Cover
Cover - shares | 6 Months Ended | |
Jun. 30, 2022 | Jul. 31, 2022 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2022 | |
Document Transition Report | false | |
Entity File Number | 001-40787 | |
Entity Registrant Name | ForgeRock, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 33-1223363 | |
Entity Address, Address Line One | 201 Mission Street | |
Entity Address, Address Line Two | Suite 2900 | |
Entity Address, City or Town | San Francisco | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 94105 | |
City Area Code | 415 | |
Local Phone Number | 599-1100 | |
Title of 12(b) Security | Class A common stock | |
Trading Symbol | FORG | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Central Index Key | 0001543916 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Class A common stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 37,845,089 | |
Class B common stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 47,184,236 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 99,083 | $ 128,381 |
Short-term investments | 248,128 | 241,411 |
Accounts receivable, net of allowance for credit losses of $192 and $34, respectively | 45,899 | 55,999 |
Contract assets | 15,673 | 19,670 |
Deferred commissions | 8,343 | 8,457 |
Prepaid expenses and other assets | 10,362 | 9,787 |
Total current assets | 427,488 | 463,705 |
Deferred commissions | 16,441 | 15,601 |
Property and equipment, net | 2,751 | 2,463 |
Operating lease right-of-use assets | 10,785 | 12,626 |
Contract and other assets | 3,091 | 2,783 |
Total assets | 460,556 | 497,178 |
Current liabilities: | ||
Accounts payable | 1,930 | 2,039 |
Accrued expenses | 5,924 | 5,016 |
Accrued compensation | 16,017 | 22,359 |
Current portion of operating lease liability | 1,263 | 1,820 |
Deferred revenue | 64,261 | 67,222 |
Other liabilities | 1,858 | 2,258 |
Total current liabilities | 91,253 | 100,714 |
Long-term debt | 39,547 | 39,483 |
Long-term operating lease liability | 10,008 | 11,037 |
Deferred revenue | 2,136 | 8,172 |
Other liabilities | 1,811 | 1,646 |
Total liabilities | 144,755 | 161,052 |
Commitments and contingencies (Note 8) | ||
Stockholders’ equity: | ||
Additional paid-in capital | 615,321 | 593,196 |
Accumulated other comprehensive income | 3,060 | 6,672 |
Accumulated deficit | (302,665) | (263,825) |
Total stockholders’ equity | 315,801 | 336,126 |
Total liabilities and stockholders’ equity | 460,556 | 497,178 |
Class A common stock | ||
Stockholders’ equity: | ||
Common stock | 38 | 29 |
Class B common stock | ||
Stockholders’ equity: | ||
Common stock | $ 47 | $ 54 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Allowance for credit losses | $ 192 | $ 34 |
Class A common stock | ||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued (in shares) | 37,790,000 | 28,892,000 |
Common stock, shares outstanding (in shares) | 37,790,000 | 28,892,000 |
Class B common stock | ||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 500,000,000 | 500,000,000 |
Common stock, shares issued (in shares) | 47,208,000 | 53,761,000 |
Common stock, shares outstanding (in shares) | 47,208,000 | 53,761,000 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Revenue: | ||||
Total revenue | $ 47,677 | $ 43,953 | $ 95,769 | $ 84,803 |
Cost of revenue: | ||||
Total cost of revenue | 9,327 | 7,941 | 18,031 | 14,477 |
Gross profit | 38,350 | 36,012 | 77,738 | 70,326 |
Operating expenses: | ||||
Research and development | 15,666 | 9,952 | 30,144 | 20,387 |
Sales and marketing | 30,050 | 22,044 | 57,028 | 42,286 |
General and administrative | 14,935 | 8,656 | 28,479 | 16,903 |
Total operating expenses | 60,651 | 40,652 | 115,651 | 79,576 |
Operating loss | (22,301) | (4,640) | (37,913) | (9,250) |
Foreign currency gain (loss) | 1,026 | 33 | 1,461 | (319) |
Fair value adjustment on warrants and preferred stock tranche option | 0 | (3,761) | 0 | (7,339) |
Interest expense | (881) | (1,197) | (1,780) | (2,377) |
Other, net | 275 | (207) | 343 | (403) |
Interest and other expense, net | 420 | (5,132) | 24 | (10,438) |
Loss before income taxes | (21,881) | (9,772) | (37,889) | (19,688) |
Provision for income taxes | 489 | 286 | 951 | 456 |
Net loss | $ (22,370) | $ (10,058) | $ (38,840) | $ (20,144) |
Net loss per share attributable to common stockholders: | ||||
Basic (in dollars per share) | $ (0.26) | $ (0.40) | $ (0.46) | $ (0.81) |
Diluted (in dollars per share) | $ (0.26) | $ (0.40) | $ (0.46) | $ (0.81) |
Weighted-average shares used in computing net loss per share attributable to common stockholders: | ||||
Basic (in shares) | 84,445 | 25,161 | 84,107 | 24,792 |
Diluted (in shares) | 84,445 | 25,161 | 84,107 | 24,792 |
Total subscriptions and perpetual licenses | ||||
Revenue: | ||||
Total revenue | $ 45,108 | $ 42,890 | $ 91,038 | $ 82,890 |
Cost of revenue: | ||||
Total cost of revenue | 6,415 | 4,149 | 12,268 | 7,796 |
Subscription term licenses | ||||
Revenue: | ||||
Total revenue | 15,527 | 22,504 | 35,185 | 43,585 |
Subscription SaaS, support & maintenance | ||||
Revenue: | ||||
Total revenue | 29,562 | 20,239 | 55,748 | 38,603 |
Perpetual licenses | ||||
Revenue: | ||||
Total revenue | 19 | 147 | 105 | 702 |
Professional services | ||||
Revenue: | ||||
Total revenue | 2,569 | 1,063 | 4,731 | 1,913 |
Cost of revenue: | ||||
Total cost of revenue | $ 2,912 | $ 3,792 | $ 5,763 | $ 6,681 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Statement of Comprehensive Income [Abstract] | ||||
Net loss | $ (22,370) | $ (10,058) | $ (38,840) | $ (20,144) |
Other comprehensive loss, net of tax: | ||||
Net change in unrealized gain (loss) on available-for-sale securities | (481) | 19 | (2,167) | 4 |
Foreign currency translation adjustment | (1,153) | (64) | (1,445) | (759) |
Total comprehensive loss | $ (24,004) | $ (10,103) | $ (42,452) | $ (20,899) |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF REDEEMABLE CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS' EQUITY (DEFICIT) - USD ($) $ in Thousands | Total | Class A and Class B common stock and Common stock | Additional paid-in capital | Accumulated other comprehensive income | Accumulated deficit |
Beginning balance (in shares) at Dec. 31, 2020 | 40,842,619 | ||||
Beginning balance at Dec. 31, 2020 | $ 231,503 | ||||
Increase (Decrease) in Temporary Equity [Roll Forward] | |||||
Series E-1 redeemable convertible preferred stock issuance, net of issuance costs (in shares) | 1,935,789 | ||||
Series E-1 redeemable convertible preferred stock issuance, net of issuance costs | $ 19,951 | ||||
Reclassification of preferred stock tranche option liability upon issuance of Series E-1 redeemable convertible preferred stock | $ 11,724 | ||||
Ending balance (in shares) at Jun. 30, 2021 | 42,778,408 | ||||
Ending balance at Jun. 30, 2021 | $ 263,178 | ||||
Beginning balance (in shares) at Dec. 31, 2020 | 24,185,622 | ||||
Beginning balance at Dec. 31, 2020 | (190,178) | $ 24 | $ 20,602 | $ 5,253 | $ (216,057) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Stock-based compensation expense | 3,287 | 3,287 | |||
Exercise of common stock options (in shares) | 1,235,515 | ||||
Exercise of common stock options | 2,470 | $ 1 | 2,469 | ||
Unrealized gain (loss) on available-for-sale securities | 4 | 4 | |||
Foreign currency translation adjustment | (759) | (759) | |||
Net loss | (20,144) | (20,144) | |||
Ending balance (in shares) at Jun. 30, 2021 | 25,421,137 | ||||
Ending balance at Jun. 30, 2021 | $ (205,320) | $ 25 | 26,358 | 4,498 | (236,201) |
Beginning balance (in shares) at Mar. 31, 2021 | 40,842,619 | ||||
Beginning balance at Mar. 31, 2021 | $ 231,503 | ||||
Increase (Decrease) in Temporary Equity [Roll Forward] | |||||
Series E-1 redeemable convertible preferred stock issuance, net of issuance costs (in shares) | 1,935,789 | ||||
Series E-1 redeemable convertible preferred stock issuance, net of issuance costs | $ 19,951 | ||||
Reclassification of preferred stock tranche option liability upon issuance of Series E-1 redeemable convertible preferred stock | $ 11,724 | ||||
Ending balance (in shares) at Jun. 30, 2021 | 42,778,408 | ||||
Ending balance at Jun. 30, 2021 | $ 263,178 | ||||
Beginning balance (in shares) at Mar. 31, 2021 | 24,776,622 | ||||
Beginning balance at Mar. 31, 2021 | (197,792) | $ 25 | 23,783 | 4,543 | (226,143) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Stock-based compensation expense | 1,763 | 1,763 | |||
Exercise of common stock options (in shares) | 644,515 | ||||
Exercise of common stock options | 812 | 812 | |||
Unrealized gain (loss) on available-for-sale securities | 19 | 19 | |||
Foreign currency translation adjustment | (64) | (64) | |||
Net loss | (10,058) | (10,058) | |||
Ending balance (in shares) at Jun. 30, 2021 | 25,421,137 | ||||
Ending balance at Jun. 30, 2021 | $ (205,320) | $ 25 | 26,358 | 4,498 | (236,201) |
Beginning balance (in shares) at Dec. 31, 2021 | 0 | ||||
Beginning balance at Dec. 31, 2021 | $ 0 | ||||
Ending balance (in shares) at Jun. 30, 2022 | 0 | ||||
Ending balance at Jun. 30, 2022 | $ 0 | ||||
Beginning balance (in shares) at Dec. 31, 2021 | 82,648,825 | ||||
Beginning balance at Dec. 31, 2021 | 336,126 | $ 83 | 593,196 | 6,672 | (263,825) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Stock-based compensation expense | $ 14,431 | 14,431 | |||
Exercise of common stock options (in shares) | 2,031,994 | 2,056,994 | |||
Exercise of common stock options | $ 3,322 | $ 2 | 3,320 | ||
Issuance of common stock under employee stock purchase plan (in shares) | 292,531 | ||||
Issuance of common stock under employee stock purchase plan | 4,374 | 4,374 | |||
Unrealized gain (loss) on available-for-sale securities | (2,167) | (2,167) | |||
Foreign currency translation adjustment | (1,445) | (1,445) | |||
Net loss | (38,840) | (38,840) | |||
Ending balance (in shares) at Jun. 30, 2022 | 84,998,350 | ||||
Ending balance at Jun. 30, 2022 | $ 315,801 | $ 85 | 615,321 | 3,060 | (302,665) |
Beginning balance (in shares) at Mar. 31, 2022 | 0 | ||||
Beginning balance at Mar. 31, 2022 | $ 0 | ||||
Ending balance (in shares) at Jun. 30, 2022 | 0 | ||||
Ending balance at Jun. 30, 2022 | $ 0 | ||||
Beginning balance (in shares) at Mar. 31, 2022 | 84,251,552 | ||||
Beginning balance at Mar. 31, 2022 | 326,317 | $ 84 | 601,834 | 4,694 | (280,295) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Stock-based compensation expense | 7,971 | 7,971 | |||
Exercise of common stock options (in shares) | 454,267 | ||||
Exercise of common stock options | 1,143 | $ 1 | 1,142 | ||
Issuance of common stock under employee stock purchase plan (in shares) | 292,531 | ||||
Issuance of common stock under employee stock purchase plan | 4,374 | 4,374 | |||
Unrealized gain (loss) on available-for-sale securities | (481) | (481) | |||
Foreign currency translation adjustment | (1,153) | (1,153) | |||
Net loss | (22,370) | (22,370) | |||
Ending balance (in shares) at Jun. 30, 2022 | 84,998,350 | ||||
Ending balance at Jun. 30, 2022 | $ 315,801 | $ 85 | $ 615,321 | $ 3,060 | $ (302,665) |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Operating activities: | ||
Net loss | $ (38,840) | $ (20,144) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation | 549 | 536 |
Noncash operating lease expense | 1,147 | 937 |
Stock-based compensation expense | 14,431 | 3,287 |
Amortization of deferred commissions | 7,202 | 7,233 |
Foreign currency remeasurement gain | (1,539) | (668) |
Change in fair value of redeemable convertible preferred stock warrant liability | 0 | 4,157 |
Change in fair value of preferred stock tranche option liability | 0 | 3,182 |
Amortization of premium / discount on short-term investments | 1,247 | 371 |
Other | 50 | 142 |
Changes in operating assets and liabilities: | ||
Deferred commissions | (7,928) | (9,577) |
Accounts receivable | 7,709 | (3,213) |
Contract and other non-current assets | 2,458 | (9,176) |
Prepaid expenses and other current assets | (893) | (6,776) |
Operating lease liabilities | (884) | (1,200) |
Accounts payable | (45) | (411) |
Accrued expenses and other liabilities | (4,265) | 1,907 |
Deferred revenue | (5,130) | 93 |
Net cash used in operating activities | (24,731) | (29,320) |
Investing activities: | ||
Purchases of property and equipment | (974) | (341) |
Purchases of short-term investments | (64,971) | (63,283) |
Maturities of short-term investments | 43,048 | 0 |
Sales of short-term investments | 11,792 | 4,260 |
