability."
  • "We believe that current cash and cash equivalents as well as borrowings available under the 2024 Credit Facility will be sufficient to fund our operations and capital requirements for at least the next 12 months."

Industry Context

StockSavvy.ai notes that nCino operates in a highly competitive and rapidly evolving cloud-based financial services industry, where the adoption of AI/ML technologies is becoming a critical differentiator. The company's strategic focus on embedding AI-driven capabilities and transitioning to an asset-based pricing model aligns with broader industry trends towards value-based solutions and intelligent automation. While nCino faces competition from established point solution vendors and emerging AI-focused fintech startups, its unified platform approach and deep banking domain expertise position it favorably. The macroeconomic environment, particularly fluctuating interest rates, continues to impact the financial services sector, as evidenced by the negative effect on nCino's U.S. mortgage business, highlighting the sensitivity of its customer base to economic conditions.

Comparison to Industry Standards

  • nCino's ACV net retention rate of 112% in fiscal 2026 is a strong indicator of customer satisfaction and expansion, comparing favorably to many SaaS companies in the financial technology sector, where a rate above 100% is generally considered healthy, and above 110% is excellent.
  • The company's R&D spend of 21.4% of total revenues in fiscal 2026 is competitive within the software industry, demonstrating a commitment to innovation, particularly in AI, similar to peers like Salesforce (which often invests 15-20% of revenue in R&D) or other enterprise software providers.
  • Achieving GAAP profitability in fiscal 2026, after a history of losses, positions nCino more favorably compared to many high-growth tech companies that prioritize market share over immediate profitability, aligning it with more mature and financially disciplined software firms.

Management Changes

RolePrevious PersonNew PersonEffective DateReason
President and Chief Executive OfficerPierre NaudSean Desmond2025-02-01Retirement of previous CEO.
Executive Chairman of the BoardN/APierre Naud2025-02-01Transition from CEO role.
Non-employee Director and Chairman of the BoardExecutive Chairman of the Board (Pierre Naud)Pierre Naud2026-02-01Transition from Executive Chairman role.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Policy AdoptionAdopted an Insider Trading and Confidentiality Policy to promote compliance with insider trading laws and prevent improper conduct.2025-12-01Enhances internal controls and ethical standards for securities trading by covered persons, including directors and executive officers.
Policy AdoptionAdopted a Policy on Recoupment of Incentive Compensation, providing for the recoupment of erroneously awarded incentive-based compensation in the event of a financial restatement.2025-12-01Aligns with SEC rules and Nasdaq listing standards implementing the Dodd-Frank Act, strengthening accountability for executive compensation tied to financial performance.

Legal Proceedings

  • No proceedings or claims pending against the company are believed to have a material adverse effect on the company.

Related Party Transactions

  • Sold all shares in ZestFinance, Inc. (d/b/a ZEST AI) during the first quarter of fiscal year 2026, realizing a gain of $1.2 million. Zest AI was previously considered a related party due to affiliations with Insight Partners, a beneficial owner of nCino.

Stakeholder Impact

  • **Shareholders**: Potential for increased value through GAAP profitability, stock repurchase programs, and strategic growth initiatives, but also dilution risk from future equity issuances and market price volatility.
  • **Employees**: Workforce reduction of approximately 7% in May 2025 impacted employees, but the company emphasizes strong corporate culture, total rewards, and employee involvement programs. Competition for AI/ML talent is intense, potentially leading to higher compensation costs.
  • **Customers (Financial Institutions)**: Benefit from enhanced, AI-driven cloud banking solutions, improved efficiency, and risk management. Transition to asset-based pricing aims to align value, but customer adoption and satisfaction with new models are crucial.
  • **Suppliers/Partners (e.g., Salesforce, AWS)**: Continued reliance on key technology partners like Salesforce and AWS for platform infrastructure and data centers, indicating stable relationships but also dependence risks.
  • **Creditors**: The company's increased borrowings under the revolving credit facility and new term loan, along with associated covenants, impact its debt profile and financial flexibility.

Next Steps

  • Continue to invest in product development, particularly embedding more agentic workflows and tailored intelligence across the platform in fiscal 2027.
  • Expand sales and marketing efforts both in the U.S. and internationally.
  • Optimize operating plans for revenue growth and profitability.
  • Monitor the impact of the macroeconomic environment on the business, especially the U.S. mortgage segment.
  • Complete the remaining $75.0 million of the December 2025 Stock Repurchase Program.
  • Execute the $100.0 million Accelerated Share Repurchase (ASR) program, with final settlement expected in the second quarter of fiscal 2027.
  • Continue to assess the realizability of deferred tax assets and manage valuation allowances.
  • Evaluate the impact of new accounting standards (ASU 2024-03, ASU 2025-05, ASU 2025-06, ASU 2025-11) on consolidated financial statements.

