AI

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C3 AI Announces Fiscal Fourth Quarter and Full Fiscal Year 2026 Results

Thomas M. Siebel Resumes Role of Chief Executive Officer

REDWOOD CITY, Calif. — June 3, 2026 — C3.ai, Inc. (“C3 AI,” “C3,” or the “Company”) (NYSE: AI), the Enterprise AI application software company, today announced financial results for its fiscal fourth quarter and full fiscal year ended April 30, 2026.

“We have a well-defined strategy, a restructured organization, new executive leadership, and a detailed execution plan now in place with the singular focus of increasing shareholder value through topline revenue growth, cash generation, and non-GAAP profitability. Game on,” said Thomas M. Siebel, Chairman and Chief Executive Officer, C3 AI.

Fiscal Fourth Quarter 2026 Financial Highlights:

•Total Revenue was $51.6 million.

•Subscription Revenue was $48.4 million. Subscription revenue constituted 94% of total revenue.

•Subscription and Prioritized Engineering Services Revenue Combined was $50.5 million, constituting 98% of total revenue.

•GAAP gross profit was $11.3 million, representing a 22% gross margin. Non-GAAP gross profit was $19.3 million, representing a 37% non-GAAP gross margin.

•GAAP net loss per share was $(0.79). Non-GAAP net loss per share was $(0.33).

•Cash, cash equivalents, and marketable securities was $575.4 million.

Full Fiscal Year 2026 Financial Highlights:

•Total Revenue was $250.3 million.

•Subscription Revenue was $227.1 million. Subscription revenue constituted 91% of total revenue.

•Subscription and Prioritized Engineering Services Revenue Combined was $245.1 million, constituting 98% of total revenue.

•Gross Profit: GAAP gross profit was $77.4 million, representing 31% gross margin. Non-GAAP gross profit was $116.2 million, representing a 46% non-GAAP gross margin.

•Net Loss per Share: GAAP net loss per share was $(3.35). Non-GAAP net loss per share was $(1.35).

“The sales performance over recent quarters has been entirely unacceptable, to the point of surreal,” Siebel continued. “We are here to fix it.”

Cash Balance

The Company also announced that its cash, cash equivalents, and marketable securities balance as of June 3, 2026 was $673 million. This includes the proceeds from Mr. Siebel’s purchase of 6.17 million shares of C3 AI stock at a price of $11.16 per share.

Financial Outlook:

The Company’s guidance includes GAAP and non-GAAP financial measures.

The following table summarizes C3 AI’s guidance for the first quarter of fiscal 2027 and full-year fiscal 2027:

(in millions) First Quarter Fiscal 2027

Guidance

Full Year Fiscal 2027 Guidance

Total revenue$50.0 - $54.0$210.0 - $240.0

Non-GAAP loss from operations$(40.5) - $(48.5)$(128.0) - $(160.0)

A reconciliation of non-GAAP guidance measures to corresponding GAAP measures is not available on a forward-looking basis without unreasonable effort due to the uncertainty regarding, and the potential variability of, expenses that may be incurred in the future. Stock-based compensation expense-related charges, including employer payroll tax-related items on employee stock transactions, are impacted by the timing of employee stock transactions, the future fair market value of our common stock, and our future hiring and retention needs, all of which are difficult to predict and subject to constant change. We have provided a reconciliation of GAAP to non-GAAP financial measures in the financial statement tables for our historical non-GAAP results included in this press release. Our fiscal year ends April 30, and numbers are rounded for presentation purposes.

Conference Call Details

What:C3 AI Fiscal Fourth Quarter and Fiscal Year 2026 Earnings Call

When:Wednesday, June 3, 2026

Time:2:00 p.m. PT / 5:00 p.m. ET

Participant Registration: https://register-conf.media-server.com/register/BI0e0b9c57fb3c40dfadcec96101df5606 (live)

Webcast: https://edge.media-server.com/mmc/p/5jvywhah/ (live and replay)

Investor Presentation Details

An investor presentation providing additional information and analysis can be found at our investor relations page at ir.c3.ai.

Statement Regarding Use of Non-GAAP Financial Measures

The Company reports the following non-GAAP financial measures, which have not been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”), in addition to, and not as a substitute for, or superior to, financial measures calculated in accordance with GAAP.

•Non-GAAP gross profit, non-GAAP gross margin, non-GAAP loss from operations, and non-GAAP net loss per share. Our non-GAAP gross profit, non-GAAP gross margin, non-GAAP loss from operations, and non-GAAP net loss per share exclude the effect of restructuring expenses, stock-based compensation expense-related charges and employer payroll tax expense related to employee stock-based compensation. We believe the presentation of operating results that exclude these non-cash items provid

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Exhibit 99.1

PRESS RELEASE

C3 AI Announces Preliminary Fourth Quarter and Full Fiscal Year 2026 Results; Thomas M. Siebel Resumes Role of Chief Executive Officer

Q4 Revenue of $51.6 Million Within Guidance Range; Non-GAAP Operating Loss Better Than Guidance; Stephen Ehikian Continues as President

REDWOOD CITY, California — May 12, 2026 — C3.ai, Inc. (“C3 AI,” “C3,” or the “Company”) (NYSE: AI), the Enterprise AI application software company, today announced preliminary financial results for its fourth quarter and full fiscal year ended April 30, 2026, and significant changes to its executive leadership.

Leadership Update

Effective May 8, 2026, Thomas M. Siebel resumed the role of Chief Executive Officer of C3 AI and continues to serve as Chairman of the Board of Directors. Stephen Ehikian continues as President of C3 AI, reporting to Mr. Siebel.