Net cash used in investing activities | (11,105) | (59,364) |
Financing activities: | ||
Payment of offering costs | (141) | 0 |
Proceeds from exercises of employee stock options | 3,329 | 2,470 |
Proceeds from issuance of common stock under employee stock purchase plan | 4,374 | 0 |
Proceeds from issuance of redeemable convertible preferred stock | 0 | 19,951 |
Principal repayments on debt | 0 | (46) |
Net cash provided by financing activities | 7,562 | 22,375 |
Effect of exchange rates on cash and cash equivalents and restricted cash | (1,036) | (249) |
Net decrease in cash, cash equivalents and restricted cash | (29,310) | (66,558) |
Cash, cash equivalents and restricted cash, beginning of year | 128,437 | 100,042 |
Cash, cash equivalents and restricted cash, end of period | 99,127 | 33,484 |
Supplementary cash flow disclosure: | ||
Cash paid for interest | (1,333) | (1,571) |
Reconciliation of cash and cash equivalents and restricted cash: | ||
Cash and cash equivalents | 99,083 | 33,431 |
Restricted cash included in prepaids and other current assets | 44 | 53 |
Total cash and cash equivalents and restricted cash | 99,127 | 33,484 |
Short-term investments, end of period | $ 248,128 | $ 47,311 |
Overview and Basis of Presentat
Overview and Basis of Presentation | 6 Months Ended |
Jun. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Overview and Basis of Presentation | Overview and Basis of Presentation Company and Background ForgeRock, Inc. (“ForgeRock”, the “Company”, “we” or “us”) is a modern digital identity platform transforming the way enterprises secure, manage, and govern the identities of customers, employees and partners, APIs, microservices, devices, and Internet of Things (“IoT”). Organizations adopt the ForgeRock Identity Platform as their digital identity system of record to enhance data security and sovereignty as well as improve performance. ForgeRock’s identity platform provides a full suite of identity management, access management, identity governance, and artificial intelligence (“AI”)-powered autonomous identity solutions. The Company is headquartered in San Francisco, California and has operations in Canada and the United States of America (collectively referred to as Americas), France, Germany, Norway and the United Kingdom (collectively referred to as EMEA), Australia, New Zealand and Singapore (collectively referred to as APAC). The Company was formed in Norway in 2009 and incorporated in Delaware in February 2012. Basis of Presentation and Principles of Consolidation The accompanying interim condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) and applicable rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) regarding interim financial reporting. The accompanying interim condensed consolidated financial statements include the accounts of ForgeRock and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated upon consolidation. Unaudited Interim Condensed Consolidated Financial Information The accompanying interim condensed consolidated balance sheet as of June 30, 2022, the condensed consolidated statements of operations, comprehensive loss, and redeemable convertible preferred stock and stockholders’ equity (deficit) for the three and six months ended June 30, 2022 and 2021 and the interim condensed consolidated statements of cash flows for the six months ended June 30, 2022 and 2021 and the related footnote disclosures are unaudited. These interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the related notes thereto as of and for the year ended December 31, 2021, included in the Company’s Annual Report on Form 10-K on file with the SEC (“Annual Report”). The interim condensed consolidated financial statements are presented in accordance with the rules and regulations of the SEC and do not include all disclosures normally required in annual consolidated financial statements prepared in accordance with U.S. GAAP. The condensed consolidated balance sheet as of December 31, 2021 included herein was derived from the audited financial statements as of that date. In management’s opinion, the unaudited interim condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and include all adjustments (consisting only of normal recurring adjustments) that are necessary to state fairly the consolidated financial position of the Company as of June 30, 2022, the results of operations for the three and six months ended June 30, 2022 and 2021 and cash flows for the six months ended June 30, 2022 and 2021. The results for the three and six months ended June 30, 2022 are not necessarily indicative of the results to be expected for the year ending December 31, 2022 or for any future period. Use of Estimates The Company’s condensed consolidated financial statements are prepared in accordance with U.S. GAAP as set forth in the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”). These accounting principles require us to make certain estimates and assumptions. The significant estimates and assumptions include but are not limited to (i) standalone selling price (“SSP”) in revenue recognition, (ii) valuation allowance on deferred taxes, (iii) valuation of stock-based compensation and (iv) valuation of the Company’s common stock prior to the Company’s initial public offering of common stock (IPO) in September 2021. Management evaluates these estimates and assumptions on an ongoing basis and makes estimates based on historical experience and various other assumptions that are believed to be reasonable. However, because future events and their effects cannot be determined with certainty, actual results may differ from these assumptions and estimates, and such differences could be material. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Except for the policies updated below, including the accounting policies for credit losses and income taxes that were updated below as a result of the Company adopting the FASB Accounting Standards Updates (“ASU”) 2016-13, Financial Instruments—Credit Losses (“Topic 326”) and ASU 2019-12, Income Taxes (Topic “740”): Simplifying the Accounting for Income Taxes, respectively, on January 1, 2022, there have been no significant changes from the significant accounting policies disclosed in in “Note 2 — Summary of Significant Accounting Policies” to the consolidated financial statements included in Part II, Item 8 of the Annual Report. Cash Equivalents Cash consists primarily of cash on deposit with banks. Cash equivalents include highly liquid investments purchased with an original maturity date of 90 days or less from the date of purchase. The Company monitors its credit risk by considering factors such as historical experience, credit ratings, current economic conditions, and reasonable and supportable forecasts. Short-term Investments Short-term investments consist primarily of money market funds, U.S. treasury bonds, commercial paper, corporate debt and asset-backed securities. The Company’s policy generally requires investments to be investment grade, with the primary objective of minimizing the potential risk of principal loss. The Company classifies its short-term investments as available-for-sale securities at the time of purchase and reevaluates such classification at each balance sheet date. The Company has classified its investments as current based on the nature of the investments and their availability for use in current operations. Available-for-sale debt securities are recorded at fair value each reporting period. Unrealized gains and losses on these investments are reported as a separate component of accumulated other comprehensive income (loss) in the condensed consolidated balance sheets until realized. Unrealized gains and losses for any short-term investments that management intends to sell or it is more likely than not that management will be required to sell prior to their anticipated recovery are recorded in other income, net. The Company segments its portfolio based on the underlying risk profiles of the securities and has a zero-loss expectation for U.S. treasury and U.S. government agency securities. The Company regularly reviews the securities in an unrealized loss position and evaluates the current expected credit loss by considering factors such as credit ratings, issuer-specific factors, current economic conditions, and reasonable and supportable forecasts. The Company did not record any material credit losses during the three and six months ended June 30, 2022. As of June 30, 2022 and December 31, 2021, no allowance for credit losses in short-term investments was recorded. Interest income is reported within Other, net in the condensed consolidated statements of operations. Realized gains and losses are determined based on the specific identification method and are reported in Other, net in the consolidated statements of operations. Accounts Receivable, Contract Assets and Allowances Accounts receivable are recorded at the invoiced amount, net of allowances for expected credit losses. Effective January 1, 2022, the Company reports accounts receivable and contract assets net of an allowance for expected credit losses in accordance with Accounting Standards Codification Topic 326, Financial Instruments – Credit Losses (“ASC 326”), while prior period amounts continue to be reported in accordance with previously applicable GAAP. These allowances are based on the Company’s assessment of the collectability of accounts by considering the age of each outstanding invoice, the collection history of each customer, and an evaluation of current expected risk of credit loss based on current conditions and reasonable and supportable forecasts of future economic conditions over the life of the receivable. We assess collectability by reviewing accounts receivable on an aggregated basis where similar characteristics exist and on an individual basis when we identify specific customers with known disputes or collectability issues. Amounts deemed uncollectible are recorded as an allowance for expected credit losses in the condensed consolidated balance sheets with an offsetting decrease in deferred revenue or a charge to sales and marketing expense in the condensed consolidated statements of operations. Collaborative Arrangements The Company has entered into collaborative arrangements with two partners in order to develop future versions of and enhance the features and functionality of its identity software and SaaS services. These arrangements have been determined to be within the scope of ASC 808, Collaborative Arrangements , as the parties are active participants and exposed to the risks and rewards of the collaborative activity. These arrangements also include research, development and commercial activities. The terms of the Company’s collaborative arrangements include (i) revenue on sales of licensed products, (ii) royalties on net sales of licensed products and (iii) reimbursements for research and development expenses. In the three months ended June 30, 2022 and 2021, the Company recognized revenue of $1.4 million and $1.4 million and royalty expenses of $0.2 million and $0.2 million related to collaborative arrangements, respectively. In the six months ended June 30, 2022 and 2021, the Company recognized revenue of $2.6 million and $2.2 million and royalty expenses of $0.6 and $0.5 related to collaborative arrangements, respectively. JOBS Act Accounting Election As an emerging growth company (“EGC”), the Jumpstart Our Business Startups Act (“JOBS Act”) allows the Company to delay adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements are applicable to private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)). The Company has elected to use this extended transition period under the JOBS Act until such time as the Company is no longer considered to be an EGC or affirmatively and irrevocably opts out of the extended transition period provided in the JOBS Act. Effective December 31, 2022, the Company will no longer meet the definition of an EGC. Accordingly, as of December 31, 2022, the Company will be required to comply with the effective accounting standards applicable to public companies, which the Company is currently evaluating. Recently Adopted Accounting Pronouncements In June 2016, the FASB issued Accounting Standards Update (ASU) 2016-13, Financial Instruments—Credit Losses (Topic 326) (“ASU 2016-13”), which changes the existing incurred loss impairment model for financial assets held at amortized cost. The new model uses a forward-looking expected loss method to calculate credit loss estimates. ASU 2016-13 also modified the concept of other-than-temporary impairment and requires credit losses related to available-for-sale debt securities to be recorded through an allowance for credit losses rather than as a reduction in the amortized cost basis of the securities. These changes will result in earlier recognition of credit losses. In February 2020, the FASB issued ASU No. 2020-02, Financial Instruments – Credit Losses (Topic 326), which amends the effective date of the original pronouncement for smaller reporting companies. ASU 2016-13 and its amendments are effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years, though early adoption is permitted. The Company adopted the requirements of ASU 2016-13 as of January 1, 2022 on a modified retrospective basis. The adoption of this standard did not have a material impact on the Company’s condensed consolidated financial statements. In December 2019, the FASB issued ASU No 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”). ASU 2019-12 removes certain exceptions to the general principles in Topic 740. ASU 2019-12 is effective for fiscal years beginning January 1, 2022, with early adoption permitted. The Company adopted ASU 2019-12 on January 1, 2022. The adoption of this standard did not have a material impact on the Company's condensed consolidated financial statements. |
