Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2022 | May 05, 2022 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2022 | |
Document Transition Report | false | |
Entity File Number | 001-40406 | |
Entity Registrant Name | ZIPRECRUITER, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 27-2976158 | |
Entity Address, Address Line One | 604 Arizona Avenue | |
Entity Address, City or Town | Santa Monica | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 90401 | |
City Area Code | 877 | |
Local Phone Number | 252-1062 | |
Title of 12(b) Security | Class A common stock, $0.00001 par value per share | |
Trading Symbol | ZIP | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Central Index Key | 0001617553 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Common Class A | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 87,498,133 | |
Common Class B | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 30,361,349 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Current assets | ||
Cash | $ 745,393 | $ 254,621 |
Accounts receivable, net of allowances of $3,482 and $3,325 at March 31, 2022 and December 31, 2021, respectively | 51,680 | 41,657 |
Prepaid expenses and other assets | 10,599 | 9,721 |
Deferred commissions, current portion | 4,608 | 4,640 |
Total current assets | 812,280 | 310,639 |
Property and equipment, net | 9,050 | 8,702 |
Operating lease right-of-use assets | 15,900 | 18,515 |
Internal use software, net | 14,466 | 13,657 |
Deferred commissions, net of current portion | 3,962 | 4,011 |
Goodwill | 1,724 | 1,724 |
Deferred tax assets, net | 43,388 | 38,029 |
Other assets | 1,151 | 3,342 |
Total assets | 901,921 | 398,619 |
Current liabilities | ||
Accounts payable | 22,000 | 24,862 |
Accrued expenses | 72,371 | 86,213 |
Accrued interest | 5,957 | 0 |
Deferred revenue | 25,498 | 23,253 |
Operating lease liabilities, current portion | 6,033 | 6,109 |
Other current liabilities | 5,735 | 2,457 |
Total current liabilities | 137,594 | 142,894 |
Operating lease liabilities, net of current portion | 17,530 | 19,179 |
Long-term borrowings | 540,862 | 0 |
Other long-term liabilities | 2,318 | 1,578 |
Total liabilities | 698,304 | 163,651 |
Commitments and contingencies (Note 7) | ||
Stockholders' equity | ||
Preferred Stock, $0.00001 par value; 50,000 shares authorized as of March 31, 2022 and December 31, 2021; no shares issued and outstanding as of March 31, 2022 and December 31, 2021 | 0 | 0 |
Class B treasury stock, 195 shares outstanding as of March 31, 2022 and December 31, 2021 | (644) | (644) |
Additional paid-in capital | 263,627 | 303,395 |
Accumulated deficit | (59,367) | (67,784) |
Total stockholders' equity | 203,617 | 234,968 |
Total liabilities and stockholders' equity | 901,921 | 398,619 |
Common Class A | ||
Stockholders' equity | ||
Common stock | 1 | 1 |
Common Class B | ||
Stockholders' equity | ||
Common stock | $ 0 | $ 0 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Current assets | ||
Accounts receivable, allowance for credit loss, current | $ 3,482 | $ 3,325 |
Stockholders' equity | ||
Preferred stock, par value (in dollars per share) | $ 0.00001 | $ 0.00001 |
Preferred stock, authorized (in shares) | 50,000,000 | |
Preferred stock, issued (in shares) | 0 | 0 |
Preferred stock, outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.00001 | |
Common stock, authorized (in shares) | 1,450,000,000 | |
Treasury stock (in shares) | 195,000 | 195,000 |
Common Class A | ||
Stockholders' equity | ||
Common stock, par value (in dollars per share) | $ 0.00001 | $ 0.00001 |
Common stock, authorized (in shares) | 700,000,000 | 700,000,000 |
Common stock, issued (in shares) | 87,380,000 | 87,843,000 |
Common stock, outstanding (in shares) | 87,380,000 | 87,843,000 |
Common Class B | ||
Stockholders' equity | ||
Common stock, par value (in dollars per share) | $ 0.00001 | $ 0.00001 |
Common stock, authorized (in shares) | 700,000,000 | 700,000,000 |
Common stock, issued (in shares) | 30,557,000 | 30,571,000 |
Common stock, outstanding (in shares) | 30,362,000 | 30,376,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Income Statement [Abstract] | ||
Revenue | $ 227,260 | $ 125,372 |
Cost of revenue | 21,606 | 15,961 |
Gross profit | 205,654 | 109,411 |
Operating expenses | ||
Sales and marketing | 137,590 | 63,476 |
Research and development | 29,644 | 17,015 |
General and administrative | 24,196 | 12,454 |
Total operating expenses | 191,430 | 92,945 |
Income from operations | 14,224 | 16,466 |
Other income (expense) | ||
Interest expense | (6,285) | (209) |
Sublease income | 0 | 292 |
Other income (expense), net | (25) | 94 |
Total other income (expense), net | (6,310) | 177 |
Income before income taxes | 7,914 | 16,643 |
Income tax expense (benefit) | (503) | 3,245 |
Net income | 8,417 | 13,398 |
Less: Accretion of redeemable convertible preferred stock | 0 | (997) |
Less: Undistributed earnings attributable to participating securities | 0 | (2,913) |
Net income attributable to Class A and Class B common stockholders | $ 8,417 | $ 9,488 |
Net income per share attributable to Class A and Class B common stockholders: | ||
Basic (in dollars per share) | $ 0.07 | $ 0.12 |
Diluted (in dollars per share) | $ 0.07 | $ 0.10 |
Weighted average shares used in computing net income per share attributable to Class A and Class B common stockholders: | ||
Basic (in shares) | 118,806 | 78,834 |
Diluted (in shares) | 127,050 | 98,435 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Changes in Redeemable Convertible Preferred Stock and Stockholders' Equity (Deficit) - USD ($) shares in Thousands, $ in Thousands | Total | Treasury Stock | Additional Paid-in Capital | Retained Earnings | Series A Preferred Stock | Series B Preferred Stock | Common Class ACommon Stock | Common Class BCommon Stock |
Beginning balance (in shares) at Dec. 31, 2020 | 2,271 | 6,031 | ||||||
Beginning balance at Dec. 31, 2020 | $ 87,118 | $ 49,738 | ||||||
Redeemable Convertible Preferred Stock | ||||||||
Accretion of redeemable convertible preferred stock | $ 961 | $ 36 | ||||||
Ending balance (in shares) at Mar. 31, 2021 | 2,271 | 6,031 | ||||||
Ending balance at Mar. 31, 2021 | $ 88,079 | $ 49,774 | ||||||
Beginning balance (in shares) at Dec. 31, 2020 | (195) | 0 | 78,283 | |||||
Beginning balance at Dec. 31, 2020 | $ (50,296) | $ (644) | $ 21,732 | $ (71,384) | $ 0 | $ 0 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Issuance of common stock upon exercise of options (in shares) | 1,965 | |||||||
Issuance of common stock upon exercise of options | 3,660 | 3,660 | ||||||
Stock-based compensation | 1,290 | 1,290 | ||||||
Repurchase and retirement of common stock (in shares) | (50) | |||||||
Repurchase and retirement of common stock | (450) | (450) | ||||||
Accretion of redeemable convertible preferred stock | (997) | (997) | ||||||
Net income | 13,398 | 13,398 | ||||||
Ending balance (in shares) at Mar. 31, 2021 | (195) | 0 | 80,198 | |||||
Ending balance at Mar. 31, 2021 | (33,395) | $ (644) | 25,235 | (57,986) | $ 0 | $ 0 | ||
Beginning balance (in shares) at Dec. 31, 2021 | 0 | 0 | ||||||
Beginning balance at Dec. 31, 2021 | $ 0 | $ 0 | ||||||
Ending balance (in shares) at Mar. 31, 2022 | 0 | 0 | ||||||
Ending balance at Mar. 31, 2022 | $ 0 | $ 0 | ||||||
Beginning balance (in shares) at Dec. 31, 2021 | (195) | 87,843 | 30,571 | |||||
Beginning balance at Dec. 31, 2021 | 234,968 | $ (644) | 303,395 | (67,784) | $ 1 | $ 0 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Conversion of Class B stock to Class A stock (in shares) | 1,446 | (1,446) | ||||||
Conversion of Class B stock to Class A stock | 0 | 0 | ||||||
Issuance of common stock upon exercise of options (in shares) | 1,180 | |||||||
Issuance of common stock upon exercise of options | 2,078 | 2,078 | ||||||
Issuance of common stock upon the vesting and settlement of restricted stock units (in shares) | 354 | 433 | ||||||
Stock-based compensation | 21,112 | 21,112 | ||||||
Shares withheld related to net share settlement (in shares) | (133) | (181) | ||||||
Shares withheld related to net share settlement | (5,902) | (5,902) | ||||||
Stock issued under employee stock purchase plan (in shares) | 290 | |||||||
Shares issued under employee stock purchase plan | 5,293 | 5,293 | ||||||
Repurchase and retirement of common stock (in shares) | (2,420) | |||||||
Repurchase and retirement of common stock | (62,349) | (62,349) | ||||||
Net income | 8,417 | 8,417 | ||||||
Ending balance (in shares) at Mar. 31, 2022 | (195) | 87,380 | 30,557 | |||||
Ending balance at Mar. 31, 2022 | $ 203,617 | $ (644) | $ 263,627 | $ (59,367) | $ 1 | $ 0 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Cash flows from operating activities | ||
Net income | $ 8,417 | $ 13,398 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Stock-based compensation expense | 20,494 | 1,226 |
Depreciation and amortization | 2,485 | 2,302 |
Provision for bad debts | 758 | 244 |
Deferred income taxes | (5,359) | 3,151 |
Non-cash lease expense | 1,304 | 1,473 |
Other | 1,619 | 0 |
Change in operating assets and liabilities: | ||
Accounts receivable | (10,781) | (5,149) |
Prepaid expenses and other current assets | (991) | (1,087) |
Deferred commissions, net | 81 | 122 |
Other assets | 2,129 | 59 |
Accounts payable | (2,882) | (2,191) |
Accrued expenses and other liabilities | (9,306) | 5,078 |
Accrued interest | 5,957 | 0 |
Deferred revenue | 2,234 | 4,259 |
Operating lease liabilities | (1,726) | (731) |
Net cash provided by operating activities | 14,433 | 22,154 |
Cash flows from investing activities | ||
Purchases of property and equipment | (986) | (1,131) |
Capitalized internal use software costs | (2,530) | (2,124) |
Net cash used in investing activities | (3,516) | (3,255) |