Key Dates

DateDescription
2011-12-01nCino was spun out as a separate company from a bank to help institutions solve challenges using cloud-based technology.
2014-01-01Scaled the nCino platform to enterprise banks in the U.S.
2017-01-01Expanded internationally.
2019-10-01Entered into an agreement with Japan Cloud Computing, L.P. and M30 LLC to establish nCino K.K. for entry into the Japanese market.
2020-06-19Original agreement with Salesforce superseded and replaced.
2020-07-01Board of Directors adopted and stockholders approved the Employee Stock Purchase Plan (ESPP).
2021-07-01First offering period for the ESPP began.
2022-02-11Entered into the 2022 Credit Agreement for a senior secured revolving credit facility of up to $50.0 million.
2023-12-20Agreement with Salesforce amended and its term extended.
2024-02-09First Amendment to Credit Agreement.
2024-03-17Second Amendment to Credit Agreement, increasing borrowing availability to $100.0 million.
2024-03-20Acquired DocFox, Inc. (DocFox Acquisition Date).
2024-04-01Acquired Integrated Lending Technologies, LLC (ILT Acquisition Date).
2024-10-28Terminated 2022 Credit Agreement and entered into new 2024 Credit Agreement for a $250.0 million revolving credit facility.
2024-11-05Acquired Artesian Solutions Limited (FullCircl Acquisition Date).
2025-02-01Sean Desmond appointed President and Chief Executive Officer; Pierre Naud appointed Executive Chairman of the Board.
2025-02-07Acquired Alphapack, Co. dba Sandbox Banking (Sandbox Acquisition Date).
2025-03-01Board of Directors authorized a $100.0 million stock repurchase program (March 2025 Stock Repurchase Program).
2025-05-27Announced a workforce reduction of approximately 7% and office space reductions (2026 Restructuring Plan).
2025-07-01U.S. enacted the One Big Beautiful Bill Act (OBBBA), making significant changes to the Code.
2025-09-04Sean Desmond adopted a Rule 10b5-1 trading arrangement.
2025-12-01Board of Directors adopted Insider Trading and Confidentiality Policy and Policy on Recoupment of Incentive Compensation.
2025-12-05Sean Desmond's original 10b5-1 plan trading window began.
2025-12-08Company announced a new $100.0 million stock repurchase program (December 2025 Stock Repurchase Program).
2026-01-06Sean Desmond modified his Rule 10b5-1 trading arrangement, terminating the original plan.
2026-01-13Pierre Naud adopted a Rule 10b5-1 trading arrangement.
2026-01-13April Rieger adopted a Rule 10b5-1 trading arrangement.
2026-01-15Gregory D. Orenstein adopted a Rule 10b5-1 trading arrangement.
2026-01-17The EU Digital Operational Resilience Act (DORA) took effect.
2026-01-30Second Amendment to Office Lease (New Building) and Fourth Amendment to Office Lease (Existing Building) signed, extending lease terms to October 31, 2039.
2026-01-31Fiscal year ended.
2026-02-01Pierre Naud transitioned to serving as a non-employee director and Chairman of the Board.
2026-03-30Entered into an Incremental Facility Amendment to the 2024 Credit Agreement for a $200.0 million senior secured incremental term loan.
2026-03-31Entered into an Accelerated Share Repurchase (ASR) agreement for $100.0 million.
2026-04-06Sean Desmond's Modified Desmond Plan trading window began.
2026-06-01April Rieger's Rule 10b5-1 trading arrangement duration began.
2026-06-01Gregory D. Orenstein's Rule 10b5-1 trading arrangement duration began.
2027-01-01Beginning of the period when nCino K.K. non-controlling interest may be redeemed.
2027-02-01Sean Desmond's Modified Desmond Plan trading window ends.
2027-07-01ESPP offering periods begin.
2028-11-30Deadline to exercise the purchase option for headquarters facilities.
2029-10-28Maturity date of the 2024 Credit Facility and the $200.0 million Term Loan.
2031-01-31Salesforce agreement term expires, unless earlier terminated or automatically renewed.
2038-02-28Deadline to exercise the First Extension Option for headquarters facilities.
2039-10-31Expiration date of the headquarters facilities leases.
2046-02-28Deadline to exercise the Second Extension Option for headquarters facilities.

Recommendation

hold

nCino's achievement of GAAP profitability and strong operating cash flow are significant positive developments, indicating a maturing business model and effective cost management. The improving ACV net retention rate also suggests strong customer value and expansion. However, the decelerating revenue growth rate and increased debt load for share repurchases introduce some caution. The company's heavy reliance on AI adoption and the competitive landscape for AI solutions present both opportunities and risks. A 'hold' recommendation reflects the balance between these positive financial milestones and the ongoing execution risks in a dynamic market, suggesting investors monitor continued growth acceleration and AI adoption before making further commitments.

Keywords

Cloud Banking, Financial Technology, FinTech, AI, Artificial Intelligence, Machine Learning, Loan Origination, Account Opening, Onboarding, Credit Monitoring, Financial Institutions, SaaS, Software as a Service, SEC Filing, 10-K, NCNO, Salesforce Platform, Digital Transformation, Risk Management, Corporate Governance

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