Segment and Revenue Disclosures
Segment and Revenue Disclosures | 6 Months Ended |
Jun. 30, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Segment and Revenue Disclosures | Segment and Revenue Disclosures Segment Reporting: Revenue by geographic region is based on the delivery address of the customer and is summarized in the below table (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Americas $ 26,118 $ 24,240 $ 50,868 $ 45,566 EMEA 16,687 14,086 33,789 28,890 APAC 4,872 5,627 11,112 10,347 Total Revenue $ 47,677 $ 43,953 $ 95,769 $ 84,803 The Company’s revenue from the United States was $23.1 million and $45.6 million for the three and six months ended June 30, 2022, respectively. The Company’s revenue from the United States was $22.9 million and $42.3 million for the three and six months ended June 30, 2021, respectively. The Company’s revenue from the United Kingdom was $5.3 million and $10.1 million for the three and six months ended June 30, 2022, respectively. The Company’s revenue from the United Kingdom did not exceed 10% of the Company’s total revenue for the three and six months ended June 30, 2021. No other individual country exceeded 10% of the Company’s total quarterly revenue during the periods presented. Disaggregation of Revenue The principal category the Company uses to disaggregate revenues is the nature of the Company’s products and services as presented in the condensed consolidated statements of operations, the total of which is reconciled to the condensed consolidated revenue from the Company’s single reportable segment. In the following table, revenue is presented by software license and service categories (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Revenue: Multi-year term licenses $ 9,329 $ 15,481 $ 17,515 $ 27,612 1-year term licenses 6,198 7,023 17,670 15,973 Total subscription term licenses 15,527 22,504 35,185 43,585 Subscription SaaS, support and maintenance 29,562 20,239 55,748 38,603 Perpetual licenses 19 147 105 702 Total subscriptions and perpetual licenses 45,108 42,890 91,038 82,890 Professional services 2,569 1,063 4,731 1,913 Total Revenue $ 47,677 $ 43,953 $ 95,769 $ 84,803 Contract Assets and Deferred Revenue Contract assets and deferred revenue from contracts with customers were as follows (in thousands): June 30, December 31, Contract assets $ 16,345 $ 20,508 Deferred revenue 66,397 75,394 Generally, the Company invoices its customers at the time a customer enters into a binding contract. However, the Company may offer invoicing and payment installments for certain multi-year arrangements. In these instances, timing of revenue recognition may differ from the timing of invoicing to customers. Contract assets are recorded when revenue is recognized prior to invoicing. Contract assets are transferred to accounts receivable upon customer invoicing. Beginning of the period contract asset amounts transferred to accounts receivable during the period were $9.5 million and $2.9 million for the three months ended June 30, 2022 and 2021, respectively and $14.7 million and $6.4 million for the six months ended June 30, 2022 and 2021, respectively. Deferred revenue is recorded when invoicing occurs before revenue is recognized. Deferred revenue recognized that was included in the deferred revenue balance at the beginning of the period was $25.7 million and $19.1 million for the three months ended June 30, 2022 and 2021, respectively and $46.3 million and $31.0 million for the six months ended June 30, 2022 and 2021, respectively. Remaining Performance Obligations Remaining performance obligations (“RPO”) represents transaction price allocated to still unsatisfied or partially satisfied performance obligations. Those obligations are recorded as deferred revenue or contractually stated or committed orders under multi-year billing plans for subscription and perpetual licenses, Software as a Service (“SaaS”) and support and maintenance contracts for which the associated deferred revenue has not yet been recorded. As of June 30, 2022, total remaining non-cancellable performance obligations under the Company’s subscriptions and perpetual license contracts with customers was approximately $163.1 million. Of this amount, the Company expects to recognize revenue of approximately $98.1 million, or 60%, over the next 12 months, with the balance to be recognized as revenue thereafter. The Company excludes the transaction price allocated to RPOs that have original expected durations of one year or less such as professional services and training. Contract Costs The following table summarizes the account activity of deferred commissions for the three and six months ended June 30, 2022 and 2021: Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Beginning balance $ 24,152 $ 15,001 $ 24,058 $ 14,748 Additions to deferred commissions 3,843 5,962 7,928 9,540 Amortization of deferred commissions (3,211) (3,909) (7,202) (7,233) Ending balance $ 24,784 $ 17,054 $ 24,784 $ 17,054 June 30, December 31, Deferred commissions, current $ 8,343 $ 8,457 Deferred commissions, non-current 16,441 15,601 Total deferred commissions $ 24,784 $ 24,058 Concentrations of Credit Risk, Significant Customers and Third Party Hosted Services Credit Risk The Company’s financial instruments that are exposed to concentrations of credit risk consist primarily of cash and cash equivalents, short-term investments and accounts receivable. Cash and cash equivalents and short-term investments are currently held in two financial institutions and, at times, may exceed federally insured limits. Major Customers As of June 30, 2022 and December 31, 2021 no single customer represented greater than 10% of accounts receivable. The Company does not require collateral to secure trade receivable balances. For the three months ended June 30, 2022, no single customer represented greater than 10% of revenue. For the three months ended June 30, 2021, one customer represented greater than 10% of revenue. For the six months ended June 30, 2022 and 2021, no single customer represented greater than 10% of revenue. Third Party Hosted Services |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements ASC 820, Fair Value Measurements (“ASC 820”), defines fair value, establishes a framework for measuring fair value and enhances disclosures about fair value measurements. Fair value is defined under ASC 820 as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value under ASC 820 must maximize the use of observable inputs and minimize the use of unobservable inputs. The standard describes a fair value hierarchy based on the following three levels of inputs that may be used to measure fair value, of which the first two are considered observable and the last unobservable: Level 1 – Quoted prices in active markets for identical assets or liabilities; Level 2 – Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The following table represents the fair value hierarchy for the Company’s financial assets and liabilities held by value on a recurring basis (in thousands): June 30, 2022 Level 1 Level 2 Level 3 Total Assets: Money market funds $ 70,039 $ — $ — $ 70,039 Total cash equivalents 70,039 — — 70,039 Commercial paper — 65,573 — 65,573 Asset-backed securities — 39,075 — 39,075 Corporate debt securities — 87,951 — 87,951 U.S. treasury bonds — 55,529 — 55,529 Total short-term investments — 248,128 — 248,128 Total cash equivalents and short-term investments $ 70,039 $ 248,128 $ — $ 318,167 December 31, 2021 Level 1 Level 2 Level 3 Total Assets: Money market funds $ 98,333 $ — $ — $ 98,333 Total cash equivalents 98,333 — — 98,333 Commercial paper — 78,448 — 78,448 Asset-backed securities — 51,587 — 51,587 Corporate debt securities — 85,084 — 85,084 U.S. treasury bonds — 26,292 — 26,292 Total short-term investments — 241,411 — 241,411 Total cash equivalents and short-term investments $ 98,333 $ 241,411 $ — $ 339,744 All of the Company’s money market funds are classified as Level 1 in the fair value hierarchy as the valuation is based on observable inputs that reflect quoted prices for identical assets or liabilities in active markets. For certain of the Company’s financial instruments, including cash held in banks, accounts receivable, accounts payable and accrued expense, the carrying amounts approximate fair value due to their short maturities, and are, therefore, excluded from the fair value tables above. |
Cash Equivalents and Short-Term
Cash Equivalents and Short-Term Investments | 6 Months Ended |
Jun. 30, 2022 | |
Investments, Debt and Equity Securities [Abstract] | |
Cash Equivalents and Short-Term Investments | Cash Equivalents and Short-Term Investments The amortized cost, unrealized loss and estimated fair value of the Company’s cash equivalents and short-term investments as of June 30, 2022 and December 31, 2021 were as follows (in thousands): June 30, 2022 Amortized Cost Unrealized Gain Unrealized Loss Estimated Fair Value Cash Equivalents: Money market funds $ 70,039 $ — $ — $ 70,039 Total cash equivalents 70,039 — — 70,039 Short-term investments Commercial paper 65,573 — — 65,573 Asset-backed securities 39,600 — (525) 39,075 Corporate debt securities 89,193 — (1,242) 87,951 U.S. Treasury bonds 56,522 — (993) 55,529 Short-term investments 250,888 — (2,760) 248,128 Total $ 320,927 $ — $ (2,760) $ 318,167 December 31, 2021 Amortized Cost Unrealized Gain Unrealized Loss Estimated Fair Value Cash Equivalents: Money market funds $ 98,333 $ — $ — $ 98,333 Total cash equivalents 98,333 — — 98,333 Short-term investments Commercial paper 78,448 — — 78,448 Asset-backed securities 51,745 — (158) 51,587 Corporate debt securities 85,365 — (281) 85,084 U.S. treasury bonds 26,444 — (152) 26,292 Short-term investments 242,002 — (591) 241,411 Total $ 340,335 $ — $ (591) $ 339,744 All short-term investments were designated as available-for-sale securities as of June 30, 2022 and December 31, 2021. The following table presents the contractual maturities of the Company’s short-term investments as of June 30, 2022 and December 31, 2021 (in thousands): June 30, 2022 Amortized Cost Estimated Fair Value Due within one year $ 199,719 $ 198,352 Due between one to five years 51,169 49,776 Total $ 250,888 $ 248,128 December 31, 2021 Amortized Cost Estimated Fair Value Due within one year $ 142,950 $ 142,868 Due between one to five years 99,052 98,543 Total $ 242,002 $ 241,411 As of June 30, 2022, the Company did not have any unsettled purchases or unsettled maturities of short-term investments. The Company had short-term investments with a market value of $182.6 million and $163.0 million in unrealized loss positions as of June 30, 2022 and December 31, 2021, respectively. The Company has not incurred unrealized losses for greater than 12 months on its short-term investments. Gross unrealized losses from available-for-sale securities were $2.8 million and $0.6 million as of June 30, 2022 and December 31, 2021, from 36 and 38 investment positions, respectively. There were no realized gains or losses from available-for-sale securities that were reclassified out of accumulated other comprehensive income for the three and six months ended June 30, 2022 and June 30, 2021. For available-for-sale debt securities that have unrealized losses, the Company evaluates whether (i) the Company has the intention to sell any of these investments, (ii) it is not more likely than not that the Company will be required to sell any of these available-for-sale debt securities before recovery of the entire amortized cost basis and (iii) the decline in the fair value of the investment is due to credit or non-credit related factors. The credit ratings associated with the corporate notes and obligations are mostly unchanged, are highly rated and the issuers continue to make timely principal and interest payments. Based on this evaluation, the Company determined that for short-term investments, there were no material credit or non-credit related impairments as of June 30, 2022 and December 31, 2021. |