Cash flows from financing activities | ||
Proceeds from issuance of senior unsecured notes | 550,000 | 0 |
Payment of senior unsecured notes’ issuance fees | (9,378) | 0 |
Payment for net settlement of taxes on restricted stock units | (5,902) | 0 |
Repurchase of common stock | (62,349) | (450) |
Proceeds from exercise of stock options | 2,191 | 2,077 |
Proceeds from issuance of stock under employee stock purchase plan | 5,293 | 0 |
Net cash provided by financing activities | 479,855 | 1,627 |
Net increase in cash | 490,772 | 20,526 |
Beginning of period | 254,621 | 114,539 |
End of period | 745,393 | 135,065 |
Supplemental disclosure of non-cash activities | ||
Capitalized assets included in accounts payable and accrued expenses | 1,019 | 2,084 |
Stock-based compensation capitalized for software | 618 | 64 |
In-transit proceeds from exercise of stock options | 16 | 2,547 |
Accretion of redeemable convertible preferred stock | $ 0 | $ 997 |
Organization and Description of
Organization and Description of Business | 3 Months Ended |
Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Description of Business | Organization and Description of BusinessZipRecruiter, Inc. was incorporated in the state of Delaware on June 29, 2010. Hereinafter, ZipRecruiter, Inc. and its wholly owned subsidiaries ZipRecruiter Israel Ltd., ZipRecruiter UK Ltd., and ZipRecruiter Canada Ltd. are collectively referred to as “ZipRecruiter” or the “Company.” The Company is a two-sided marketplace that enables employers and job seekers to connect with one another online to fill job opportunities. |
Basis of Presentation, Principl
Basis of Presentation, Principles of Consolidation, and Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation, Principles of Consolidation, and Summary of Significant Accounting Policies | Basis of Presentation, Principles of Consolidation, and Summary of Significant Accounting Policies The accompanying unaudited condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information. Accordingly, certain information and disclosures normally included in consolidated financial statements presented in accordance with U.S. GAAP have been condensed or omitted. The condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. The accompanying condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021 (the “2021 Form 10-K”). The condensed consolidated balance sheet as of December 31, 2021 has been derived from the Company’s audited consolidated financial statements. Certain reclassifications have been made to prior year presentation to conform to current year presentation. In the opinion of the Company’s management, the accompanying unaudited condensed consolidated financial statements include all adjustments (consisting of normal recurring adjustments) necessary for the fair statement of the condensed consolidated financial statements. There have been no changes in the Company’s accounting policies from those disclosed in the Company’s audited consolidated financial statements and the related notes included in the 2021 Form 10-K. The operating results for the three months ended March 31, 2022 are not necessarily indicative of the results expected for the full year ending December 31, 2022 or any future period. Use of Estimates The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements, and the reported amounts of revenue and expenses during the reporting period. Significant estimates include revenue recognition, estimates relating to the measurement of operating lease right-of-use (“ROU”) assets and operating lease liabilities, determination of the fair value of stock-based awards, valuation of common stock in periods prior to becoming a public company, collectability of accounts receivable, impairment of long-lived assets, including goodwill, carrying value and useful lives of property and equipment and internal-use software, the amortization period for deferred commission costs, and income taxes. By their nature, estimates are subject to an inherent degree of uncertainty and actual results could differ from those estimates. The impact of the Coronavirus pandemic (“COVID-19”) continues to evolve. As a result, many of the Company’s estimates and assumptions require increased judgment and carry a higher degree of variability and volatility. As of the date these condensed consolidated financial statements are issued, the Company is not aware of any specific event or circumstance that would require an update to the Company’s estimates or judgments, or change to the carrying value of the Company’s assets or liabilities. However, these estimates and judgments may change as new events occur and additional information is obtained, which may result in changes being recognized in the consolidated financial statements in future periods. Actual results could differ from those estimates and any such differences may have a material impact on the financial statements. Fair Value Measurements Fair value is defined 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 must maximize the use of observable inputs and minimize the use of unobservable inputs. Accounting standards describe a fair value hierarchy based on the following three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value: - Level 1 — Quoted prices in active markets for identical assets, liabilities, or funds. - 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. - 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 carrying amounts of the Company’s financial instruments, including accounts receivable, accounts payable, and accrued expenses, approximate fair value because of their short-term maturities, except for the Company’s senior unsecured notes which are valued based on quoted prices for the notes in an inactive market. The value of the notes represents a Level 2 input in the fair value hierarchy. Certain assets, including goodwill and operating leases, are also subject to measurement at fair value on a non-recurring basis using Level 3 or Level 2 inputs, but only when they are deemed to be impaired. As of March 31, 2022 and December 31, 2021, no material impairments were identified on those assets required to be measured at fair value on a non-recurring basis. Segments and Geographic Information The Company operates as a single operating segment. The Company’s Chief Operating Decision Maker, the CEO, regularly reviews financial information presented on a consolidated basis for purposes of assessing financial performance and allocating resources. During the three months ended March 31, 2022 and 2021, respectively, revenue from countries outside of the United States was not material. In addition, property and equipment and operating lease ROU assets outside of the United States were not material as of March 31, 2022 and December 31, 2021, respectively. Concentration of Credit Risk Financial instruments that potentially subject the Company to significant concentrations of credit risk consist principally of cash and accounts receivable. The Company maintains its cash accounts with large financial institutions and at times, the cash accounts may exceed Federal Deposit Insurance Corporation limits. The Company has not experienced any losses in such accounts. One customer accounted for 15% and 16% of the Company's outstanding accounts receivable as of March 31, 2022 and December 31, 2021, respectively. The Company closely monitors the financial condition of the foregoing customer, which has been in good credit standing. No other customer individually accounted for 10% or more of the Company's outstanding accounts receivable as of March 31, 2022 and December 31, 2021, respectively. As such, the Company does not consider the concentration of its accounts receivable to be a material risk. For the three months ended March 31, 2022 and 2021, there were no customers that individually represented 10% or more of revenue. The Company uses third parties to collect its credit card receivables and believes risk related to its credit card processors is minimal. Recent Accounting Pronouncements Accounting Pronouncements Not Yet Adopted As an emerging growth company (“EGC”), the Company is allowed by the Jumpstart Our Business Startups Act to delay adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements are made applicable to private companies. The Company has elected to use the adoption dates applicable to private companies. As a result, the Company’s financial statements may not be comparable to the financial statements of issuers who are required to comply with the effective date for new or revised accounting standards that are applicable to public companies. In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which replaces the existing model for measuring the allowance for credit losses for financial assets measured at amortized cost (including accounts receivable) to a model that is based on the expected losses rather than incurred losses. Under the new credit loss model, lifetime expected credit losses on such financial assets are measured and recognized at each reporting date based on historical, current, and forecasted information. In November 2018, the FASB issued ASU No. 2018-19, Codification Improvements to Topic 326, Financial Instruments - Credit Losses, and in April 2019, the FASB issued ASU No. 2019-04, Codification Improvements to Topic 326, Financial Instruments – Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments. These ASUs provide supplemental guidance and clarification to ASU 2016-13 and must be adopted concurrently with the adoption of ASU 2016-13, cumulatively referred to as “Topic 326.” As an EGC, this guidance is effective for fiscal years beginning after December 15, 2022 and interim periods within those fiscal years. Early adoption is permitted. The Company is currently evaluating the effects of the adoption of this update on its condensed consolidated financial statements. In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, which enhances and simplifies various aspects of income tax accounting guidance. As an EGC, this guidance is effective for fiscal years beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022. Early adoption is permitted, including adoption in an interim period. An entity that elects to early adopt ASU 2019-12 in an interim period should reflect any adjustments as of the beginning of the annual period that includes that interim period. The Company is currently evaluating the effects of the adoption of this update on its condensed consolidated financial statements. Recently Adopted Accounting Pronouncements |