“I am energized to be back in the CEO role and to lead C3 AI through this next chapter in this exciting market,” said Thomas M. Siebel, Chairman and Chief Executive Officer. “Stephen has done important work over the past two quarters to right-size our cost structure, sharpen our sales motion, and accelerate product velocity. I look forward to partnering with Stephen closely in his role as President to execute the path to consistent free cash flow generation, non-GAAP profitability and a return to significant top line growth.”

“While my vision remains impaired, it is improving. The health issues I encountered during 2025 are largely resolved.”

Fourth Quarter Fiscal 2026 Financial Highlights

•

Total Revenue was $51.6 million, within the Company’s guidance range of $48.0 to $52.0 million.

•

GAAP Loss from Operations was $(121.2) million.

•

Non-GAAP Loss from Operations was $(54.4) million, better than the

Company’s guidance range of $(56.0) to $(64.0) million.

•

Cash, Cash Equivalents, and Investments: $575.4 million, reflecting the Company’s strong balance sheet.

Non-GAAP Loss from Operations exclude approximately $10.8 million of

pre-tax restructuring expenses related to the operational efficiency plan announced last quarter, including severance, stock-based compensation, payments under the WARN Act, and other benefits for terminated employees.

Full Fiscal Year 2026 Financial Highlights

•

Total Revenue was $250.3 million, within the Company’s guidance range of $246.7 to $250.7 million.

•

GAAP Loss from Operations was $(498.5) million.

•

Non-GAAP Loss from Operations was $(217.8) million, better than the

Company’s guidance range of $(219.5) to $(227.5) million.

Non-GAAP Loss from Operations exclude

approximately $10.8 million of pre-tax restructuring expenses related to the operational efficiency plan announced last quarter, including severance, stock-based compensation, payments under the WARN Act, and other benefits for terminated employees.

All numbers reported are unaudited, preliminary estimates. Completed financial results for the fourth quarter and full fiscal year ended April 30, 2026 will be provided on June 3, 2026.

Business Commentary

During the quarter, C3 AI signed 28 agreements, including nine new Initial Production Deployments (IPDs) and seven IPD conversions. Even though bookings were lower than expected, the Company continues to see strong customer validation and an accelerating Enterprise AI market opportunity.

As previously disclosed, C3 AI implemented a restructuring plan in the fourth quarter designed to deliver approximately $135 million in annualized non-GAAP cost savings and reduce cash burn by approximately the same amount. The workforce-related actions are substantially complete, and non-employee expense reductions are expected to be substantially realized starting in the second half of fiscal year 2027.

“We came in within our revenue guidance and meaningfully better than guidance on operating loss, which reflects the early benefit of the cost actions we took in the fourth quarter,” said Hitesh Lath, Chief Financial Officer. “We ended the year with $575.4 million in cash, cash equivalents, and investments. With Tom returning to the CEO role and our restructuring substantially complete, we are well positioned to drive operating leverage as the savings fully take hold in the back half of fiscal 2027.”

About C3.ai, Inc.

C3 AI is the Enterprise AI application software company. C3 AI delivers a family of fully integrated products including the C3 Agentic AI Platform, an end-to-end platform for developing, deploying, and operating Enterprise AI applications and C3 AI applications, a portfolio of industry-specific SaaS Enterprise AI applications that enable the digital transformation of organizations globally, and C3 Generative AI, a suite of domain-specific generative AI offerings for the enterprise. Learn more at: www.c3.ai.

Cautionary Note Regarding Preliminary Results and Forward-Looking Statements

The preliminary financial results presented herein are estimates and

ai-202602240001577526false00015775262026-02-242026-02-24

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): February 24, 2026

C3.AI, INC.

(Exact name of Registrant as Specified in Its Charter)

Delaware (State or Other Jurisdiction of Incorporation) 1400 Seaport Blvd Redwood City, CA (Address of Principal Executive Offices) 001-39744

(Commission File Number)

26-3999357

(IRS Employer Identification No.) 94063 (Zip Code)

(650) 503-2200 (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 (see General Instruction A.2. below): ☐    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 classTrading Symbol(s)Name of each exchange on which registered Class A Common Stock, par value $0.001 per shareAINew 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. ☐

Item 2.02    Results of Operations and Financial Condition.

On February 25, 2026, C3.ai, Inc. (the “Company”) issued a press release announcing its financial results for the fiscal third quarter ended January 31, 2026. 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 of 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 2.05    Costs Associated with Exit or Disposal Activities.

On February 24, 2026, the Company’s board of directors approved a restructuring plan (the “Plan”), intended to materially improve its operating efficiency and position the company for success. The Plan includes a 26% reduction in its global workforce, which has been substantially completed. The Plan also includes a reduction of approximately 30% in its annualized non-employee costs, which is expected to be completed by the second half of fiscal year 2027. The Company will explore reduction in additional non-employee expenses, as necessary, to attain profitability.

In connection with the reduction of the Company’s global workforce, the Company estimates that it will incur approximately $10.0 million to $12.0 million in pre-tax restructuring charges in the fourth quarter of fiscal year 2026, consisting of cash expenditures related to severance, other one-time termination benefits, and non-cash expenditures related to stock-based compensation.

The Company expects to record additional charges associated with non-employee costs in future periods.

The estimates of the expenses that the Company expects to incur in connection with the Plan, and the timing thereof, are subject to a number of assumptions, including local law requirements in various jurisdictions, and actual amounts may differ materially from estimates. In addition, the Company may incur other charges not currently contemplated due to unanticipated events that may occur, including in connection with the implementation of the Plan.

Caution Regarding Forward-Looking Statements

This Current Report on Form 8-K and Exhibit 99.1 contains forward-looking statements within the meaning of United States federal securities laws, including, among other things, our expectations regarding future events, our business, and market opportunities. Words such as "believe," "may," "will," "estimate," "continue," "anticipate," "intend,"