Asana (ASAN) risk factors, FY2026 10-K

Asana's FY2026 10-K, filed Mar 13, 2026, lists 59 risk factors in 5 groups. Against the prior year's 60: 4 new, 5 dropped, 13 substantially reworded.

Risk factors listed
595 groups
New this year
4vs 60 last year
Dropped
5since the prior 10-K
Substantially reworded
13of those kept
Section length
25k wordsItem 1A

What the changes say

  • Asana added new risks regarding AI data practices, third-party infrastructure dependence, mobile app performance, and cross-border data transfer laws.
  • Executive leadership changed with Daniel Rogers replacing Dustin Moskovitz as CEO in July 2025.
  • Tax risk updates specifically cite the One Big Beautiful Bill Act enacted on July 4, 2025.

What changed since the prior 10-K

New

  • NewRisks Related to Our Business and Industry

    we may have to adapt our business practices, contractual arrangements, and services to comply with such obligations. The effects of these regulations are difficult to predict, and other jurisdictions may adopt similar laws

    Privacy laws regulating AI and automated decision-making may restrict our technology use, require data disgorgement like the FTC has demanded of others, or cause fines.

  • NewRisks Related to Our Business and Industry

    or interprets its terms of service or policies in a manner that is unfavorable with respect to us, our business, results of operations, and financial condition could be harmed

    We rely on third-party hardware, software, and infrastructure, and any unavailability, integration delays, or defects could disrupt our platform and business operations.

  • NewRisks Related to Our Business and Industry

    would be harmed. If we are not permitted or able to integrate with these and other third-party applications in the future, our business, results of operations, and financial condition would be harmed

    Loss of interoperability between our mobile or desktop applications and third-party operating systems, protocols, or cloud hardware could harm platform adoption.

  • NewRisks Related to Government Regulation and Legal Matters, including Taxation and Intellectual Property

    inspection rights, or private litigation related to processing of personal information brought by classes of data subjects or consumer protection organizations authorized at law to represent their interests

    Data localization laws and cross-border transfer restrictions, such as EU GDPR and Swiss and UK rules, increase our cost and compliance complexity.

Dropped

  • DroppedRisks Related to Our Business and Industry

    lengthened sales cycles, and diversion of our own sales and professional services resources to a smaller number of larger customers. If our efforts to sell to organizations of all sizes are not successful or do not generate additional revenues, our business, results of operations, and financial condition would suffer

  • DroppedRisks Related to Our Business and Industry

    companies specifically offering work management solutions, companies offering productivity suites, and companies specializing in vertical solutions that address a portion of our market

  • DroppedRisks Related to Our Business and Industry

    of our business. Threat actors may also gain access to other networks and systems after a compromise of our networks and systems

  • DroppedRisks Related to Government Regulation and Legal Matters, including Taxation and Intellectual Property

    various methods, including chatbot and session replay providers, or via third-party marketing pixels. Our inability or failure to obtain consent for these practices could result in adverse consequences, including class action litigation and mass arbitration demands

  • DroppedRisks Related to Government Regulation and Legal Matters, including Taxation and Intellectual Property

    we are unsuccessful in collecting such taxes due from our customers, we would be held liable for such costs, thereby adversely affecting our results of operations and harming our business

Reworded

  • 86% rewrittenRisks Related to Our Business and Industry

    We operate in a highly competitive industry, and competition presents an ongoing threat to the success of our business. Our ability to compete and ensure our success requires developments in our technology, including the successful deployment of artificial intelligence in our products

    Added a specific focus on the need for artificial intelligence developments to maintain competitive success.

  • 77% rewrittenRisks Related to Our Business and Industry

    Our use of AI and machine learning technologies in our products and operations gives rise to legal, business, and operational risks. Legal, regulatory, social and ethical issues relating to the use of AI and machine learning technologies in our products and business may result in reputational harm and liability

    Expanded AI risks to include automated decision-making technologies alongside machine learning.

  • 65% rewrittenRisks Related to Government Regulation and Legal Matters, including Taxation and Intellectual Property

    Changes in tax laws or regulations could be enacted or existing tax laws or regulations could be applied to us or our customers in a manner that could increase the costs of our platform and harm our business

    Added a specific citation to the United States federal tax legislation enacted on July 4, 2025, named the One Big Beautiful Bill Act.

  • 61% rewrittenRisks Related to Our Business and Industry

    Failure to effectively develop and leverage our sales capabilities would harm our ability to expand usage of our platform within our customer base and achieve broader market acceptance of our platform

    No substantive changes were made to the sales capabilities risk text.

  • 60% rewrittenRisks Related to Our Business and Industry

    We may not be able to effectively manage our growth

    No substantive changes were made to the text of this growth management risk.

  • 59% rewrittenRisks Related to Our Business and Industry

    The loss of one or more of our key personnel could harm our business

    Updated executive changes to name Daniel Rogers joining as CEO in July 2025 and Dustin Moskovitz transitioning to Chair of the board.