Net Income Per Share
Net Income Per Share | 3 Months Ended |
Mar. 31, 2022 | |
Earnings Per Share [Abstract] | |
Net Income Per Share | Net Income Per Share Basic and diluted net income per share are computed using the two-class method as required when there are participating securities and multiple classes of common stock. Basic net income per share is computed using the weighted-average number of shares outstanding during the period. Diluted net income per share is computed using the weighted-average number of shares and the effect of potentially dilutive securities outstanding during the period. Prior to May 14, 2021, when the Company’s Series A preferred stock and Series B preferred stock converted into shares of Class B common stock, the Company’s redeemable convertible preferred stock were participating securities as the holders of the redeemable convertible preferred stock were entitled to participate in dividends with common stock. In periods of net income, net income after deducting the accretion of redeemable convertible preferred stock was attributed to common stockholders and participating securities based on their participation rights. Net losses after deducting the accretion of redeemable convertible preferred stock are not allocated to the participating securities as the participating securities do not have a contractual obligation to share in any losses. In April 2021, the Company filed its amended and restated certificate of incorporation, which resulted in the creation of Class A common stock and Class B common stock. As the liquidation and dividend rights are identical for Class A and Class B common stock (see Note 8), the undistributed earnings under the two-class method are allocated on a proportional basis and the resulting net income per share attributable to common stockholders is, therefore, the same for both Class A and Class B common stock on an individual or combined basis. The following table presents the Company’s basic net income per share (in thousands, except per share amounts): Three Months Ended 2022 2021 Net income per share, basic: Net income $ 8,417 $ 13,398 Less: Accretion of redeemable convertible preferred stock — (997) Less: Undistributed earnings attributable to participating securities — (2,913) Net income attributable to Class A and Class B common stockholders $ 8,417 $ 9,488 Weighted average shares of Class A and Class B common stock outstanding 118,806 78,834 Net income per share attributable to Class A and Class B common stockholders, basic $ 0.07 $ 0.12 The Company computes diluted net income per share under the two-class method where income is reallocated between common stock, potential common stock and participating securities. Potential common stock includes stock options and restricted stock units (“RSUs”) computed using the treasury stock method and the conversion of the convertible notes and accrued interest using the if converted method. The following table presents the Company’s diluted net income per share (in thousands, except per share amounts): Three Months Ended 2022 2021 Net income per share, diluted: Numerator: Net income attributable to Class A and Class B common stockholders $ 8,417 $ 9,488 Add: Reallocation of net income attributable to participating securities — 466 Interest on convertible notes with related parties, net of tax — 129 Net income attributable to Class A and Class B common stockholders, diluted $ 8,417 $ 10,083 Denominator: Weighted average shares of Class A and Class B common stock outstanding, basic 118,806 78,834 Effect of dilutive securities: Options to purchase common stock 7,960 15,774 Convertible notes with related parties — 3,827 Restricted stock units 284 — Weighted average shares of Class A and Class B common stock outstanding, diluted 127,050 98,435 Net income per share attributable to Class A and Class B common stockholders, diluted $ 0.07 $ 0.10 The following table presents the weighted average number of potentially dilutive common stock equivalents excluded from the computation of diluted net income per share because their inclusion would have been anti-dilutive (in thousands): Three Months Ended 2022 2021 Options to purchase common stock 62 10 Restricted stock units 4,859 5,559 Unvested early exercise common stock — 2 Employee stock purchase plan 224 — Total shares excluded from diluted net income per share 5,145 5,571 |
Revenue Information
Revenue Information | 3 Months Ended |
Mar. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Information | Revenue Information The Company disaggregates revenue into two streams: subscription revenue and performance-based revenue. The following table presents the Company’s revenue streams (in thousands): Three Months Ended 2022 2021 Subscription $ 174,823 $ 100,504 Performance-based 52,437 24,868 Total revenue $ 227,260 $ 125,372 The Company recognized $21.9 million and $12.5 million of revenue during the three months ended March 31, 2022 and 2021, respectively, that was included in the deferred revenue balances as of December 31, 2021 and 2020, respectively. As of March 31, 2022 and December 31, 2021, the Company had no contract assets. Performance Obligations No revenue was recognized during the three months ended March 31, 2022 and 2021 from performance obligations satisfied in previous periods. |
Accrued Expenses
Accrued Expenses | 3 Months Ended |
Mar. 31, 2022 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | Accrued Expenses Accrued expenses consist of the following (in thousands): March 31, December 31, 2022 2021 Accrued marketing $ 28,745 $ 22,493 Accrued partner expenses 11,122 8,457 Accrued compensation and benefits 11,180 26,621 Accrued commissions 6,122 5,790 Accrued non-income taxes 4,570 11,250 Accrued refunds and customer liabilities 3,797 3,646 Other accrued expenses 6,835 7,956 Total accrued expenses $ 72,371 $ 86,213 |
Debt
Debt | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Debt | Debt Credit Facility In April 2021, the Company terminated its Second Amended and Restated Loan and Security Agreement dated September 2, 2020 and entered into a new $250.0 million credit facility agreement with a syndicate of banks. The new credit facility has a maturity date of April 30, 2026 and bears interest at a rate based upon the Company’s Net Leverage Ratio. The Company’s Net Leverage Ratio is defined as total debt less total cash and permitted investments outstanding at period end, with a maximum total cash and permitted investments adjustment of $550.0 million, divided by the trailing twelve months of earnings, adjusted for items such as non-cash expenses and other nonrecurring transactions. The Company is also obligated to pay other customary fees including a commitment fee on a quarterly basis based on amounts committed but unused under the new credit facility at a rate between 0.25% to 0.35%, depending on the Company’s Net Leverage Ratio. The new credit facility is collateralized by security interests in substantially all of the Company’s assets and includes customary events of default such as non-payment of principal, non-payment of interest or fees, inaccuracy of representations and warranties, violation of certain covenants, cross default to certain other indebtedness, bankruptcy and insolvency events, material judgments against the Company, and a change of control. The occurrence of an event of default could result in the acceleration of the obligations under the new credit facility. The new credit facility agreement contains customary representations, warranties, affirmative covenants, such as financial statement reporting requirements, negative covenants, and financial covenants, such as maintenance of certain net leverage ratio requirements. The negative covenants include restrictions that, among other things, restrict the Company’s ability to incur liens and indebtedness, make certain investments, declare dividends, dispose of, transfer or sell assets, make stock repurchases and consummate certain other matters, all subject to certain exceptions. On November 19, 2021, the Company entered into an amendment to the new credit agreement with a syndicate of banks and the lenders named therein (the “Credit Agreement”), to amend certain other provisions under the Credit Agreement relating to how letters of credit denominated in currencies other than U.S. Dollars are valued under the Credit Agreement. On January 10, 2022, the Company entered into a Second Amendment to the Credit Agreement (the “Second Amendment”) with a syndicate of banks and the lenders named therein. The Second Amendment increased the maximum amount of liquidity (including cash and permitted investments) that may be netted against the Company’s total indebtedness from $100.0 million to $550.0 million for purposes of calculating the Company’s total Net Leverage Ratio under the Credit Agreement. The Company