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Commitments and Contingencies
6 Months Ended
Jul. 31, 2025
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies Commitments and Contingencies
Other Contractual Commitments
Other contractual commitments relate to third-party cloud infrastructure agreements and subscription arrangements.
Other than the non-cancelable operating lease described in Note 8, there were no material contractual commitments that were entered into during three and six months ended July 31, 2025 that were outside the ordinary course of business.
Legal Matters
From time to time, the Company is a party to various legal matters, threatened claims, or proceedings in the normal course of business. Legal fees and other costs associated with such actions are expensed as incurred. The Company assesses, in conjunction with its legal counsel, the need to record a liability for litigation and contingencies. Legal accruals are recorded when, and if, it is determined that a loss related to a matter is both probable and reasonably estimable. Other than the merger litigation discussed below, the Company is not currently a party to any legal proceedings that, in management’s opinion, if adverse outcomes would arise, would have a material effect on the Company’s financial condition, results of operations, or cash flows.
On August 14, 2025, two complaints were filed in the Supreme Court of the State of New York, County of New York, captioned Fitzpatrick v. Couchbase, Inc., et al., Index No. 654843/2025 and Thompson v. Couchbase, Inc., et al., Index No. 654856/2025. The complaints allege that the Proxy Statement for the Merger, filed with the SEC on Schedule 14A, is materially incomplete and assert claims for negligent misrepresentation, concealment, and negligence. The complaints name as defendants the Company and the members of its Board of Directors and seek, among other relief, an
injunction of the Merger, rescission or rescissory damages (if the Merger is consummated), and attorneys’ fees. The defendants believe the complaints are without merit and they deny the allegations. At this stage, the Company cannot reasonably estimate the amount of any possible financial loss that could result from these matters.
Indemnification Agreements
In the ordinary course of business, the Company enters into agreements of varying scope and terms pursuant to which the Company agrees to indemnify customers, vendors, lessors, and other business partners with respect to certain matters, including, but not limited to, losses arising out of the breach of such agreements, services to be provided by the Company, or from intellectual property infringement claims made by third parties. Additionally, the Company entered into indemnification agreements with the Company’s directors and officers that require the Company, among other things, to indemnify them against certain liabilities that may arise from their services as a director or executive officer in any capacity as the Company's director, trustee, general partner, managing member, officer, employee, agent or fiduciary, or with respect to any employee benefit plans. The Company has not incurred material costs to defend lawsuits or settle claims related to these indemnification agreements, nor are we aware of any such claims that could reasonably be expected to incur material costs.