  • 45% rewrittenRisks Related to Government Regulation and Legal Matters, including Taxation and Intellectual Property

    Our use of “open source” and third-party software could impose unanticipated conditions or restrictions on our ability to commercialize our solutions and could subject us to possible litigation

    No substantive changes were made to the open source software risk text.

  • 42% rewrittenRisks Related to Our Business and Industry

    If we are unable to ensure that our platform interoperates with a variety of software applications that are developed by others, including our integration partners, we may become less competitive and our results of operations may be harmed

    No substantive changes were made to the API integration and third-party software interoperability risk text.

  • 35% rewrittenRisks Related to Our Business and Industry

    If the market for work management solutions develops more slowly than we expect or declines, our business would be adversely affected

  • 26% rewrittenRisks Related to Our Business and Industry

    We rely on traditional web search engines to direct traffic to our website. If our website fails to rank prominently in unpaid search results, traffic to our website could decline and our business would be adversely affected

  • 25% rewrittenRisks Related to Our Business and Industry

    If we fail to manage our technical operations infrastructure, or experience service outages, interruptions, or delays in the deployment of our platform, our results of operations may be harmed

  • 22% rewrittenRisks Related to Government Regulation and Legal Matters, including Taxation and Intellectual Property

    We are subject to various export, import, and trade and economic sanction laws and regulations that could impair our ability to compete in international markets and subject us to liability for noncompliance

  • 21% rewrittenRisks Related to Our Business and Industry

    Sales to government entities, customers reliant on government funding, and other government contractors are subject to a number of additional challenges and risks

All 59 risk factors

Headings as the filing states them, in filing order.

Risks Related to Our Business and Industry

  1. 01Our prior growth rates may not be indicative of our future growth
  2. 02We have a limited operating history at our current scale, which makes it difficult to evaluate our future prospects and may increase the risk that we will not be successful
  3. 03We have a history of losses, and we may not be able to achieve profitability or, if achieved, sustain profitability
  4. 04We believe our long-term value as a company will be greater if we focus on growth, which may negatively impact our profitability in the near and medium term
  5. 05Our quarterly and annual results may fluctuate significantly and may not meet our expectations or those of investors or securities analysts
  6. 06Any one or more of the factors above may result in significant fluctuations in our quarterly and annual results of operations, which may negatively impact the trading price of our Class A common stock. You should not rely on our past results as an indicator of our future performance
  7. 07We may not be able to effectively manage our growth60% rewritten
  8. 08One of our marketing strategies is to offer free and trial subscription plans, and we may not be able to continue to realize the benefits of this strategy
  9. 09We derive substantially all of our revenues from a single software solution and products available as add-ons to that solution
  10. 10If the market for work management solutions develops more slowly than we expect or declines, our business would be adversely affected35% rewritten
  11. 11We operate in a highly competitive industry, and competition presents an ongoing threat to the success of our business. Our ability to compete and ensure our success requires developments in our technology, including the successful deployment of artificial intelligence in our products86% rewritten
  12. 12Failure to effectively develop and leverage our sales capabilities would harm our ability to expand usage of our platform within our customer base and achieve broader market acceptance of our platform61% rewritten
  13. 13Our use of AI and machine learning technologies in our products and operations gives rise to legal, business, and operational risks. Legal, regulatory, social and ethical issues relating to the use of AI and machine learning technologies in our products and business may result in reputational harm and liability77% rewritten
  14. 14we may have to adapt our business practices, contractual arrangements, and services to comply with such obligations. The effects of these regulations are difficult to predict, and other jurisdictions may adopt similar lawsNew
  15. 15If we fail to manage our technical operations infrastructure, or experience service outages, interruptions, or delays in the deployment of our platform, our results of operations may be harmed25% rewritten
  16. 16or interprets its terms of service or policies in a manner that is unfavorable with respect to us, our business, results of operations, and financial condition could be harmedNew
  17. 17Real or perceived errors, failures, vulnerabilities, or bugs in our platform would harm our business, results of operations, and financial condition
  18. 18If we are unable to ensure that our platform interoperates with a variety of software applications that are developed by others, including our integration partners, we may become less competitive and our results of operations may be harmed42% rewritten
  19. 19would be harmed. If we are not permitted or able to integrate with these and other third-party applications in the future, our business, results of operations, and financial condition would be harmedNew
  20. 20The loss of one or more of our key personnel could harm our business59% rewritten
  21. 21We must continue to attract and retain highly qualified personnel in very competitive markets to continue to execute on our business strategy and growth plans
  22. 22Our culture has contributed to our success, and if we cannot maintain this culture as we grow, we could lose the employee engagement fostered by our culture, which could harm our business
  23. 23Issues and regulations related to human capital, and stakeholder responses thereto, may have an adverse effect on our business, financial condition, and results of operations and may damage our reputation
  24. 24Our business depends on a strong brand, and if we are not able to maintain and enhance our brand, our ability to expand our base of customers may be impaired, and our business and results of operations will be harmed
  25. 25If we fail to offer high-quality customer support, our business and reputation will suffer
  26. 26We rely on third parties maintaining open marketplaces to distribute our mobile application. If such third parties interfere with the distribution of our platform, our business would be adversely affected
  27. 27We rely on traditional web search engines to direct traffic to our website. If our website fails to rank prominently in unpaid search results, traffic to our website could decline and our business would be adversely affected26% rewritten
  28. 28Sales to customers outside the United States and our international operations expose us to risks inherent in international sales and operations
  29. 29Sales to government entities, customers reliant on government funding, and other government contractors are subject to a number of additional challenges and risks21% rewritten
  30. 30If we experience excessive fraudulent activity, we could incur substantial costs and lose the right to accept credit cards or other payment methods for payment, which could cause our customer base to decline significantly
  31. 31We may engage in merger and acquisition activities, which would require significant management attention, disrupt our business, dilute stockholder value, and adversely affect our business, results of operations, and financial condition