was in compliance with the financial covenants as of March 31, 2022. The Company had no amounts outstanding under the Credit Agreement as of March 31, 2022. The amount available under the credit facility as of March 31, 2022 was $244.1 million, which is the credit limit less letters of credit outstanding of $5.9 million. Issuance of Senior Unsecured Notes On January 12, 2022, the Company issued an aggregate principal amount of $550.0 million senior unsecured notes due 2030 (the “Notes”) in a private placement. The Notes and the guarantees are senior unsecured obligations of ZipRecruiter, Inc. The Notes were issued pursuant to an indenture dated as of January 12, 2022 (the “Indenture”) between the Company and the trustee. Pursuant to the Indenture, the Notes will mature on January 15, 2030 and bear interest at a rate of 5% per year. Interest on the Notes is payable semi-annually in arrears on January 15 and July 15 of each year, beginning on July 15, 2022. Unpaid amounts are included within accrued interest in the Company’s condensed consolidated balance sheets. The Indenture contains certain customary negative covenants, including but not limited to, limitations on the incurrence of debt, liens, consolidations or mergers, and asset sales. The Indenture also contains customary events of default. At its sole discretion, the Company has the option to redeem all or a part of the Notes as follows: (i) At any time prior to January 15, 2025, the Company may redeem all or part of the Notes, at its option, at a redemption price equal to 100% of the principal amount plus a make-whole premium as defined in the Indenture, and any accrued and unpaid interest, if any; and (ii) At any time on or after January 15, 2025, the Company may redeem all or any portion of the Notes, at the redemption prices equal to the percentage of principal amount set forth below, plus accrued and unpaid interest, if any, if redeemed during the twelve-month period beginning on January 15 of the year indicated below: Year Percentage 2025 102.50 % 2026 101.25 % 2027 and thereafter 100.00 % Prior to January 15, 2025, the Company has the option to redeem up to 40% of the aggregate principal amount of the Notes from net cash proceeds from certain equity offerings at a redemption price equal to 105% of the principal amount of the Notes to be redeemed plus any accrued and unpaid interest. Upon the occurrence of a change of control triggering event (as defined in the Indenture), the Company must offer to repurchase the Notes at a repurchase price equal to 101% of the aggregate principal amount of the Notes to be repurchased, and any accrued and unpaid interest. The Company includes its Notes, net of debt issuance costs, within long-term borrowings in its condensed consolidated balance sheets. The Company accounts for the debt issuance costs incurred related to the Notes using the effective interest method, under which the debt issuance costs are amortized as interest expense until the applicable maturity date. As of March 31, 2022, the Company had a carrying amount of approximately $9.1 million of debt issuance costs related to the Notes. For the three months ended March 31, 2022, the Company recognized $6.1 million in interest expense related to the senior unsecured notes with an effective interest rate of 5.26%. Such interest expense includes $0.2 million related to the amortization of debt issuance costs. The aggregate fair value of the Company’s senior unsecured notes as of March 31, 2022 was estimated to be approximately $536.9 million, and is valued based on quoted prices for the notes in an inactive market, which represents a Level 2 input in the fair value hierarchy. |
Commitment and Contingencies
Commitment and Contingencies | 3 Months Ended |
Mar. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Legal Matters The Company is subject to various legal proceedings and claims that arise in the ordinary course of business. If the Company determines that it is probable that a loss has been incurred and the amount is reasonably estimable, the Company will record a liability. However, if the Company determines that a contingent loss is reasonably possible and the loss or range of loss can be estimated, the Company will disclose the possible loss in the condensed consolidated financial statements. Legal costs relating to loss contingencies are expensed as incurred. In April 2019, the Company was named as a defendant in a putative class action lawsuit filed by a former employee in the Los Angeles Superior Court alleging that the Company violated the Fair Credit Reporting Act as well as owed certain compensation to employees. In January 2020, the former employee filed a related representative action in the Los Angeles Superior Court under the Private Attorney General Act alleging similar claims regarding compensation owed to employees. In January 2021, the Company filed a motion for summary judgment or, in the alternative, summary adjudication, which was granted in part and denied in part. At the date these condensed consolidated financial statements were issued, the parties had agreed to settle the lawsuit for an immaterial amount and accordingly, the Company recorded a liability within accrued expenses as of March 31, 2022. Indemnification In the ordinary course of business, the Company may provide indemnification of varying scopes and terms to customers, investors, directors and officers with respect to certain matters, including, but not limited to, losses arising out of the Company’s breach of such agreements, services to be provided by the Company, or from certain claims made by third parties. These indemnification provisions may survive termination of the underlying agreement and the maximum potential amount of future payments the Company could be required to make under these indemnification provisions may not be subject to maximum loss clauses. The maximum potential amount of future payments the Company could be required to make under these indemnification provisions is indeterminable. The Company has never paid a material claim, nor has the Company been sued in connection with these indemnification arrangements. As of March 31, 2022, the Company has not accrued a liability for these indemnification arrangements because the likelihood of incurring a payment obligation, if any, in connection with these indemnification arrangements is neither probable nor reasonably estimable. Non-income Taxes The Company collects and remits sales and use, value added and other taxes (“non-income taxes”) relating to the sale of the Company’s services in various jurisdictions. The Company accrues non-income taxes that may result from examinations by, or any anticipated negotiated agreements with, these tax authorities when a loss is probable and reasonably estimable. If the Company determines that a loss is reasonably possible and the loss or range of loss can be estimated, then the reasonably possible loss is disclosed. Due to the inherent complexity and uncertainty of these matters and judicial process in certain jurisdictions, the final outcome may be materially different from the Company’s expectations. |
Common Stock and Redeemable Con
Common Stock and Redeemable Convertible Preferred Stock | 3 Months Ended |
Mar. 31, 2022 | |
Equity and Temporary Equity [Abstract] | |
Common Stock and Redeemable Convertible Preferred Stock | Common Stock and Redeemable Convertible Preferred Stock Common stock The Company is authorized to issue a total of 1.45 billion shares consisting of 700 million shares of Class A common stock, 700 million shares of Class B common stock, and 50 million shares of preferred stock all with a par value per share of $0.00001. The Class A common stock is entitled to one vote per share and the Class B common stock is entitled to twenty votes per share. The Class A and Class B common stock have the same dividend and liquidation rights. The Class B common stock converts to Class A common stock at any time at the option of the holder. Additionally, each share of Class B common stock will convert automatically into one share of Class A common stock upon any transfer, except for certain transfers described in the amended and restated certificate of incorporation. Redeemable Convertible Preferred Stock In April 2021, the Company amended and restated its certificate of incorporation such that the redeemable convertible preferred stock would automatically convert into shares of common stock upon the effectiveness of the Company’s registration statement related to the direct listing of its Class A common stock on the New York Stock Exchange (the “Direct Listing”). |
Share Repurchase Program
Share Repurchase Program | 3 Months Ended |
Mar. 31, 2022 | |
Share-based Payment Arrangement [Abstract] | |