Leases
Leases | 6 Months Ended |
Jun. 30, 2022 | |
Leases [Abstract] | |
Leases | Leases The Company primarily has operating leases for office space. The leases expire on various dates between 2022 and 2029, some of which could include options to extend the lease. Options to extend the lease term are included in the lease term when it is reasonably certain that ForgeRock will exercise the extension option. Leases with a term of one year or less are not recognized on the Company’s condensed consolidated balance sheets, while the associated lease payments are recorded in the condensed consolidated statements of operations on a straight-line basis over the lease term. The Company’s leases do not contain material variable rent payments, residual value guarantees, covenants or other restrictions. The following table summarizes the components of lease expense, which are included in operating expenses in the Company’s condensed statements of operations and comprehensive loss (in thousands): Three Months Ended June 30, 2022 Six Months Ended June 30, 2022 Operating lease expense $ 699 $ 1,372 Variable lease expense 164 339 Total lease expense $ 863 $ 1,711 Variable lease payments include amounts relating to common area maintenance, real estate taxes and insurance and are recognized in the condensed consolidated statements of operations and comprehensive loss as incurred. The following table summarizes supplemental information related to leases: Six Months Ended June 30, 2022 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases (in thousands) $ 886 Weighted-average remaining lease term (years) Operating leases 6.6 Weighted-average discount rate Operating leases 5.3 % The following table summarizes the maturities of lease liabilities as of June 30, 2022 (in thousands): 2022 (6 months remaining) $ 732 2023 2,220 2024 2,102 2025 1,882 2026 1,753 Thereafter 4,825 Total future minimum lease payments 13,514 Less: Imputed interest (2,243) Present value of future minimum lease payments 11,271 Less: Current portion of operating lease liability (1,263) Non-current portion of operating lease liability $ 10,008 |
Debt
Debt | 6 Months Ended |
Jun. 30, 2022 | |
Debt Disclosure [Abstract] | |
Debt | Debt The following table presents total debt outstanding (in thousands, except interest rates): June 30, 2022 December 31, 2021 Amount Interest Rate Amount Interest Rate $10.0 million March 2019 $ 10,000 8.00 % $ 10,000 8.00 % $10.0 million September 2019 10,000 8.00 % 10,000 8.00 % $10.0 million December 2019 10,000 8.00 % 10,000 8.00 % $10.0 million March 2020 10,000 8.00 % 10,000 8.00 % Less: debt discount (453) (517) Total debt, net of debt discount 39,547 39,483 Less: current portion — — Total long-term debt $ 39,547 $ 39,483 In September 2021, the Company executed an amendment to the Amended Restated Plain English Growth Capital Loan and Security Agreement with TriplePoint Venture Growth BDC Corp. (“TriplePoint”) and TriplePoint Capital LLC (the “A&R Loan Agreement”), which amends and restates the Loan and Security Agreement entered into in March 2016 with TriplePoint. The payments on all cash advances are interest only. The A&R Loan Agreement became effective once the registration statement in connection with the initial public offering was declared effective on September 16, 2021. The key provisions of the amendment include: (1) a covenant requiring the maintenance of a $20.0 million cash balance when an event of default exits, (2) change in the interest rate for outstanding term loan to be eight percent (8.00%) per annum on the existing loans, (3) extension of the maturity dates by twenty-four months, (4) change in the prepayment penalties and (5) and a change in the prepayment premium. The principal will be due at the end of the term of the respective advance. The A&R Loan Agreement is secured by substantially all the Company’s assets, excluding its intellectual property, which was subject to a negative pledge. The A&R Loan Agreement contains customary representations and warranties and customary affirmative and negative covenants applicable to the Company, including, among other things, restrictions on indebtedness, liens, investments, dividends and other distributions. The A&R Loan Agreement was accounted for as a modification and not an extinguishment as the terms of the Company’s outstanding debt were not substantially different from the original terms. The Company amortizes the debt issuance costs as interest expense using the effective interest method over the remaining term of the loan. As of June 30, 2022 and December 31, 2021, accrued interest for the end-of term payments was $1.8 million and $1.6 million, respectively. The annualized effective interest rate on debt was 8.73% and 11.26% for the six months ended June 30, 2022 and year ended December 31, 2021, respectively. As of June 30, 2022, the Company was in compliance with the covenants set forth in the A&R Loan Agreement. Future principal payments on outstanding borrowings as of June 30, 2022 are as follows: Years ending: 2022 (6 months remaining) $ — 2023 — 2024 — 2025 30,000 2026 10,000 Total $ 40,000 |
Commitment and Contingencies
Commitment and Contingencies | 6 Months Ended |
Jun. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Letters of Credit As of June 30, 2022 and December 31, 2021, the Company had outstanding letters of credit under an office lease agreement that totaled $0.6 million, which primarily guaranteed early termination fees in the event of default. The letters of credit are not collateralized. Purchase Commitments In the ordinary course of business, the Company enters into various purchase commitments primarily related to third-party cloud hosting and data services, information technology operations and marketing events. Total noncancellable purchase commitments as of June 30, 2022 were approximately $60.6 million as follows: 2022 $ 12,473 2023 23,131 2024 25,000 $ 60,604 Employee Benefit Plans The Company has a 401(k) Savings Plan (“the 401(k) Plan”) which qualifies as a deferred salary arrangement under Section 401(k) of the Internal Revenue Code. The 401(k) Plan and other pension plans outside the United States that the Company provides or is mandated to provide are all defined contribution plans. During the three months ended June 30, 2022 and 2021, the Company’s 401(k) and other pension plan contributions were $1.1 million and $1.0 million, respectively. During the six months ended June 30, 2022 and 2021, the Company’s 401(k) and other pension plan contributions were $2.2 million and $1.8 million, respectively. Warranties and Guarantees The Company’s software and software-as-a-service (“SaaS”) offerings are generally warrantied to perform materially in accordance with the Company’s documentation under normal use and circumstances. To date, the Company has not incurred significant costs and has not accrued a liability in the accompanying condensed consolidated financial statements as a result of these obligations. The Company has entered into service-level agreements with a majority of its customers defining levels of support response times and SaaS uptimes, as applicable. In a very small percentage of the Company's arrangements, the Company allows customers to terminate their agreements if the Company fails to meet those levels. In such instances, the customer would be entitled to a refund of prepaid unused subscription or support and maintenance fees. To date, the Company has not experienced any significant failures to meet defined support response times or SaaS uptimes pursuant to those agreements and has not accrued any liabilities related to these agreements in the condensed consolidated financial statements. The Company has not been obligated to make any payments for contingent indemnification obligations in respect to third-party claims, and no liabilities have been recorded for these obligations as of June 30, 2022 and December 31, 2021. Legal Matters From time to time, the Company may be a party to various legal proceedings and claims that arise in the ordinary course of business. The Company makes a provision for a liability relating to legal matters when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. The Company maintains insurance to cover certain actions and believes that resolution of such claims, charges, or litigation will not have a material impact on the Company’s financial position, results of operations, or liquidity. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income TaxesFor the three months ended June 30, 2022 and 2021, the Company recorded a tax provision of $0.5 million and $0.3 million, respectively. For the six months ended June 30, 2022 and 2021, the Company recorded a tax provision of $1.0 million and $0.5 million, respectively. The effective tax rate differs from the U.S. federal statutory income tax rate of 21% primarily as a result of not recognizing deferred tax assets for domestic and certain foreign jurisdictions due to a full valuation allowance against deferred tax assets. |
Stock-based Compensation
Stock-based Compensation | 6 Months Ended |
Jun. 30, 2022 | |
Share-based Payment Arrangement [Abstract] | |
Stock-based Compensation | Stock-based Compensation A summary of the Company’s stock-based compensation expense as recognized on the condensed consolidated statements of operations is presented in thousands below: Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Cost of revenue $ 615 $ 94 $ 1,132 $ 167 Research and development 1,653 224 3,053 493 Sales and marketing 2,803 547 5,061 968 General and administrative 2,900 898 5,185 1,659 Total stock-based compensation expense $ 7,971 $ 1,763 $ 14,431 $ 3,287 2021 Equity Incentive Plan In September 2021, the Company’s board of directors adopted the Company’s 2021 Equity Incentive Plan (the “2021 Plan”) as a successor to the 2012 Equity Incentive Plan (the “2012 Plan”) with the purpose of granting stock-based awards to employees, directors, officers and consultants such as stock options, restricted stock awards and restricted stock units (“RSUs”). The Company’s compensation committee administers the 2021 Plan. A total of 7,276,000 shares of Class A common stock were initially available for issuance under the 2021 Plan. In addition, the shares reserved for issuance under the 2021 Plan include a number of shares of Class A common stock equal to the number of shares of Class B common stock subject to awards granted under the 2012 Plan that, on or after the termination of the 2012 Plan, expire or otherwise terminate without having been exercised in full or are forfeited to or repurchased by the Company (provided that the maximum number of shares that may be added to the 2021 Plan pursuant to the terms described in this sentence is 14,913,309 shares). The number of shares of the Company’s Class A common stock available for issuance under the 2021 Plan is subject to an annual increase on the first day of each fiscal year beginning on January 1, 2022, equal to the lesser of: (i) 8,085,000 shares; (ii) 5% of the outstanding shares of all classes of the Company’s common stock as of the last day of the immediately preceding year; or (iii) such other amount as the Company’s board of directors may determine. 