Risks Related to Government Regulation and Legal Matters, including Taxation and Intellectual Property

  1. 32We may become subject to intellectual property rights claims and other litigation that are expensive to support, and if resolved adversely, could have a material adverse effect on us
  2. 33If we are unable to protect our intellectual property rights, the value of our brand and other intangible assets may be diminished, and our business may be adversely affected
  3. 34Our failure to obtain or maintain the right to use certain of our intellectual property would negatively affect our business
  4. 35Any future litigation against us could be costly and time-consuming to defend
  5. 36Our use of “open source” and third-party software could impose unanticipated conditions or restrictions on our ability to commercialize our solutions and could subject us to possible litigation45% rewritten
  6. 37inspection rights, or private litigation related to processing of personal information brought by classes of data subjects or consumer protection organizations authorized at law to represent their interestsNew
  7. 38We are subject to anti-corruption, anti-bribery, and similar laws, and our failure to comply with these laws could subject us to criminal penalties or significant fines and harm our business and reputation
  8. 39We are subject to various export, import, and trade and economic sanction laws and regulations that could impair our ability to compete in international markets and subject us to liability for noncompliance22% rewritten
  9. 40Changes in tax laws or regulations could be enacted or existing tax laws or regulations could be applied to us or our customers in a manner that could increase the costs of our platform and harm our business65% rewritten
  10. 41Our business, results of operations, and financial condition may be harmed if we are required to collect sales, value added, or other related taxes for subscriptions to our platform in jurisdictions where we have not historically done so
  11. 42Our ability to use our net operating loss carryforwards and certain other tax attributes may be limited

Risks Related to Our Capital Allocation Strategy

  1. 43We may need additional capital, and we cannot be sure that additional financing will be available

Risks Related To Ownership of Our Class A Common Stock

  1. 44The trading price of our Class A common stock may be volatile and could decline significantly and rapidly
  2. 45Our largest stockholder will have the ability to influence the outcome of director elections and other matters requiring stockholder approval
  3. 46We cannot predict the effect our dual class structure may have on the trading price of our Class A common stock
  4. 47Sales of substantial amounts of our Class A common stock in the public markets, or the perception that sales might occur, could cause the trading price of our Class A common stock to decline
  5. 48Our business and financial performance may differ from any projections that we disclose or any information that may be attributed to us by third parties
  6. 49We cannot guarantee that our share repurchase program will be fully implemented or that such program will enhance the long-term value of our share price
  7. 50Our trading price and trading volume could decline if securities or industry analysts do not publish research about our business, or if they publish unfavorable research
  8. 51The requirements of being a public company may strain our resources, divert management’s attention, and affect our ability to attract and retain executive management and qualified board members
  9. 52We do not intend to pay dividends for the foreseeable future
  10. 53Additional stock issuances could result in significant dilution to our stockholders
  11. 54Certain provisions in our corporate charter documents and under Delaware law may prevent or hinder attempts by our stockholders to change our management or to acquire a controlling interest in us, and the trading price of our Class A common stock may be lower as a result

General Risks

  1. 55Our reported financial results may be adversely affected by changes in accounting principles generally accepted in the United States
  2. 56A failure to establish and maintain an effective system of disclosure controls and internal control over financial reporting, could adversely affect our ability to produce timely and accurate financial statements or comply with applicable regulations
  3. 57We may face exposure to foreign currency exchange rate fluctuations
  4. 58If our estimates or judgments relating to our critical accounting policies prove to be incorrect, our results of operations could be adversely affected
  5. 59Catastrophic events, health epidemics, or geopolitical conflicts may disrupt our business

Other Asana 10-Ks

  • FY2025 10-K risk factors
    60 risks

    Asana faces heavy competition in the work management software market and relies on its flagship platform and AI Studio add-on for revenue. The company has a history of significant net losses, including $255.5 million in fiscal 2025, and prioritizes long-term growth over profitability.

    Filed Mar 18, 2025

About this page

The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.