Elastic (NYSE: ESTC) shares Q1 2025 update as director plans exit

Rhea-AI Filing Summary

Elastic N.V. reported two main updates. The company furnished a press release with its financial results for the first quarter ended July 31, 2025. That press release, attached as Exhibit 99.1, contains the detailed revenue and earnings information for the period.

Elastic also disclosed a board change. On August 22, 2025, non-executive director Sohaib Abbasi informed the board that he will not stand for re-election when his term ends at the annual general shareholders meeting in September 2025. He has served on the board since July 2022. The filing clarifies that the earnings press release is being furnished, not filed, which affects how it is treated under U.S. securities laws.

8-K Event Classification

3 items: 2.02, 5.02, 9.01

3 items

Item 2.02 Results of Operations and Financial Condition Financial

Disclosure of earnings results, typically an earnings press release or preliminary financials.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

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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): August 28, 2025

Elastic N.V.

(Exact name of registrant as specified in its charter)

The Netherlands

(State or other jurisdiction

of incorporation)

001-38675

(Commission File Number)

98-1756035

(I.R.S. Employer

Identification Number)

 Not Applicable1

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: Not Applicable1

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 of which registered
Ordinary Shares, €0.01 Par Value			ESTC			The New York Stock Exchange

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.  ☐

1 We are a distributed company. Accordingly, we do not have a principal executive office. For purposes of compliance with applicable requirements of the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended, any shareholder communication required to be sent to our principal executive offices may be directed to the email address ir@elastic.co or to Elastic N.V., 88 Kearny St., Floor 19, San Francisco, CA 94108.

Item 2.02. Results of Operations and Financial Condition.

On August 28, 2025, Elastic N.V. (“Elastic” or the “Company”) issued a press release announcing its financial results for its first quarter ended July 31, 2025. A copy of the press release is furnished herewith as Exhibit 99.1 and incorporated herein by reference.

The information above, including Exhibit 99.1, is “furnished” and 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, and shall not be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing.

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b) On August 22, 2025, Sohaib Abbasi notified the board of directors (the “Board”) of the Company that he will not be standing for re-election as a non-executive director following the expiration of his term at the annual general shareholders meeting in September 2025. Mr. Abbasi has served on our board of directors since July 2022, and we are grateful for his dedication and contributions to our company during this period.

Item 9.01. Financial Statements and Exhibits.

(d)Exhibits

Exhibit						Description
99.1						Press Release dated August 28, 2025
104						Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

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.

Dated: August 28, 2025

ELASTIC N.V.
By:			/s/ Navam Welihinda
Name:			Navam Welihinda
Title:			Chief Financial Officer

FAQ

What did Elastic N.V. (ESTC) disclose in this 8-K filing?

Elastic N.V. furnished a press release with its financial results for the first quarter ended July 31, 2025, and announced that non-executive director Sohaib Abbasi will not stand for re-election at the annual general shareholders meeting in September 2025.

Which financial period does Elastic N.V. (ESTC) cover in the press release mentioned in the 8-K?

The press release attached as Exhibit 99.1 presents Elastic N.V.’s financial results for its first quarter ended July 31, 2025.

How is the Q1 2025 earnings press release treated under U.S. securities laws?

Elastic states that the information in Item 2.02, including Exhibit 99.1, is “furnished” and not “filed” under the Exchange Act, meaning it is not subject to Section 18 liability and is not automatically incorporated into other SEC filings unless specifically referenced.

What board change did Elastic N.V. (ESTC) announce in this 8-K?

On August 22, 2025, non-executive director Sohaib Abbasi notified the board that he will not stand for re-election after his current term ends at the annual general shareholders meeting in September 2025.

How long has Sohaib Abbasi served on Elastic N.V.’s board?

The filing notes that Sohaib Abbasi has served on Elastic N.V.’s board of directors since July 2022, and the company expresses gratitude for his contributions.

What exhibits are attached to Elastic N.V.’s 8-K dated August 28, 2025?

The exhibits include Exhibit 99.1, a press release dated August 28, 2025, and Exhibit 104, the cover page interactive data file embedded within the Inline XBRL document.