2012 Equity Incentive Plan The 2012 Plan, which was amended in March 2021, was terminated in September 2021, in connection with the adoption of the 2021 Plan, and stock-based awards are no longer granted under the 2012 Plan. However, the 2012 Plan will continue to govern the terms and conditions of the outstanding awards previously granted thereunder. As of June 30, 2022, the Company has not issued any stock appreciation rights. 2021 Employee Stock Purchase Plan In September 2021, the Company’s board of directors adopted and the stockholders approved the 2021 Employee Stock Purchase Plan (the “2021 ESPP”), which became effective concurrent with the completion of the IPO, and established an initial reserve of 1,617,000 shares of common stock. The 2021 ESPP provides for annual increases in the number of shares available for issuance on the first day of each fiscal year beginning on January 1, 2022, equal to the lesser of: (i) 1,617,000 shares; (ii) 1% of the outstanding shares of all classes of the Company’s common stock as of the last day of the immediately preceding year; or (iii) such other amount determined by the plan administrator. As of June 30, 2022, 292,531 shares had been purchased under the 2021 ESPP. Except for the initial offering period, the ESPP provides for a 12-month offering period beginning November 15 and May 15 of each year, and each offering period will consist of two six-month purchase periods. The initial offering period began on October 1, 2021 and will end on November 15, 2022. On each purchase date, eligible employees will purchase the shares at a price per share equal to 85% of the lesser of (1) the fair market value of the Company’s common stock on the offering date, or (2) the fair market value of its common stock on the purchase date. Restricted Stock Units The Company grants RSUs that generally vest over four years for our employees and one total grant date fair value of RSUs granted during the six months ended June 30, 2022 was $34.0 million. There were no RSUs granted during the six months ended June 30, 2021. A summary of the Company’s unvested RSUs and activity for the six months ended June 30, 2022 is as follows: Shares Weighted Average Grant Date Fair Value Outstanding as of December 31, 2021 1,702,724 $ 27.49 Granted 2,361,056 14.41 Vested (25,000) 27.49 Canceled (140,727) 19.28 Outstanding at June 30, 2022 3,898,053 19.87 As of June 30, 2022, there was $68.7 million of total unrecognized compensation, which will be recognized over the remaining weighted-average vesting period of 3.4 years using the straight-line method. Stock Options A summary of the Company’s stock option activity and related information for the six months ended June 30, 2022 is as follows: Number of Weighted- Weighted Aggregate Balance at December 31, 2021 14,219,587 $ 5.10 6.4 $ 306,981 Options exercised (2,031,994) 1.64 Options forfeited (219,111) 7.39 Balance at June 30, 2022 11,968,482 5.65 6.6 190,452 As of June 30, 2022: Vested and exercisable 8,553,980 3.89 5.9 149,986 As of June 30, 2022, there was $18.9 million of unrecognized compensation expense related to non-vested stock options granted under the Plan. That expense is expected to be recognized over a weighted-average period of 2.1 years. No stock options were granted during the six months ended June 30, 2022. |
Redeemable Convertible Preferre
Redeemable Convertible Preferred Stock and Related Warrants and Option | 6 Months Ended |
Jun. 30, 2022 | |
Temporary Equity Disclosure [Abstract] | |
Redeemable Convertible Preferred Stock and Related Warrants and Option | Redeemable Convertible Preferred Stock and Related Warrants and Option Upon the closing of the IPO, all 42,778,408 shares of the Company’s then-outstanding redeemable convertible preferred stock, including the option to purchase 1,935,789 shares which was exercised in April 2021, automatically converted on a one-to-one basis to shares of Class B common stock. Preferred Stock Warrants On September 24, 2021, after the closing of the IPO, the warrants to purchase 411,624 shares of preferred stock, all related to the Company’s debt, were exercised in a cashless exercise for a net amount of 344,085 shares of Class B common stock. |
Stockholders_ Equity
Stockholders’ Equity | 6 Months Ended |
Jun. 30, 2022 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Preferred Stock In connection with the IPO, the Company amended and restated its certificate of incorporation, which became effective immediately prior to the closing of the Company’s offering, which authorized 100,000,000 shares of undesignated preferred stock, with a par value of $0.001. As of June 30, 2022, there were 100,000,000 shares of preferred stock authorized and zero shares of preferred stock outstanding. Common Stock The Company has two classes of common stock: Class A common stock and Class B common stock. In connection with the IPO, the Company amended and restated its certificate of incorporation and authorized 1,000,000,000 shares of Class A common stock and 500,000,000 shares of Class B common stock. The shares of Class A common stock and Class B common stock are identical, except with respect to voting rights. Each share of Class A common stock is entitled to one vote. Each share of Class B common stock is entitled to ten votes. Class A and Class B common stock have a par value of $0.001 per share, and are referred to collectively as the Company’s common stock throughout the notes to the condensed consolidated financial statements, unless otherwise noted. Holders of common stock are entitled to receive any dividends as may be declared from time to time by the board of directors. Shares of Class B common stock may be converted to Class A common stock at any time at the option of the stockholder. Shares of Class B common stock automatically convert to Class A common stock at the earlier of (i) the 7th anniversary of the filing and effectiveness of the Company’s amended and restated certificate of incorporation in connection with the IPO, (ii) when the outstanding shares of the Company’s Class B common stock represent less than 5% of the combined voting power of the Company’s Class A common stock and Class B common stock, and (iii) the affirmative vote of the holders of 66 2/3% of the voting power of the Company’s outstanding Class B common stock. Immediately prior to the completion of the IPO, all shares of common stock then outstanding were reclassified into Class B common stock. |
Net Loss Per Share
Net Loss Per Share | 6 Months Ended |
Jun. 30, 2022 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Net Loss Per Share Since the Company was in a loss position for the periods presented, basic net loss per share is the same as diluted net loss per share, as the inclusion of all potential common shares outstanding would have been anti-dilutive. The following outstanding potentially dilutive ordinary shares were excluded from the computation of diluted net loss per share attributable to ordinary stockholders for the periods presented, as their effect would have been anti-dilutive: Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 (in thousands) (in thousands) Stock options 8,284 9,038 8,347 9,312 Restricted stock units 654 336 387 336 Convertible preferred stock warrants and option — 412 — 412 Other awards including contingently issuable shares — 67 — 67 Total anti-dilutive shares 8,938 9,853 8,734 10,127 |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2022 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions In April 2021, the Company sold an aggregate of 1,935,789 shares of its Series E-1 redeemable convertible preferred stock to a related party investor at a purchase price of $10.3317 per share, for an aggregate purchase price of $20.0 million. KKR & Co. Inc. (“KKR”) is a U.S.-based investment firm. Funds controlled by KKR held approximately 5.3% and 7.8% of the Company’s capital stock as of June 30, 2022 and June 30, 2021, respectively. KKR has representation on the Company’s board of directors. The Company has customer arrangements with multiple KKR affiliates. During the three and six months ended June 30, 2022, the Company recognized revenue of $1.2 million and $1.8 million with KKR affiliates, respectively. During the three and six months ended June 30, 2021, the Company recognized revenue of $0.8 million and $1.3 million, respectively. The Company had $0.3 million and $1.4 million in aggregate accounts receivable recorded related to these agreements at June 30, 2022 and June 30, 2021, respectively. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Principles of Consolidation | Basis of Presentation and Principles of Consolidation The accompanying interim condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) and applicable rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) regarding interim financial reporting. |
Unaudited Interim Condensed Consolidated Financial Information | Unaudited Interim Condensed Consolidated Financial Information The accompanying interim condensed consolidated balance sheet as of June 30, 2022, the condensed consolidated statements of operations, comprehensive loss, and redeemable convertible preferred stock and stockholders’ equity (deficit) for the three and six months ended June 30, 2022 and 2021 and the interim condensed consolidated statements of cash flows for the six months ended June 30, 2022 and 2021 and the related footnote disclosures are unaudited. These interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the related notes thereto as of and for the year ended December 31, 2021, included in the Company’s Annual Report on Form 10-K on file with the SEC (“Annual Report”). The interim condensed consolidated financial statements are presented in accordance with the rules and regulations of the SEC and do not include all disclosures normally required in annual consolidated financial statements prepared in accordance with U.S. GAAP. The condensed consolidated balance sheet as of December 31, 2021 included herein was derived from the audited financial statements as of that date. In management’s opinion, the unaudited interim condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and include all adjustments (consisting only of normal recurring adjustments) that are necessary to state fairly the consolidated financial position of the Company as of June 30, 2022, the results of operations for the three and six months ended June 30, 2022 and 2021 and cash flows for the six months ended June 30, 2022 and 2021. The results for the three and six months ended June 30, 2022 are not necessarily indicative of the results to be expected for the year ending December 31, 2022 or for any future period. |
Use of Estimates | Use of Estimates The Company’s condensed consolidated financial statements are prepared in accordance with U.S. GAAP as set forth in the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”). These accounting principles require us to make certain estimates and assumptions. The significant estimates and assumptions include but are not limited to (i) standalone selling price (“SSP”) in revenue recognition, (ii) valuation allowance on deferred taxes, (iii) valuation of stock-based compensation and (iv) valuation of the Company’s common stock prior to the Company’s initial public offering of common stock (IPO) in September 2021. Management evaluates these estimates and assumptions on an ongoing basis and makes estimates based on historical experience and various other assumptions that are believed to be reasonable. However, because future events and their effects cannot be determined with certainty, actual results may differ from these assumptions and estimates, and such differences could be material. |
Cash Equivalents | Cash Equivalents Cash consists primarily of cash on deposit with banks. Cash equivalents include highly liquid investments purchased with an original maturity date of 90 days or less from the date of purchase. The Company monitors its credit risk by considering factors such as historical experience, credit ratings, current economic conditions, and reasonable and supportable forecasts. |
