BRZE Files 8-K Attaching Q2 Fiscal Results Press Release

Rhea-AI Filing Summary

Braze, Inc. disclosed that on September 4, 2025 it issued a press release announcing its financial results for the second fiscal quarter ended July 31, 2025. The press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference. The company clarifies that the Item 2.02/Item 9.01 information, including Exhibit 99.1, is not "filed" under Section 18 of the Exchange Act and is not incorporated by reference into other filings unless expressly stated.

Insights

Financial Analyst

TL;DR Routine 8-K attaching a quarterly earnings press release; no financial details provided here.

This Form 8-K notifies investors that Braze released its second fiscal quarter results for the period ended July 31, 2025 via a press release (Exhibit 99.1). The 8-K itself contains no revenue, earnings, or operational metrics, so there is no new quantifiable financial information in this filing to assess performance or valuation. Investors must review the attached press release for material financial data.

Corporate Governance Expert

TL;DR Standard disclosure practice: press release attached and expressly not treated as "filed" under Section 18.

The company follows common disclosure language to limit Section 18 liability for the attached press release. This preserves customary legal protections while ensuring the market is informed. The filing does not indicate any governance changes, director/officer transactions, or material agreements. As provided, the filing is procedural rather than substantive.

FALSE000167623800016762382025-09-042025-09-04

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

Date of Report (date of earliest event reported): September 4, 2025

______________________________________________________________

Braze, Inc.

(Exact name of registrant as specified in its charter)

______________________________________________________________

Delaware			001-41065						45-2505271
(State or Other Jurisdiction of Incorporation)			(Commission File Number)						(I.R.S. Employer Identification No.)

63 Madison Building

28 East 28th Street, Floor 12

New York, New York 10016

(Address of principal executive offices, including zip code) 

(609) 964-0585

(Registrant's telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

______________________________________________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class			Trading Symbol(s)			Name of each exchange on which registered
Class A common stock, par value $0.0001 per share			BRZE			The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

☐

Item 2.02.    Results of Operations and Financial Condition.

On September 4, 2025, Braze, Inc. (the “Company”) issued a press release announcing its financial results for the second fiscal quarter ended July 31, 2025. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

The information contained in this Item 2.02 and Item 9.01 in this Current Report on Form 8-K, including the accompanying Exhibit 99.1 hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing made by the Company under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filings, unless expressly incorporated by specific reference in such filing.

Item 9.01    Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.         Description                            

99.1         Press Release of Braze, Inc., dated September 4, 2025

104         Cover Page Interactive Data (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

BRAZE, INC.

By:    /s/Susan Wiseman        

Susan Wiseman

General Counsel

Dated: September 4, 2025

FAQ

What did Braze (BRZE) disclose in this Form 8-K?

The company disclosed that it issued a press release on September 4, 2025 announcing its financial results for the second fiscal quarter ended July 31, 2025, attached as Exhibit 99.1.

Does this 8-K include Braze's financial statements or results?

No. The 8-K states a press release reporting the results is attached as Exhibit 99.1; the 8-K text itself contains no financial metrics or statements.

Is the information in the attached press release considered "filed" under the Exchange Act?

No. The company expressly states the Item 2.02 and Item 9.01 information, including Exhibit 99.1, shall not be deemed "filed" under Section 18 of the Exchange Act unless expressly incorporated by reference.

Where can I find the press release referenced in the 8-K?

The press release is attached to this Current Report on Form 8-K as Exhibit 99.1 dated September 4, 2025.

What period do the reported results cover?

The press release announces financial results for Braze's second fiscal quarter ended July 31, 2025.