Share Repurchase Program | Share Repurchase Program In February 2022, the Company’s board of directors authorized the Company to repurchase up to $100.0 million of its outstanding common stock. The Company may repurchase shares of common stock through open market or privately negotiated transactions, block purchases, or pursuant to one or more Rule 10b5-1 plans. The share repurchase program has no expiration date and will continue until otherwise suspended, terminated, or modified at any time for any reason by the board of directors. The share repurchase program does not obligate the Company to repurchase shares of common stock. There is no minimum or maximum number of shares to be repurchased under the program. The timing and actual number of shares repurchased will depend on a variety of factors including price, market conditions, corporate and regulatory requirements, and other investment opportunities. In March 2022, the Company repurchased approximately 0.6 million shares of its Class A common stock through open market purchases at an aggregate cost of $12.3 million. Thereafter, the Company entered into an accelerated share repurchase agreement (“ASR”) with Goldman Sachs & Co. LLC (“Goldman Sachs”) to repurchase an aggregate of $50.0 million in shares of the Company’s Class A common stock. The Company made an initial payment of $50.0 million t o Goldman Sachs and r eceived an initial delivery of 1.8 million shares of its Class A common stock which represented $40.0 million (or 80%) of the ASR. The final number of shares to be repurchased will be based on the volume-weighted average price of the Company’s Class A common stock during the term of the ASR, less fees paid to the bank. The final settlement of the ASR occurred during the second quarter of 2022. The ASR transaction is effectuated pursuant to the Company’s previously announced $100.0 million share repurchase program. Approximately $37.7 million in shares of the Company’s Class A common stock remains available for future repurchases under the Company’s $100.0 million share repurchase program after completion of the ASR. All shares repurchased under the share repurchase program were immediately retired. Repurchased shares reduced the Company’s outstanding shares and its weighted average number of common shares outstanding for purposes of calculating basic and diluted earnings per share. |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2022 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation Total stock-based compensation expense is recorded in the Condensed Consolidated Statements of Operations as follows (in thousands): Three Months Ended 2022 2021 Cost of revenue $ 216 $ 16 Sales and marketing 2,628 99 Research and development 8,670 825 General and administrative 8,980 286 Total stock-based compensation $ 20,494 $ 1,226 Equity Incentive Plans Prior to adoption of the 2021 Equity Incentive Plan (the “2021 Plan”), the Company granted awards under the 2012 Equity Incentive Plan (the “2012 Plan”) or 2014 Equity Incentive Plan (the “2014 Plan”, and together with the 2012 Plan, the “Prior Plans”). All awards currently are granted from the 2021 Plan. However, the Prior Plans continue to govern the terms and conditions of the outstanding awards previously granted under the 2012 Plan and 2014 Plan. Under the amended and restated certificate of incorporation, all outstanding options to purchase common stock became options to purchase an equivalent number of shares of Class B common stock and all RSUs became RSUs for an equivalent number of shares of Class B common stock under the Prior Plans. In April 2021, the Company adopted the 2021 Plan, which became effective on May 14, 2021 in connection with the Direct Listing. The 2021 Plan permits the grant of incentive stock options to employees and the grant of non-qualified stock options, restricted stock, restricted stock awards, RSUs, stock appreciation rights, performance units, performance shares and stock bonus awards to the Company’s employees, directors, and consultants. Under the 2021 Plan, as of March 31, 2022, 12.4 million shares were reserved for issuance of Class A common stock. The number of shares initially reserved for issuance pursuant to awards under the 2021 Plan will be increased by (i) (a) any reserved shares not issued or subject to outstanding awards granted under the Prior Plans that cease to be subject to such awards by forfeiture or otherwise after the effective date, (b) shares issued under the Prior Plans before or after the effective date pursuant to the exercise of stock options that are, after the effective date, forfeited, (c) shares issued under the Prior Plans that are repurchased by the Company at the original purchase price or are otherwise forfeited, and (d) shares that are subject to stock options or other awards under the Prior Plans that are used to pay the exercise price of a stock option or withheld to satisfy the tax withholding obligations related to any award and (ii) an annual increase on January 1st of each year beginning in 2022 through 2031, by the lesser of (a) 5% of the number of shares of all classes of the Company’s common stock issued and outstanding on December 31 immediately prior to the date of increase or (b) such number of shares determined by the board of directors. During the three months ended March 31, 2022, 2.1 million RSUs and no stock options were issued under the 2021 Plan. 2021 Employee Stock Purchase Plan In August 2021, the Company launched the 2021 Employee Stock Purchase Plan (the “ESPP”). The ESPP provides for concurrent six-month offering and purchase periods beginning February 15 and August 15 of each year. On January 1 of each of year, 2022 through 2031, the aggregate number of shares of Class A common stock reserved for issuance under the ESPP shall be increased automatically by the number of shares equal to 1% of the total number of outstanding shares of Class A common stock and shares of preferred stock of the Company (on an as converted to common stock basis) on the immediately preceding December 31; provided that the board of directors or compensation committee may in its sole discretion reduce the amount of the increase in any particular year. As of March 31, 2022, 2.2 million shares were reserved for issuance of Class A common stock. The ESPP allows eligible employees the option to purchase shares of the Company's Class A common stock at a 15% discount through payroll deductions of their eligible compensation, subject to certain plan limitations. On each purchase date, eligible employees can purchase the Company’s Class A common stock at a price per share equal to 85% of the lesser of the fair market value of the Company’s Class A common stock on (i) the offering date or (ii) the purchase date. The purchase date is the last day of any concurrent offering and purchase period. During the three months ended March 31, 2022, 0.3 million shares of Class A common stock were purchased under the ESPP for an aggregate amount of $5.3 million. In the three months ended March 31, 2022, total stock-based compensation expense of $0.8 million was recognized related to the ESPP. As of March 31, 2022, there was $0.8 million of unrecognized stock-based compensation expense that is expected to be recognized over the remaining term of the offering period ending August 14, 2022. As of March 31, 2022, the Company recorded a liability of $1.1 million related to the accumulated payroll deductions, which are refundable to employees who withdraw from the ESPP. This amount is included within accrued expenses in the accompanying Condensed Consolidated Balance Sheets. Stock Options A summary of the Company’s stock option activity under the Prior Plans and the 2021 Plan (collectively, the “Plans”) for the three months ended March 31, 2022 is as follows (in thousands, except weighted average information): Number of Options Outstanding Weighted Average Exercise Price Per Share Outstanding at December 31, 2021 9,841 $ 2.27 Granted — — Exercised (1,180) 1.79 Forfeited/Canceled (14) 2.96 Outstanding at March 31, 2022 8,647 $ 2.33 Exercisable at March 31, 2022 7,921 $ 2.23 As of March 31, 2022, total remaining stock-based compensation expense for unvested stock options is $5.8 million, which is expected to be recognized over a weighted average period of 1.3 years. Restricted Stock Units The Company has granted RSUs to certain employees and directors of the Company. The granted RSUs vest upon the satisfaction of both a time-based service condition and a liquidity event requirement. The time-based service condition for these awards is generally satisfied over four years. On April 19, 2021, the Company’s board of directors waived the liquidity event performance condition for the RSUs then outstanding so those that had satisfied the service condition would vest upon the earlier of the first day of trading of the Company’s common stock on the New York Stock Exchange, or March 15, 2022. On April 19, 2021, the Company also granted the CEO Performance Award, which provides for a grant of 1.4 million RSUs. The CEO Performance Award vests upon achieving stock price targets as well as satisfying certain minimum service requirements. During the three months ended March 31, 2022, the Company recorded stock-based compensation expense of $1.5 million related to the CEO Performance Award. For all RSUs, excluding the CEO Performance Award, the Company recorded stock-based compensation expense of $17.7 million during the three months ended March 31, 2022. During the three months ended March 31, 2021 and prior to the Direct Listing, the Company concluded that the liquidity event performance condition described above for the RSUs was not probable of being satisfied. As a result, the Company did not recognize any compensation cost during the three months ended March 31, 2021 for any RSUs granted. A summary of the Company’s RSU activity for the three months ended March 31, 2022 is as follows (in thousands, except weighted average information): Number of Shares Weighted Average Grant Date Fair Value Per Share Unvested at December 31, 2021 7,532 $ 24.20 Granted 2,069 20.56 Vested (787) 18.08 Forfeited/Canceled (196) 20.79 Unvested at March 31, 2022 8,618 $ 20.38 |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company computes its provision (benefit) for income taxes by applying the estimated annual effective tax rate to pretax income or loss and adjusts the provision for discrete tax items recorded in the period. The Company recorded an income tax benefit of $0.5 million and income tax expense of $3.2 million for the three months ended March 31, 2022 and 2021, respectively. The effective tax rate for the three months ended March 31, 2022 and 2021 was (6)% and 19%, respectively. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent EventsIn May 2022, subsequent to period end, the purchase period for the ASR ended and an additional 0.4 million shares were delivered to the Company. In total, 2.2 million shares were purchased by the Company under the ASR at a volume weighted-average price of $23.09 per share net of fees. |