Short-term Investments | Short-term Investments Short-term investments consist primarily of money market funds, U.S. treasury bonds, commercial paper, corporate debt and asset-backed securities. The Company’s policy generally requires investments to be investment grade, with the primary objective of minimizing the potential risk of principal loss. The Company classifies its short-term investments as available-for-sale securities at the time of purchase and reevaluates such classification at each balance sheet date. The Company has classified its investments as current based on the nature of the investments and their availability for use in current operations. Available-for-sale debt securities are recorded at fair value each reporting period. Unrealized gains and losses on these investments are reported as a separate component of accumulated other comprehensive income (loss) in the condensed consolidated balance sheets until realized. Unrealized gains and losses for any short-term investments that management intends to sell or it is more likely than not that management will be required to sell prior to their anticipated recovery are recorded in other income, net. The Company segments its portfolio based on the underlying risk profiles of the securities and has a zero-loss expectation for U.S. treasury and U.S. government agency securities. The Company regularly reviews the securities in an unrealized loss position and evaluates the current expected credit loss by considering factors such as credit ratings, issuer-specific factors, current economic conditions, and reasonable and supportable forecasts. The Company did not record any material credit losses during the three and six months ended June 30, 2022. As of June 30, 2022 and December 31, 2021, no allowance for credit losses in short-term investments was recorded. |
Accounts Receivable, Contract Assets and Allowances | Accounts Receivable, Contract Assets and Allowances Accounts receivable are recorded at the invoiced amount, net of allowances for expected credit losses. Effective January 1, 2022, the Company reports accounts receivable and contract assets net of an allowance for expected credit losses in accordance with Accounting Standards Codification Topic 326, Financial Instruments – Credit Losses (“ASC 326”), while prior period amounts continue to be reported in accordance with previously applicable GAAP. These allowances are based on the Company’s assessment of the collectability of accounts by considering the age of each outstanding invoice, the collection history of each customer, and an evaluation of current expected risk of credit loss based on current conditions and reasonable and supportable forecasts of future economic conditions over the life of the receivable. We assess collectability by reviewing accounts receivable on an aggregated basis where similar characteristics exist and on an individual basis when we identify specific customers with known disputes or collectability issues. Amounts deemed uncollectible are recorded as an allowance for expected credit losses in the condensed consolidated balance sheets with an offsetting decrease in deferred revenue or a charge to sales and marketing expense in the condensed consolidated statements of operations. |
Collaborative Arrangements | Collaborative Arrangements The Company has entered into collaborative arrangements with two partners in order to develop future versions of and enhance the features and functionality of its identity software and SaaS services. These arrangements have been determined to be within the scope of ASC 808, Collaborative Arrangements |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements In June 2016, the FASB issued Accounting Standards Update (ASU) 2016-13, Financial Instruments—Credit Losses (Topic 326) (“ASU 2016-13”), which changes the existing incurred loss impairment model for financial assets held at amortized cost. The new model uses a forward-looking expected loss method to calculate credit loss estimates. ASU 2016-13 also modified the concept of other-than-temporary impairment and requires credit losses related to available-for-sale debt securities to be recorded through an allowance for credit losses rather than as a reduction in the amortized cost basis of the securities. These changes will result in earlier recognition of credit losses. In February 2020, the FASB issued ASU No. 2020-02, Financial Instruments – Credit Losses (Topic 326), which amends the effective date of the original pronouncement for smaller reporting companies. ASU 2016-13 and its amendments are effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years, though early adoption is permitted. The Company adopted the requirements of ASU 2016-13 as of January 1, 2022 on a modified retrospective basis. The adoption of this standard did not have a material impact on the Company’s condensed consolidated financial statements. In December 2019, the FASB issued ASU No 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”). ASU 2019-12 removes certain exceptions to the general principles in Topic 740. ASU 2019-12 is effective for fiscal years beginning January 1, 2022, with early adoption permitted. The Company adopted ASU 2019-12 on January 1, 2022. The adoption of this standard did not have a material impact on the Company's condensed consolidated financial statements. |
Segment and Revenue Disclosur_2
Segment and Revenue Disclosures (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Summary of Revenue by Geographic Region | Revenue by geographic region is based on the delivery address of the customer and is summarized in the below table (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Americas $ 26,118 $ 24,240 $ 50,868 $ 45,566 EMEA 16,687 14,086 33,789 28,890 APAC 4,872 5,627 11,112 10,347 Total Revenue $ 47,677 $ 43,953 $ 95,769 $ 84,803 |
Summary of Disaggregation of Revenue | In the following table, revenue is presented by software license and service categories (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Revenue: Multi-year term licenses $ 9,329 $ 15,481 $ 17,515 $ 27,612 1-year term licenses 6,198 7,023 17,670 15,973 Total subscription term licenses 15,527 22,504 35,185 43,585 Subscription SaaS, support and maintenance 29,562 20,239 55,748 38,603 Perpetual licenses 19 147 105 702 Total subscriptions and perpetual licenses 45,108 42,890 91,038 82,890 Professional services 2,569 1,063 4,731 1,913 Total Revenue $ 47,677 $ 43,953 $ 95,769 $ 84,803 |
Summary of Contract Assets and Deferred Revenue | Contract assets and deferred revenue from contracts with customers were as follows (in thousands): June 30, December 31, Contract assets $ 16,345 $ 20,508 Deferred revenue 66,397 75,394 |
Summary of Deferred Commissions | The following table summarizes the account activity of deferred commissions for the three and six months ended June 30, 2022 and 2021: Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Beginning balance $ 24,152 $ 15,001 $ 24,058 $ 14,748 Additions to deferred commissions 3,843 5,962 7,928 9,540 Amortization of deferred commissions (3,211) (3,909) (7,202) (7,233) Ending balance $ 24,784 $ 17,054 $ 24,784 $ 17,054 June 30, December 31, Deferred commissions, current $ 8,343 $ 8,457 Deferred commissions, non-current 16,441 15,601 Total deferred commissions $ 24,784 $ 24,058 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on a Recurring Basis | The following table represents the fair value hierarchy for the Company’s financial assets and liabilities held by value on a recurring basis (in thousands): June 30, 2022 Level 1 Level 2 Level 3 Total Assets: Money market funds $ 70,039 $ — $ — $ 70,039 Total cash equivalents 70,039 — — 70,039 Commercial paper — 65,573 — 65,573 Asset-backed securities — 39,075 — 39,075 Corporate debt securities — 87,951 — 87,951 U.S. treasury bonds — 55,529 — 55,529 Total short-term investments — 248,128 — 248,128 Total cash equivalents and short-term investments $ 70,039 $ 248,128 $ — $ 318,167 December 31, 2021 Level 1 Level 2 Level 3 Total Assets: Money market funds $ 98,333 $ — $ — $ 98,333 Total cash equivalents 98,333 — — 98,333 Commercial paper — 78,448 — 78,448 Asset-backed securities — 51,587 — 51,587 Corporate debt securities — 85,084 — 85,084 U.S. treasury bonds — 26,292 — 26,292 Total short-term investments — 241,411 — 241,411 Total cash equivalents and short-term investments $ 98,333 $ 241,411 $ — $ 339,744 |
Cash Equivalents and Short-Te_2
Cash Equivalents and Short-Term Investments (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Investments, Debt and Equity Securities [Abstract] | |
Summary of Short-Term Investments | The amortized cost, unrealized loss and estimated fair value of the Company’s cash equivalents and short-term investments as of June 30, 2022 and December 31, 2021 were as follows (in thousands): June 30, 2022 Amortized Cost Unrealized Gain Unrealized Loss Estimated Fair Value Cash Equivalents: Money market funds $ 70,039 $ — $ — $ 70,039 Total cash equivalents 70,039 — — 70,039 Short-term investments Commercial paper 65,573 — — 65,573 Asset-backed securities 39,600 — (525) 39,075 Corporate debt securities 89,193 — (1,242) 87,951 U.S. Treasury bonds 56,522 — (993) 55,529 Short-term investments 250,888 — (2,760) 248,128 Total $ 320,927 $ — $ (2,760) $ 318,167 December 31, 2021 Amortized Cost Unrealized Gain Unrealized Loss Estimated Fair Value Cash Equivalents: Money market funds $ 98,333 $ — $ — $ 98,333 Total cash equivalents 98,333 — — 98,333 Short-term investments Commercial paper 78,448 — — 78,448 Asset-backed securities 51,745 — (158) 51,587 Corporate debt securities 85,365 — (281) 85,084 U.S. treasury bonds 26,444 — (152) 26,292 Short-term investments 242,002 — (591) 241,411 Total $ 340,335 $ — $ (591) $ 339,744 |
Summary of Cash Equivalents | The amortized cost, unrealized loss and estimated fair value of the Company’s cash equivalents and short-term investments as of June 30, 2022 and December 31, 2021 were as follows (in thousands): June 30, 2022 Amortized Cost Unrealized Gain Unrealized Loss Estimated Fair Value Cash Equivalents: Money market funds $ 70,039 $ — $ — $ 70,039 Total cash equivalents 70,039 — — 70,039 Short-term investments Commercial paper 65,573 — — 65,573 Asset-backed securities 39,600 — (525) 39,075 Corporate debt securities 89,193 — (1,242) 87,951 U.S. Treasury bonds 56,522 — (993) 55,529 Short-term investments 250,888 — (2,760) 248,128 Total $ 320,927 $ — $ (2,760) $ 318,167 December 31, 2021 Amortized Cost Unrealized Gain Unrealized Loss Estimated Fair Value Cash Equivalents: Money market funds $ 98,333 $ — $ — $ 98,333 Total cash equivalents 98,333 — — 98,333 Short-term investments Commercial paper 78,448 — — 78,448 Asset-backed securities 51,745 — (158) 51,587 Corporate debt securities 85,365 — (281) 85,084 U.S. treasury bonds 26,444 — (152) 26,292 Short-term investments 242,002 — (591) 241,411 Total $ 340,335 $ — $ (591) $ 339,744 |
Summary of Contractual Maturities | The following table presents the contractual maturities of the Company’s short-term investments as of June 30, 2022 and December 31, 2021 (in thousands): June 30, 2022 Amortized Cost Estimated Fair Value Due within one year $ 199,719 $ 198,352 Due between one to five years 51,169 49,776 Total $ 250,888 $ 248,128 December 31, 2021 Amortized Cost Estimated Fair Value Due within one year $ 142,950 $ 142,868 Due between one to five years 99,052 98,543 Total $ 242,002 $ 241,411 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Leases [Abstract] | |
Summary of Lease Expense and Supplemental Information | The following table summarizes the components of lease expense, which are included in operating expenses in the Company’s condensed statements of operations and comprehensive loss (in thousands): Three Months Ended June 30, 2022 Six Months Ended June 30, 2022 Operating lease expense $ 699 $ 1,372 Variable lease expense 164 339 Total lease expense $ 863 $ 1,711 The following table summarizes supplemental information related to leases: Six Months Ended June 30, 2022 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases (in thousands) $ 886 Weighted-average remaining lease term (years) Operating leases 6.6 Weighted-average discount rate Operating leases 5.3 % |
Summary of Lease Liability Maturities | The following table summarizes the maturities of lease liabilities as of June 30, 2022 (in thousands): 2022 (6 months remaining) $ 732 2023 2,220 2024 2,102 2025 1,882 2026 1,753 Thereafter 4,825 Total future minimum lease payments 13,514 Less: Imputed interest (2,243) Present value of future minimum lease payments 11,271 Less: Current portion of operating lease liability (1,263) Non-current portion of operating lease liability $ 10,008 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | The following table presents total debt outstanding (in thousands, except interest rates): June 30, 2022 December 31, 2021 Amount Interest Rate Amount Interest Rate $10.0 million March 2019 $ 10,000 8.00 % $ 10,000 8.00 % $10.0 million September 2019 10,000 8.00 % 10,000 8.00 % $10.0 million December 2019 10,000 8.00 % 10,000 8.00 % $10.0 million March 2020 10,000 8.00 % 10,000 8.00 % Less: debt discount (453) (517) Total debt, net of debt discount 39,547 39,483 Less: current portion — — Total long-term debt $ 39,547 $ 39,483 |
Schedule of Future Principal Payments | Future principal payments on outstanding borrowings as of June 30, 2022 are as follows: Years ending: 2022 (6 months remaining) $ — 2023 — 2024 — 2025 30,000 2026 10,000 Total $ 40,000 |
Commitment and Contingencies (T
Commitment and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Noncancelable Purchase Commitments | Total noncancellable purchase commitments as of June 30, 2022 were approximately $60.6 million as follows: 2022 $ 12,473 2023 23,131 2024 25,000 $ 60,604 |
Stock-based Compensation (Table
Stock-based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Share-based Payment Arrangement [Abstract] | |
Summary of Stock-Based Compensation Expense | A summary of the Company’s stock-based compensation expense as recognized on the condensed consolidated statements of operations is presented in thousands below: Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Cost of revenue $ 615 $ 94 $ 1,132 $ 167 Research and development 1,653 224 3,053 493 Sales and marketing 2,803 547 5,061 968 General and administrative 2,900 898 5,185 1,659 Total stock-based compensation expense $ 7,971 $ 1,763 $ 14,431 $ 3,287 |
Summary of Unvested RSU Activity | A summary of the Company’s unvested RSUs and activity for the six months ended June 30, 2022 is as follows: Shares Weighted Average Grant Date Fair Value Outstanding as of December 31, 2021 1,702,724 $ 27.49 Granted 2,361,056 14.41 Vested (25,000) 27.49 Canceled (140,727) 19.28 Outstanding at June 30, 2022 3,898,053 19.87 |
Summary of Plan Activity | A summary of the Company’s stock option activity and related information for the six months ended June 30, 2022 is as follows: Number of Weighted- Weighted Aggregate Balance at December 31, 2021 14,219,587 $ 5.10 6.4 $ 306,981 Options exercised (2,031,994) 1.64 Options forfeited (219,111) 7.39 Balance at June 30, 2022 11,968,482 5.65 6.6 190,452 As of June 30, 2022: Vested and exercisable 8,553,980 3.89 5.9 149,986 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Earnings Per Share [Abstract] | |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following outstanding potentially dilutive ordinary shares were excluded from the computation of diluted net loss per share attributable to ordinary stockholders for the periods presented, as their effect would have been anti-dilutive: Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 (in thousands) (in thousands) Stock options 8,284 9,038 8,347 9,312 Restricted stock units 654 336 387 336 Convertible preferred stock warrants and option — 412 — 412 Other awards including contingently issuable shares — 67 — 67 Total anti-dilutive shares 8,938 9,853 8,734 10,127 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2022 USD ($) partner | Jun. 30, 2021 USD ($) | Jun. 30, 2022 USD ($) partner | Jun. 30, 2021 USD ($) | Dec. 31, 2021 USD ($) | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Allowance for credit losses | $ 0 | $ 0 | $ 0 | ||
Number of partners | partner | 2 | 2 | |||
Revenue from collaborative arrangement | $ 1,400,000 | $ 1,400,000 | $ 2,600,000 | $ 2,200,000 | |
Collaborative Arrangement, Transaction with Party to Collaborative Arrangement | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Royalty expense | $ 200,000 | $ 200,000 | $ 600,000 | $ 500,000 |
Segment and Revenue Disclosur_3
Segment and Revenue Disclosures - Revenue by Geographic Region (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 47,677 | $ 43,953 | $ 95,769 | $ 84,803 |
Americas | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 26,118 | 24,240 | 50,868 | 45,566 |
EMEA | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 16,687 | 14,086 | 33,789 | 28,890 |
APAC | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 4,872 | $ 5,627 | $ 11,112 | $ 10,347 |
Segment and Revenue Disclosur_4
Segment and Revenue Disclosures - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 47,677 | $ 43,953 | $ 95,769 | $ 84,803 |
Contract asset transferred to accounts receivable | 9,500 | 2,900 | 14,700 | 6,400 |
Revenue recognized | 25,700 | $ 19,100 | 46,300 | 31,000 |
Revenue Benchmark | Customer Concentration Risk | Customer One | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk, percentage | 10% | |||
Total subscriptions and perpetual licenses | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 45,108 | $ 42,890 | 91,038 | 82,890 |
Remaining performance obligations | 163,100 | 163,100 | ||
Total subscriptions and perpetual licenses | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-07-01 | ||||
Disaggregation of Revenue [Line Items] | ||||
Remaining performance obligations | $ 98,100 | $ 98,100 | ||
Remaining performance obligations, percentage | 60% | 60% | ||
Remaining performance obligation, period | 12 months | 12 months | ||
United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 23,100 | $ 22,900 | $ 45,600 | $ 42,300 |
United Kingdom | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 5,300 | $ 10,100 |
Segment and Revenue Disclosur_5
Segment and Revenue Disclosures - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 47,677 | $ 43,953 | $ 95,769 | $ 84,803 |
Total subscriptions and perpetual licenses | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 45,108 | 42,890 | 91,038 | 82,890 |
Subscription term licenses | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 15,527 | 22,504 | 35,185 | 43,585 |
Multi-year term licenses | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 9,329 | 15,481 | 17,515 | 27,612 |
1-year term licenses | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 6,198 | 7,023 | 17,670 | 15,973 |
Subscription SaaS, support & maintenance | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 29,562 | 20,239 | 55,748 | 38,603 |
Perpetual licenses | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 19 | 147 | 105 | 702 |
Professional services | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 2,569 | $ 1,063 | $ 4,731 | $ 1,913 |
Segment and Revenue Disclosur_6
Segment and Revenue Disclosures - Contract Assets and Deferred Revenue (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Revenue from Contract with Customer [Abstract] | ||
Contract assets | $ 16,345 | $ 20,508 |
Deferred revenue | $ 66,397 | $ 75,394 |
Segment and Revenue Disclosur_7
Segment and Revenue Disclosures - Deferred Commissions (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | |
Change In Capitalized Contract Cost [Roll Forward] | |||||
Beginning balance | $ 24,152 | $ 15,001 | $ 24,058 | $ 14,748 | |
Additions to deferred commissions | 3,843 | 5,962 | 7,928 | 9,540 | |
Amortization of deferred commissions | (3,211) | (3,909) | (7,202) | (7,233) | |
Ending balance | 24,784 | 17,054 | 24,784 | 17,054 | |
Deferred commissions, current | 8,343 | 8,343 | $ 8,457 | ||
Deferred commissions, non-current | 16,441 | 16,441 | 15,601 | ||
Total deferred commissions | $ 24,784 | $ 17,054 | $ 24,784 | $ 17,054 | $ 24,058 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Financial Assets and Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Assets: | ||
Total cash equivalents | $ 70,039 | $ 98,333 |
Total short-term investments | 248,128 | 241,411 |
Commercial paper | ||
Assets: | ||
Total short-term investments | 65,573 | 78,448 |
Asset-backed securities | ||
Assets: | ||
Total short-term investments | 39,075 | 51,587 |
Corporate debt securities | ||
Assets: | ||
Total short-term investments | 87,951 | 85,084 |
Recurring | ||
Assets: | ||
Total cash equivalents | 70,039 | 98,333 |
Total short-term investments | 248,128 | 241,411 |
Total cash equivalents and short-term investments | 318,167 | 339,744 |
Recurring | Commercial paper | ||
Assets: | ||
Total short-term investments | 65,573 | 78,448 |
Recurring | Asset-backed securities | ||
Assets: | ||
Total short-term investments | 39,075 | 51,587 |
Recurring | Corporate debt securities | ||
Assets: | ||
Total short-term investments | 87,951 | 85,084 |
Recurring | U.S. treasury bonds | ||
Assets: | ||
Total short-term investments | 55,529 | 26,292 |
Recurring | Level 1 | ||
Assets: | ||
Total cash equivalents | 70,039 | 98,333 |
Total short-term investments | 0 | 0 |
Total cash equivalents and short-term investments | 70,039 | 98,333 |
Recurring | Level 1 | Commercial paper | ||
Assets: | ||
Total short-term investments | 0 | 0 |
Recurring | Level 1 | Asset-backed securities | ||
Assets: | ||
Total short-term investments | 0 | 0 |
Recurring | Level 1 | Corporate debt securities | ||
Assets: | ||
Total short-term investments | 0 | 0 |
Recurring | Level 1 | U.S. treasury bonds | ||
Assets: | ||
Total short-term investments | 0 | 0 |
Recurring | Level 2 | ||
Assets: | ||
Total cash equivalents | 0 | 0 |
Total short-term investments | 248,128 | 241,411 |
Total cash equivalents and short-term investments | 248,128 | 241,411 |
Recurring | Level 2 | Commercial paper | ||
Assets: | ||
Total short-term investments | 65,573 | 78,448 |
Recurring | Level 2 | Asset-backed securities | ||
Assets: | ||
Total short-term investments | 39,075 | 51,587 |
Recurring | Level 2 | Corporate debt securities | ||
Assets: | ||
Total short-term investments | 87,951 | 85,084 |
Recurring | Level 2 | U.S. treasury bonds | ||
Assets: | ||
Total short-term investments | 55,529 | 26,292 |
Recurring | Level 3 | ||
Assets: | ||
Total cash equivalents | 0 | 0 |
Total short-term investments | 0 | 0 |
Total cash equivalents and short-term investments | 0 | 0 |
Recurring | Level 3 | Commercial paper | ||
Assets: | ||
Total short-term investments | 0 | 0 |
Recurring | Level 3 | Asset-backed securities | ||
Assets: | ||
Total short-term investments | 0 | 0 |
Recurring | Level 3 | Corporate debt securities | ||
Assets: | ||
Total short-term investments | 0 | 0 |
Recurring | Level 3 | U.S. treasury bonds | ||
Assets: | ||
Total short-term investments | 0 | 0 |
Money market funds | ||
Assets: | ||
Total cash equivalents | 70,039 | 98,333 |
Money market funds | Recurring | ||
Assets: | ||
Total cash equivalents | 70,039 | 98,333 |
Money market funds | Recurring | Level 1 | ||
Assets: | ||
Total cash equivalents | 70,039 | 98,333 |
Money market funds | Recurring | Level 2 | ||
Assets: | ||
Total cash equivalents | 0 | 0 |
Money market funds | Recurring | Level 3 | ||
Assets: | ||
Total cash equivalents | $ 0 | $ 0 |
Cash Equivalents and Short-Te_3
Cash Equivalents and Short-Term Investments - Schedule of Cash Equivalents and Short-Term Investments (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Cash Equivalents: | ||
Amortized Cost | $ 70,039 | $ 98,333 |
Estimated Fair Value | 70,039 | 98,333 |
Short-term investments | ||
Amortized Cost | 250,888 | 242,002 |
Unrealized Gain | 0 | 0 |
Unrealized Loss | (2,760) | (591) |
Estimated Fair Value | 248,128 | 241,411 |
Amortized Cost | 320,927 | 340,335 |
Estimated Fair Value | 318,167 | 339,744 |
Commercial paper | ||
Short-term investments | ||
Amortized Cost | 65,573 | 78,448 |
Unrealized Gain | 0 | 0 |
Unrealized Loss | 0 | 0 |
Estimated Fair Value | 65,573 | 78,448 |
Asset-backed securities | ||
Short-term investments | ||
Amortized Cost | 39,600 | 51,745 |
Unrealized Gain | 0 | 0 |
Unrealized Loss | (525) | (158) |
Estimated Fair Value | 39,075 | 51,587 |
Corporate debt securities | ||
Short-term investments | ||
Amortized Cost | 89,193 | 85,365 |
Unrealized Gain | 0 | 0 |
Unrealized Loss | (1,242) | (281) |
Estimated Fair Value | 87,951 | 85,084 |
U.S. Treasury bonds | ||
Short-term investments | ||
Amortized Cost | 56,522 | 26,444 |
Unrealized Gain | 0 | 0 |
Unrealized Loss | (993) | (152) |
Estimated Fair Value | 55,529 | 26,292 |
Money market funds | ||
Cash Equivalents: | ||
Amortized Cost | 70,039 | 98,333 |
Estimated Fair Value | $ 70,039 | $ 98,333 |
Cash Equivalents and Short-Te_4
Cash Equivalents and Short-Term Investments - Contractual Maturity (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Amortized Cost | ||