Basis of Presentation, Princi_2
Basis of Presentation, Principles of Consolidation, and Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Principles of Consolidation | The accompanying unaudited condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information. Accordingly, certain information and disclosures normally included in consolidated financial statements presented in accordance with U.S. GAAP have been condensed or omitted. The condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. The accompanying condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021 (the “2021 Form 10-K”). The condensed consolidated balance sheet as of December 31, 2021 has been derived from the Company’s audited consolidated financial statements. Certain reclassifications have been made to prior year presentation to conform to current year presentation. In the opinion of the Company’s management, the accompanying unaudited condensed consolidated financial statements include all adjustments (consisting of normal recurring adjustments) necessary for the fair statement of the condensed consolidated financial statements. There have been no changes in the Company’s accounting policies from those disclosed in the Company’s audited consolidated financial statements and the related notes included in the 2021 Form 10-K. |
Use of Estimates | The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements, and the reported amounts of revenue and expenses during the reporting period. Significant estimates include revenue recognition, estimates relating to the measurement of operating lease right-of-use (“ROU”) assets and operating lease liabilities, determination of the fair value of stock-based awards, valuation of common stock in periods prior to becoming a public company, collectability of accounts receivable, impairment of long-lived assets, including goodwill, carrying value and useful lives of property and equipment and internal-use software, the amortization period for deferred commission costs, and income taxes. By their nature, estimates are subject to an inherent degree of uncertainty and actual results could differ from those estimates. The impact of the Coronavirus pandemic (“COVID-19”) continues to evolve. As a result, many of the Company’s estimates and assumptions require increased judgment and carry a higher degree of variability and volatility. |
Fair Value Measurements | Fair value is defined 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 must maximize the use of observable inputs and minimize the use of unobservable inputs. Accounting standards describe a fair value hierarchy based on the following three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value: - Level 1 — Quoted prices in active markets for identical assets, liabilities, or funds. - 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. - 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 carrying amounts of the Company’s financial instruments, including accounts receivable, accounts payable, and accrued expenses, approximate fair value because of their short-term maturities, except for the Company’s senior unsecured notes which are valued based on quoted prices for the notes in an inactive market. The value of the notes represents a Level 2 input in the fair value hierarchy. Certain assets, including goodwill and operating leases, are also subject to measurement at fair value on a non-recurring basis using Level 3 or Level 2 inputs, but only when they are deemed to be impaired. As of March 31, 2022 and December 31, 2021, no material impairments were identified on those assets required to be measured at fair value on a non-recurring basis. |
Segments and Geographic Information | The Company operates as a single operating segment. The Company’s Chief Operating Decision Maker, the CEO, regularly reviews financial information presented on a consolidated basis for purposes of assessing financial performance and allocating resources. |
Recent Accounting Pronouncements | Accounting Pronouncements Not Yet Adopted As an emerging growth company (“EGC”), the Company is allowed by the Jumpstart Our Business Startups Act to delay adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements are made applicable to private companies. The Company has elected to use the adoption dates applicable to private companies. As a result, the Company’s financial statements may not be comparable to the financial statements of issuers who are required to comply with the effective date for new or revised accounting standards that are applicable to public companies. In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which replaces the existing model for measuring the allowance for credit losses for financial assets measured at amortized cost (including accounts receivable) to a model that is based on the expected losses rather than incurred losses. Under the new credit loss model, lifetime expected credit losses on such financial assets are measured and recognized at each reporting date based on historical, current, and forecasted information. In November 2018, the FASB issued ASU No. 2018-19, Codification Improvements to Topic 326, Financial Instruments - Credit Losses, and in April 2019, the FASB issued ASU No. 2019-04, Codification Improvements to Topic 326, Financial Instruments – Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments. These ASUs provide supplemental guidance and clarification to ASU 2016-13 and must be adopted concurrently with the adoption of ASU 2016-13, cumulatively referred to as “Topic 326.” As an EGC, this guidance is effective for fiscal years beginning after December 15, 2022 and interim periods within those fiscal years. Early adoption is permitted. The Company is currently evaluating the effects of the adoption of this update on its condensed consolidated financial statements. In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, which enhances and simplifies various aspects of income tax accounting guidance. As an EGC, this guidance is effective for fiscal years beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022. Early adoption is permitted, including adoption in an interim period. An entity that elects to early adopt ASU 2019-12 in an interim period should reflect any adjustments as of the beginning of the annual period that includes that interim period. The Company is currently evaluating the effects of the adoption of this update on its condensed consolidated financial statements. Recently Adopted Accounting Pronouncements |
Earnings Per Share | Basic and diluted net income per share are computed using the two-class method as required when there are participating securities and multiple classes of common stock. Basic net income per share is computed using the weighted-average number of shares outstanding during the period. Diluted net income per share is computed using the weighted-average number of shares and the effect of potentially dilutive securities outstanding during the period. Prior to May 14, 2021, when the Company’s Series A preferred stock and Series B preferred stock converted into shares of Class B common stock, the Company’s redeemable convertible preferred stock were participating securities as the holders of the redeemable convertible preferred stock were entitled to participate in dividends with common stock. In periods of net income, net income after deducting the accretion of redeemable convertible preferred stock was attributed to common stockholders and participating securities based on their participation rights. Net losses after deducting the accretion of redeemable convertible preferred stock are not allocated to the participating securities as the participating securities do not have a contractual obligation to share in any losses. |
Net Income Per Share (Tables)
Net Income Per Share (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic, by Common Class, Including Two Class Method | The following table presents the Company’s basic net income per share (in thousands, except per share amounts): Three Months Ended 2022 2021 Net income per share, basic: Net income $ 8,417 $ 13,398 Less: Accretion of redeemable convertible preferred stock — (997) Less: Undistributed earnings attributable to participating securities — (2,913) Net income attributable to Class A and Class B common stockholders $ 8,417 $ 9,488 Weighted average shares of Class A and Class B common stock outstanding 118,806 78,834 Net income per share attributable to Class A and Class B common stockholders, basic $ 0.07 $ 0.12 |