Due within one year | $ 199,719 | $ 142,950 |
Due between one to five years | 51,169 | 99,052 |
Amortized Cost | 250,888 | 242,002 |
Estimated Fair Value | ||
Due within one year | 198,352 | 142,868 |
Due between one to five years | 49,776 | 98,543 |
Estimated Fair Value | $ 248,128 | $ 241,411 |
Cash Equivalents and Short-Te_5
Cash Equivalents and Short-Term Investments - Narrative (Details) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2022 USD ($) position | Jun. 30, 2021 USD ($) | Jun. 30, 2022 USD ($) position | Jun. 30, 2021 USD ($) | Dec. 31, 2021 USD ($) position | |
Investments, Debt and Equity Securities [Abstract] | |||||
Unrealized loss positions | $ 182,600,000 | $ 182,600,000 | $ 163,000,000 | ||
Unrealized losses, greater than 12 months | 0 | 0 | |||
Unrealized Loss | $ (2,760,000) | $ (2,760,000) | $ (591,000) | ||
Number of investment positions | position | 36 | 36 | 38 | ||
Realized gain (loss) | $ 0 | $ 0 | $ 0 | $ 0 |
Leases - Lease Expense (Details
Leases - Lease Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2022 | Jun. 30, 2022 | |
Leases [Abstract] | ||
Operating lease expense | $ 699 | $ 1,372 |
Variable lease expense | 164 | 339 |
Total lease expense | $ 863 | $ 1,711 |
Leases - Supplemental Informati
Leases - Supplemental Information (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2022 USD ($) | |
Cash paid for amounts included in the measurement of lease liabilities: | |
Operating cash flows from operating leases (in thousands) | $ 886 |
Weighted-average remaining lease term (years) | |
Operating leases | 6 years 7 months 6 days |
Weighted-average discount rate | |
Operating leases | 5.30% |
Leases - Lease Maturities (Deta
Leases - Lease Maturities (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Lessee, Operating Lease, Liability, Payment, Due [Abstract] | ||
2022 (6 months remaining) | $ 732 | |
2023 | 2,220 | |
2024 | 2,102 | |
2025 | 1,882 | |
2026 | 1,753 | |
Thereafter | 4,825 | |
Total future minimum lease payments | 13,514 | |
Less: Imputed interest | (2,243) | |
Present value of future minimum lease payments | 11,271 | |
Less: Current portion of operating lease liability | (1,263) | $ (1,820) |
Non-current portion of operating lease liability | $ 10,008 | $ 11,037 |
Debt - Schedule of Debt (Detail
Debt - Schedule of Debt (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Debt Instrument [Line Items] | ||
Amount | $ 40,000 | |
Less: debt discount | (453) | $ (517) |
Total debt, net of debt discount | 39,547 | 39,483 |
Less: current portion | 0 | 0 |
Total long-term debt | 39,547 | 39,483 |
$10.0 million March 2019 | ||
Debt Instrument [Line Items] | ||
Principal amount | 10,000 | |
Amount | $ 10,000 | $ 10,000 |
Interest Rate | 8% | 8% |
$10.0 million September 2019 | ||
Debt Instrument [Line Items] | ||
Principal amount | $ 10,000 | |
Amount | $ 10,000 | $ 10,000 |
Interest Rate | 8% | 8% |
$10.0 million December 2019 | ||
Debt Instrument [Line Items] | ||
Principal amount | $ 10,000 | |
Amount | $ 10,000 | $ 10,000 |
Interest Rate | 8% | 8% |
$10.0 million March 2020 | ||
Debt Instrument [Line Items] | ||
Principal amount | $ 10,000 | |
Amount | $ 10,000 | $ 10,000 |
Interest Rate | 8% | 8% |
Debt - Narrative (Details)
Debt - Narrative (Details) - USD ($) $ in Millions | 1 Months Ended | ||
Sep. 30, 2021 | Jun. 30, 2022 | Dec. 31, 2021 | |
Debt Instrument [Line Items] | |||
Accrued interest | $ 1.8 | $ 1.6 | |
Effective interest rate | 8.73% | 11.26% | |
A&R Loan Agreement | |||
Debt Instrument [Line Items] | |||
Covenant, cash balance | $ 20 | ||
Interest Rate | 8% | ||
Extension term | 24 months |
Debt - Maturities (Details)
Debt - Maturities (Details) $ in Thousands | Jun. 30, 2022 USD ($) |
Debt Disclosure [Abstract] | |
2022 (6 months remaining) | $ 0 |
2023 | 0 |
2024 | 0 |
2025 | 30,000 |
2026 | 10,000 |
Total | $ 40,000 |
Commitment and Contingencies -
Commitment and Contingencies - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |||||
Letters of credit outstanding | $ 600 | $ 600 | $ 600 | ||
Noncancelable purchase commitments | 60,604 | 60,604 | |||
Pension contributions | $ 1,100 | $ 1,000 | $ 2,200 | $ 1,800 |
Commitment and Contingencies _2
Commitment and Contingencies - Noncancelable Purchase Commitments (Details) $ in Thousands | Jun. 30, 2022 USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2022 | $ 12,473 |
2023 | 23,131 |
2024 | 25,000 |
Noncancelable purchase commitments | $ 60,604 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Income Tax Disclosure [Abstract] | ||||
Provision for income taxes | $ 489 | $ 286 | $ 951 | $ 456 |
Stock-based Compensation - Stoc
Stock-based Compensation - Stock-based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation expense | $ 7,971 | $ 1,763 | $ 14,431 | $ 3,287 |
Cost of revenue | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation expense | 615 | 94 | 1,132 | 167 |
Research and development | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation expense | 1,653 | 224 | 3,053 | 493 |
Sales and marketing | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation expense | 2,803 | 547 | 5,061 | 968 |
General and administrative | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation expense | $ 2,900 | $ 898 | $ 5,185 | $ 1,659 |
Stock-based Compensation - Narr
Stock-based Compensation - Narrative (Details) $ in Millions | 1 Months Ended | 6 Months Ended | |
Sep. 30, 2021 shares | Jun. 30, 2022 USD ($) tranche shares | Jun. 30, 2021 shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
RSUs granted (in shares) | 2,361,056 | 0 | |
Shares granted (in shares) | 0 | ||
Restricted stock units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted-average grant-date fair value of RSUs granted | $ | $ 34 | ||
Unrecognized compensation expense | $ | $ 68.7 | ||
Unrecognized compensation expense, period for recognition | 3 years 4 months 24 days | ||
Restricted stock units | Share-based Payment Arrangement, Employee | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 4 years | ||
Restricted stock units | Minimum | Share-based Payment Arrangement, Nonemployee | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 1 year | ||
Restricted stock units | Maximum | Share-based Payment Arrangement, Nonemployee | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 3 years | ||
Stock options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unrecognized compensation expense | $ | $ 18.9 | ||
Unrecognized compensation expense, period for recognition | 2 years 1 month 6 days | ||
2021 Equity Incentive Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Additional shares available for authorization (in shares) | 14,913,309 | ||
Annual increase (in shares) | 8,085,000 | ||
Percentage of outstanding common stock | 5% | ||
2021 Equity Incentive Plan | Class A common stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares available for issuance (in shares) | 7,276,000 | ||
2021 Employee Stock Purchase Plan | Employee Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares available for issuance (in shares) | 1,617,000 | ||
Annual increase (in shares) | 1,617,000 | ||
Percentage of outstanding common stock | 1% | ||
Shares purchased (in shares) | 292,531 | ||
Offering period | 12 months | ||
Number of purchase periods | tranche | 2 | ||
Purchase period | 6 months | ||
Purchase price of common stock, percentage of fair market value | 85% |
Stock-based Compensation - RSU
Stock-based Compensation - RSU Activity (Details) - $ / shares | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Shares | ||
Beginning balance (in shares) | 1,702,724 | |
Granted (in shares) | 2,361,056 | 0 |
Vested (in shares) | (25,000) | |
Canceled (in shares) | (140,727) | |
Ending balance (in shares) | 3,898,053 | |
Weighted Average Grant Date Fair Value | ||
Beginning balance (in dollars per share) | $ 27.49 | |
Granted (in dollars per share) | 14.41 | |
Vested (in dollars per share) | 27.49 | |
Canceled (in dollars per share) | 19.28 | |
Ending balance (in dollars per share) | $ 19.87 |
Stock-based Compensation - Plan
Stock-based Compensation - Plan Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 6 Months Ended | 12 Months Ended |
Apr. 30, 2021 | Jun. 30, 2022 | Dec. 31, 2021 | |
Number of Awards Outstanding | |||
Beginning balance (in shares) | 14,219,587 | ||
Options exercised (in shares) | (1,935,789) | (2,031,994) | |
Options forfeited (in shares) | (219,111) | ||
Ending balance (in shares) | 11,968,482 | 14,219,587 | |
Vested and exercisable (in shares) | 8,553,980 | ||
Weighted- Average Exercise Price | |||
Beginning balance (in dollars per share) | $ 5.10 | ||
Options exercised (in dollars per share) | 1.64 | ||
Options forfeited (in dollars per share) | 7.39 | ||
Ending balance (in dollars per share) | 5.65 | $ 5.10 | |
Vested and exercisable (in dollars per share) | $ 3.89 | ||
Weighted Average Remaining Contractual Term (Years) | 6 years 7 months 6 days | 6 years 4 months 24 days | |
Vested and exercisable, weighted average remaining contractual term | 5 years 10 months 24 days | ||
Options outstanding, average intrinsic value | $ 190,452 | $ 306,981 | |
Vested and exercisable, average intrinsic value | $ 149,986 |
Redeemable Convertible Prefer_2
Redeemable Convertible Preferred Stock and Related Warrants and Option - Narrative (Details) - shares | 1 Months Ended | 6 Months Ended | ||
Sep. 24, 2021 | Sep. 19, 2021 | Apr. 30, 2021 | Jun. 30, 2022 | |
Temporary Equity Disclosure [Abstract] | ||||
Conversion of stock (in shares) | 42,778,408 | |||
Exercise of common stock options (in shares) | 1,935,789 | 2,031,994 | ||
Number of warrants exercised (in shares) | 411,624 | |||
Number of shares that warrants can be converted into (in shares) | 344,085 |
Stockholders_ Equity (Details)
Stockholders’ Equity (Details) | Jun. 30, 2022 vote $ / shares shares | Dec. 31, 2021 $ / shares shares | Sep. 19, 2021 $ / shares shares |
Class of Stock [Line Items] | |||
Preferred stock, shares authorized (in shares) | 100,000,000 | 100,000,000 | |
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.001 | ||
Preferred stock, shares outstanding (in shares) | 0 | ||
Combined voting power threshold, percentage (less than) | 5% | ||
Class B voting power percentage, threshold | 66.6667% | ||
Class A common stock | |||
Class of Stock [Line Items] | |||
Common stock, shares authorized (in shares) | 1,000,000,000 | 1,000,000,000 | |
Common stock, number of votes per share | vote | 1 | ||
Common stock, par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 | |
Class B common stock | |||
Class of Stock [Line Items] | |||
Common stock, shares authorized (in shares) | 500,000,000 | 500,000,000 | |
Common stock, number of votes per share | vote | 10 | ||
Common stock, par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 |
Net Loss Per Share - Antidiluti
Net Loss Per Share - Antidilutive Securities (Details) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total anti-dilutive shares (in shares) | 8,938 | 9,853 | 8,734 | 10,127 |
Stock options | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total anti-dilutive shares (in shares) | 8,284 | 9,038 | 8,347 | 9,312 |
Restricted stock units | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total anti-dilutive shares (in shares) | 654 | 336 | 387 | 336 |
Convertible preferred stock warrants and option | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total anti-dilutive shares (in shares) | 0 | 412 | 0 | 412 |
Other awards including contingently issuable shares | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total anti-dilutive shares (in shares) | 0 | 67 | 0 | 67 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||
Apr. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Related Party Transaction [Line Items] | |||||
Aggregate purchase price | $ 20 | ||||
Investor | Series E-1 | |||||
Related Party Transaction [Line Items] | |||||
Number of shares sold (in shares) | 1,935,789 | ||||
Shares sold, price per share (in dollars per share) | $ 10.3317 | ||||
Affiliated Entity | KKR & Co. Inc | |||||
Related Party Transaction [Line Items] | |||||
Revenue from related parties | $ 1.2 | $ 0.8 | $ 1.8 | $ 1.3 | |
Accounts receivable, related party | $ 0.3 | $ 1.4 | $ 0.3 | $ 1.4 | |
KKR & Co. Inc | ForgeRock, Inc. | |||||
Related Party Transaction [Line Items] | |||||
Ownership percentage | 5.30% | 7.80% | 5.30% | 7.80% |