Schedule of Earnings Per Share, Diluted, by Common Class, Including Two Class Method | The following table presents the Company’s diluted net income per share (in thousands, except per share amounts): Three Months Ended 2022 2021 Net income per share, diluted: Numerator: Net income attributable to Class A and Class B common stockholders $ 8,417 $ 9,488 Add: Reallocation of net income attributable to participating securities — 466 Interest on convertible notes with related parties, net of tax — 129 Net income attributable to Class A and Class B common stockholders, diluted $ 8,417 $ 10,083 Denominator: Weighted average shares of Class A and Class B common stock outstanding, basic 118,806 78,834 Effect of dilutive securities: Options to purchase common stock 7,960 15,774 Convertible notes with related parties — 3,827 Restricted stock units 284 — Weighted average shares of Class A and Class B common stock outstanding, diluted 127,050 98,435 Net income per share attributable to Class A and Class B common stockholders, diluted $ 0.07 $ 0.10 |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following table presents the weighted average number of potentially dilutive common stock equivalents excluded from the computation of diluted net income per share because their inclusion would have been anti-dilutive (in thousands): Three Months Ended 2022 2021 Options to purchase common stock 62 10 Restricted stock units 4,859 5,559 Unvested early exercise common stock — 2 Employee stock purchase plan 224 — Total shares excluded from diluted net income per share 5,145 5,571 |
Revenue Information (Tables)
Revenue Information (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The following table presents the Company’s revenue streams (in thousands): Three Months Ended 2022 2021 Subscription $ 174,823 $ 100,504 Performance-based 52,437 24,868 Total revenue $ 227,260 $ 125,372 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Liabilities | Accrued expenses consist of the following (in thousands): March 31, December 31, 2022 2021 Accrued marketing $ 28,745 $ 22,493 Accrued partner expenses 11,122 8,457 Accrued compensation and benefits 11,180 26,621 Accrued commissions 6,122 5,790 Accrued non-income taxes 4,570 11,250 Accrued refunds and customer liabilities 3,797 3,646 Other accrued expenses 6,835 7,956 Total accrued expenses $ 72,371 $ 86,213 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Debt Instrument Redemption | At any time on or after January 15, 2025, the Company may redeem all or any portion of the Notes, at the redemption prices equal to the percentage of principal amount set forth below, plus accrued and unpaid interest, if any, if redeemed during the twelve-month period beginning on January 15 of the year indicated below: Year Percentage 2025 102.50 % 2026 101.25 % 2027 and thereafter 100.00 % |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Share-based Payment Arrangement [Abstract] | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount | Total stock-based compensation expense is recorded in the Condensed Consolidated Statements of Operations as follows (in thousands): Three Months Ended 2022 2021 Cost of revenue $ 216 $ 16 Sales and marketing 2,628 99 Research and development 8,670 825 General and administrative 8,980 286 Total stock-based compensation $ 20,494 $ 1,226 |
Schedule of Stock Options Roll Forward | A summary of the Company’s stock option activity under the Prior Plans and the 2021 Plan (collectively, the “Plans”) for the three months ended March 31, 2022 is as follows (in thousands, except weighted average information): Number of Options Outstanding Weighted Average Exercise Price Per Share Outstanding at December 31, 2021 9,841 $ 2.27 Granted — — Exercised (1,180) 1.79 Forfeited/Canceled (14) 2.96 Outstanding at March 31, 2022 8,647 $ 2.33 Exercisable at March 31, 2022 7,921 $ 2.23 |
Schedule of Nonvested Restricted Stock Units Activity | A summary of the Company’s RSU activity for the three months ended March 31, 2022 is as follows (in thousands, except weighted average information): Number of Shares Weighted Average Grant Date Fair Value Per Share Unvested at December 31, 2021 7,532 $ 24.20 Granted 2,069 20.56 Vested (787) 18.08 Forfeited/Canceled (196) 20.79 Unvested at March 31, 2022 8,618 $ 20.38 |
Basis of Presentation, Princi_3
Basis of Presentation, Principles of Consolidation, and Summary of Significant Accounting Policies (Details) - segment | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Concentration Risk [Line Items] | ||
Number of operating segments | 1 | |
Accounts Receivable Benchmark | Customer Concentration Risk | Customer One | ||
Concentration Risk [Line Items] | ||
Concentration risk (as a percent) | 15.00% | 16.00% |
Net Income Per Share - Schedule
Net Income Per Share - Schedule of Earnings Per Share - Basic (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Net income per share, basic: | ||
Net income | $ 8,417 | $ 13,398 |
Less: Accretion of redeemable convertible preferred stock | 0 | (997) |
Less: Undistributed earnings attributable to participating securities | 0 | (2,913) |
Net income attributable to Class A and Class B common stockholders | $ 8,417 | $ 9,488 |
Weighted average shares of Class A and Class B common stock outstanding (in shares) | 118,806 | 78,834 |
Net income (loss) per share attributable to Class A and Class B common stockholders, basic (in dollars per share) | $ 0.07 | $ 0.12 |
Net Income Per Share - Schedu_2
Net Income Per Share - Schedule of Earnings Per Share - Diluted (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Numerator: | ||
Net income attributable to Class A and Class B common stockholders | $ 8,417 | $ 9,488 |
Reallocation of net income attributable to participating securities | 0 | 466 |
Interest on convertible notes with related parties, net of tax | 129 | |
Net income attributable to Class A and Class B common stockholders, diluted | $ 8,417 | $ 10,083 |
Denominator: | ||
Weighted average shares of Class A and Class B common stock outstanding (in shares) | 118,806 | 78,834 |
Effect of dilutive securities: | ||
Convertible notes with related parties (in shares) | 0 | 3,827 |
Weighted average shares of Class A and Class B common stock outstanding, diluted (in shares) | 127,050 | 98,435 |
Net income (loss) per share attributable to Class A and Class B common stockholders - diluted (in dollars per share) | $ 0.07 | $ 0.10 |
Options to purchase common stock | ||
Effect of dilutive securities: | ||
Share based payment arrangements (in shares) | 7,960 | 15,774 |
Restricted stock units | ||
Effect of dilutive securities: | ||
Share based payment arrangements (in shares) | 284 | 0 |
Net Income Per Share - Schedu_3
Net Income Per Share - Schedule of Antidilutive Options (Details) - shares shares in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total shares excluded from diluted net income (loss) per share (in shares) | 5,145 | 5,571 |
Options to purchase common stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total shares excluded from diluted net income (loss) per share (in shares) | 62 | 10 |
Restricted stock units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total shares excluded from diluted net income (loss) per share (in shares) | 4,859 | 5,559 |
Unvested early exercise common stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total shares excluded from diluted net income (loss) per share (in shares) | 0 | 2 |
Employee stock purchase plan | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total shares excluded from diluted net income (loss) per share (in shares) | 224 | 0 |
Revenue Information - Narrative
Revenue Information - Narrative (Details) | 3 Months Ended | ||
Mar. 31, 2022USD ($)revenueStream | Mar. 31, 2021USD ($) | Dec. 31, 2021USD ($) | |
Revenue from Contract with Customer [Abstract] | |||
Number of revenue streams | revenueStream | 2 | ||
Revenue that was included in deferred revenue balances | $ 21,900,000 | $ 12,500,000 | |
Contract assets | 0 | $ 0 | |
Revenue recognized from performance obligations satisfied in previous periods | $ 0 | $ 0 |
Revenue Information - Schedule
Revenue Information - Schedule of Revenue Streams (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Disaggregation of Revenue [Line Items] | ||
Total revenue | $ 227,260 | $ 125,372 |
Subscription | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 174,823 | 100,504 |
Performance-based | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | $ 52,437 | $ 24,868 |
Revenue Information - Performan
Revenue Information - Performance Obligations (Details) $ in Millions | Mar. 31, 2022USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 2 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-04-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, period | 9 months |
Accrued Expenses (Details)
Accrued Expenses (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Payables and Accruals [Abstract] | ||
Accrued marketing | $ 28,745 | $ 22,493 |
Accrued partner expenses | 11,122 | 8,457 |
Accrued compensation and benefits | 11,180 | 26,621 |
Accrued commissions | 6,122 | 5,790 |
Accrued non-income taxes | 4,570 | 11,250 |
Accrued refunds and customer liabilities | 3,797 | 3,646 |
Other accrued expenses | 6,835 | 7,956 |
Total accrued expenses | $ 72,371 | $ 86,213 |
Debt - Narrative (Details)
Debt - Narrative (Details) - USD ($) | Jan. 12, 2022 | Apr. 30, 2021 | Mar. 31, 2022 | Jan. 10, 2022 |
Line of Credit Facility [Line Items] | ||||
Debt agreement, maximum amount of liquidity | $ 100,000,000 | $ 550,000,000 | ||
Line of Credit | ||||
Line of Credit Facility [Line Items] | ||||
Line of credit facility | 250,000,000 | |||
Maximum cash and permitted investments adjustment | $ 550,000,000 | |||
Line of credit, amount available | $ 244,100,000 | |||
Line of Credit | Minimum | ||||
Line of Credit Facility [Line Items] | ||||
Commitment fee (as a percent) | 0.25% | |||
Line of Credit | Maximum | ||||
Line of Credit Facility [Line Items] | ||||
Commitment fee (as a percent) | 0.35% | |||
Line of Credit | Revolving Credit Facility | ||||
Line of Credit Facility [Line Items] | ||||
Long-term debt outstanding | 0 | |||
Line of Credit | Letter of Credit | ||||
Line of Credit Facility [Line Items] | ||||
Long-term debt outstanding | 5,900,000 | |||
Senior Notes | Senior Notes Due 2030 | ||||
Line of Credit Facility [Line Items] | ||||
Convertible notes issued | $ 550,000,000 | |||
Debt instrument, stated rate (as a percent) | 5.00% | |||
Redemption price (as a percent) | 100.00% | |||
Redemption price as a percent of principal amount redeemed (as a percent) | 40.00% | |||
Debt issuance costs | 9,100,000 | |||
Interest expense | $ 6,100,000 | |||
Effective interest rate (as a percent) | 5.26% | |||
Amortization of debt issuance costs | $ 200,000 | |||
Senior Notes | Senior Notes Due 2030 | Fair Value, Inputs, Level 2 | ||||
Line of Credit Facility [Line Items] | ||||
Fair value of debt | $ 536,900,000 | |||
Senior Notes | Senior Notes Due 2030 | Debt Instrument, Redemption, Period Four | ||||
Line of Credit Facility [Line Items] | ||||
Redemption price (as a percent) | 105.00% | |||
Senior Notes | Senior Notes Due 2030 | Debt Instrument, Redemption, Period Five | ||||
Line of Credit Facility [Line Items] | ||||
Redemption price (as a percent) | 101.00% |
Debt - Schedule of Redemption P
Debt - Schedule of Redemption Percentages (Details) - Senior Notes Due 2030 - Senior Notes | Jan. 12, 2022 |
Line of Credit Facility [Line Items] | |
Redemption price (as a percent) | 100.00% |
2025 | |
Line of Credit Facility [Line Items] | |
Redemption price (as a percent) | 102.50% |
2026 | |
Line of Credit Facility [Line Items] | |
Redemption price (as a percent) | 101.25% |
2027 and thereafter | |
Line of Credit Facility [Line Items] | |
Redemption price (as a percent) | 100.00% |
Commitment and Contingencies (D
Commitment and Contingencies (Details) | Mar. 31, 2022USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Accrued liability for indemnification arrangements | $ 0 |
Common Stock and Redeemable C_2
Common Stock and Redeemable Convertible Preferred Stock (Details) | May 14, 2021shares | Mar. 31, 2022vote$ / sharesshares | Dec. 31, 2021$ / sharesshares |
Class of Stock [Line Items] | |||
Common stock, authorized (in shares) | 1,450,000,000 | ||
Preferred stock, authorized (in shares) | 50,000,000 | ||
Common stock, par value (in dollars per share) | $ / shares | $ 0.00001 | ||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.00001 | $ 0.00001 | |
Common Class A | |||
Class of Stock [Line Items] | |||
Common stock, authorized (in shares) | 700,000,000 | 700,000,000 | |
Common stock, par value (in dollars per share) | $ / shares | $ 0.00001 | $ 0.00001 | |
Number of votes entitled per share | vote | 1 | ||
Common Class B | |||
Class of Stock [Line Items] | |||
Common stock, authorized (in shares) | 700,000,000 | 700,000,000 | |
Common stock, par value (in dollars per share) | $ / shares | $ 0.00001 | $ 0.00001 | |
Number of votes entitled per share | vote | 20 | ||
Common Class B | Common Stock | |||
Class of Stock [Line Items] | |||
Conversion of redeemable convertible preferred stock to common stock (in shares) | 24,200,000 |
Share Repurchase Program (Detai
Share Repurchase Program (Details) - USD ($) shares in Millions | 1 Months Ended | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2022 | Mar. 31, 2021 | Feb. 28, 2022 | |
Accelerated Share Repurchases [Line Items] | ||||
Authorized amount for repurchase | $ 100,000,000 | |||
Repurchase of common stock | $ 62,349,000 | $ 450,000 | ||
Stock repurchase program, remaining authorized amount for future purchase | $ 37,700,000 | 37,700,000 | ||
Common Class A | ||||
Accelerated Share Repurchases [Line Items] | ||||
Common shares repurchased (in shares) | 0.6 | |||
Common shares repurchased, amount | $ 12,300,000 | |||
Accelerated Share Repurchase Agreement | ||||
Accelerated Share Repurchases [Line Items] | ||||
Common shares repurchased (in shares) | 1.8 | |||
Repurchase of common stock | $ 50,000,000 | |||
Amount repurchased of ASR | $ 40,000,000 | |||
Accelerated share repurchase program, amount representing total amount (as a percent) | 80.00% | |||
Accelerated Share Repurchase Agreement | Common Class A | ||||
Accelerated Share Repurchases [Line Items] | ||||
Authorized amount for repurchase | $ 50,000,000 | $ 50,000,000 |
Stock-Based Compensation - Tota
Stock-Based Compensation - Total Stock Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total stock-based compensation | $ 20,494 | $ 1,226 |
Cost of revenue | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total stock-based compensation | 216 | 16 |
Sales and marketing | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total stock-based compensation | 2,628 | 99 |
Research and development | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total stock-based compensation | 8,670 | 825 |
General and administrative | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total stock-based compensation | $ 8,980 | $ 286 |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) - USD ($) $ in Thousands | Apr. 19, 2021 | Aug. 31, 2021 | Mar. 31, 2022 | Mar. 31, 2021 | May 14, 2021 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Total remaining stock-based compensation expense for unvested stock options | $ 5,800 | ||||
Stock based compensation, weighted average period of recognition | 1 year 3 months 18 days | ||||
Total stock-based compensation | $ 20,494 | $ 1,226 | |||
Common Class A | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares reserved for issuance (in shares) | 2,200,000 | ||||
Shares purchased under ESPP (in shares) | 300,000 | ||||
Aggregate amount of shares purchased | $ 5,300 | ||||
Equity Incentive Plan 2021 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares initially reserved for issuance (in shares) | 12,400,000 | ||||
Shares reserved for issuance as a percent of common stock issued and outstanding (as a percent) | 5.00% | ||||
ESPP | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Total remaining stock-based compensation expense for unvested stock options | $ 800 | ||||
Stock based compensation expense expected to be recognized during first offering period | 800 | ||||
Accrued employee stock purchase plan contribution | $ 1,100 | ||||
Restricted stock units | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock based compensation, weighted average period of recognition | 1 year 8 months 12 days | ||||
Service period | 4 years | ||||
Restricted stock units granted (in shares) | 2,069,000 | ||||
Total stock-based compensation | $ 17,700 | ||||
Unrecognized stock based compensation expense | $ 170,400 | ||||
Restricted stock units | Equity Incentive Plan 2021 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock granted under 2021 Plan (in shares) | 2,100,000 | ||||
Restricted stock units | Chief Executive Officer | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock based compensation, weighted average period of recognition | 3 years 2 months 12 days | ||||
Restricted stock units granted (in shares) | 1,400,000 | ||||
Total stock-based compensation | $ 1,500 | ||||
Unrecognized stock based compensation expense | $ 17,800 | ||||
Options to purchase common stock | Equity Incentive Plan 2021 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock granted under 2021 Plan (in shares) | 0 | ||||
Employee stock purchase plan | ESPP | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
ESPP, concurrent offering and purchase period | 6 months | ||||
Increase in common stock reserved for issuance (as a percent) | 1.00% | ||||
ESPP discount percentage from market price, beginning of purchase period (as a percent) | 15.00% | ||||
ESPP purchase price of common stock, percent of market price (as a percent) | 85.00% |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Stock Option Activity (Details) - Equity Incentive Plans, 2012, 2014, 2021 | 3 Months Ended |
Mar. 31, 2022$ / sharesshares | |
Number of Options Outstanding | |
Beginning balance (in shares) | shares | 9,841,000 |
Granted (in shares) | shares | 0 |
Exercised (in shares) | shares | (1,180,000) |
Forfeited/cancelled (in shares) | shares | (14,000) |
Ending balance (in shares) | shares | 8,647,000 |
Exercisable (in shares) | shares | 7,921,000 |
Weighted Average Exercise Price Per Share | |
Beginning balance, outstanding (in dollars per share) | $ / shares | $ 2.27 |
Granted (in dollars per share) | $ / shares | 0 |
Exercised (in dollars per share) | $ / shares | 1.79 |
Forfeited/Cancelled (in dollars per share) | $ / shares | 2.96 |
Ending balance, outstanding (in dollars per share) | $ / shares | 2.33 |
Exercisable (in dollars per share) | $ / shares | $ 2.23 |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of RSU Activity (Details) - Restricted stock units | 3 Months Ended |
Mar. 31, 2022$ / sharesshares | |
Number of Shares | |
Beginning balance (in shares) | shares | 7,532,000 |
Granted (in shares) | shares | 2,069,000 |
Vested (in shares) | shares | (787,000) |
Forfeited/Canceled (in shares) | shares | (196,000) |
Ending balance (in shares) | shares | 8,618,000 |
Weighted Average Grant Date Fair Value Per Share | |
Beginning balance (in dollars per share) | $ / shares | $ 24.20 |
Granted (in dollars per share) | $ / shares | 20.56 |
Vested (in dollars per share) | $ / shares | 18.08 |
Forfeited/Canceled (in dollars per share) | $ / shares | 20.79 |
Ending balance (in dollars per share) | $ / shares | $ 20.38 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Income Tax Disclosure [Abstract] | ||
Income tax expense (benefit) | $ (503) | $ 3,245 |
Effective income tax rate (as a percent) | (6.00%) | 19.00% |
Subsequent Events (Details)
Subsequent Events (Details) - Accelerated Share Repurchase Agreement - $ / shares shares in Millions | 1 Months Ended | 3 Months Ended | |
May 31, 2022 | Mar. 31, 2022 | May 31, 2022 | |
Subsequent Event [Line Items] | |||
Common shares repurchased (in shares) | 1.8 | ||
Subsequent Event | Forecast | |||
Subsequent Event [Line Items] | |||
Common shares repurchased (in shares) | 0.4 | 2.2 | |
Volume weighted-average price (in dollars per share) | $ 23,090,000 |