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STOCK-BASED AWARD PLANS | 3 Months Ended
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Mar. 31, 2025
STOCK-BASED AWARD PLANS |
STOCK-BASED AWARD PLANS | 10. STOCK-BASED AWARD PLANS The 2020 Incentive Award Plan (the “2020 Plan”) provides the ability to grant cash and equity-based incentive awards to eligible employees, directors and service providers in order to attract, retain and motivate those that make important contributions to the Company. The Company issued stock options, RSAs, RSUs, and PSUs under the 2020 Plan. As of March 31, 2025, 20,118 shares of Class A common stock were available for issuance under the 2020 Plan. ​ Options The following table summarizes activity for options outstanding under the 2020 Plan for the three months ended March 31, 2025: ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | Weighted | ​ | ​ | ​
​ | ​ | ​ | ​ | ​ | Weighted | ​ | Average | ​ | ​
​ | ​ | ​ | ​ | ​ | Average | ​ | Remaining | ​ | Aggregate
​ | ​ | ​ | ​ | ​ | Exercise | ​ | Contractual | ​ | Intrinsic
2020 Plan Option Activity | ​ | Units | ​ | ​ | Price | ​ | Life (Years) | ​ | Value
​ | ​ | (unaudited)
Outstanding at January 1, 2025 | ​ | 2,970 | ​ | $ | 6.93 | ​ | 4.4 | ​ | $ | 137,857
Exercised | ​ | (387) | ​ | ​ | 4.04 | ​ | ​ | ​ | ​ | ​
2020 Plan options outstanding at March 31, 2025 | ​ | 2,583 | ​ | $ | 7.36 | ​ | 4.4 | ​ | $ | 71,401
2020 Plan options exercisable at March 31, 2025 |  | 2,513 | ​ | $ | 7.05 |  | 4.3 | ​ | $ | 70,260
​ ​ The details of options outstanding, vested, and exercisable under the 2020 Plan as of March 31, 2025 are as follows: ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | Options Outstanding | ​ | Options Vested and Exercisable
​ |  | ​ |  | Weighted |  | ​ |  | Weighted
​ | ​ | ​ | ​ | Average | ​ | ​ | ​ | Average
Exercise Prices | ​ | Units | ​ | Life (Years) | ​ | Units | ​ | Life (Years)
​ | ​ | (unaudited)
$0.15 to $0.71 |  | 310 | ​ | * | ​ | 310 | ​ | *
$2.50 |  | 444 | ​ | 1.6 | ​ | 444 | ​ | 1.6
$3.17 |  | 113 | ​ | 2.9 | ​ | 113 | ​ | 2.9
$3.73 | ​ | 737 | ​ | 4.6 | ​ | 737 | ​ | 4.6
$4.70 | ​ | 466 | ​ | 4.9 | ​ | 466 | ​ | 4.9
$18.47 | ​ | 190 | ​ | 6.7 | ​ | 136 | ​ | 6.7
$18.96 | ​ | 60 | ​ | 6.4 | ​ | 60 | ​ | 6.4
$19.00 |  | 46 | ​ | 6.5 | ​ | 30 | ​ | 6.5
$32.16 |  | 217 | ​ | 5.9 | ​ | 217 | ​ | 5.9
​ | ​ | 2,583 | ​ | ​ |  | 2,513 | ​ | ​
*These options have indefinite contractual lives. |  | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ The Board of Directors (the “Board”) intends all options granted to be exercisable at a price per share not less than the per share fair market value of the Company’s Class A common stock underlying the options on the date of grant. Compensation expense for option awards are measured based on the grant date fair value of the awards and recognized in the condensed consolidated statements of comprehensive income (loss) over the period during which the participant is required to perform the requisite services. The vesting period is generally one to four years. The grant date fair value of options is estimated using the Black-Scholes model. There were no options issued under the 2020 Plan during the three months ended March 31, 2025 or 2024. ​ At March 31, 2025, $284 of unrecognized compensation expense associated with options is expected to be recognized over a weighted average period of approximately 0.7 years. ​ Restricted Stock Units The following table summarizes RSU activity for the three months ended March 31, 2025: ​
​ | ​ | ​ | ​ | ​ | ​
​ |  |  |  | ​ | ​
​ | ​ | ​ | ​ | Weighted
​ | ​ | ​ | ​ | Average
​ | ​ | ​ | ​ | Grant Date Fair
​ | ​ | Units | ​ | Value Per Share
Outstanding at January 1, 2025 | ​ | 4,534 | ​ | $ | 19.96
Granted | ​ | 1,119 | ​ | ​ | 45.43
Vested | ​ | (1,408) | ​ | ​ | 18.68
Forfeited | ​ | (13) | ​ | ​ | 32.26
Outstanding at March 31, 2025 | ​ | 4,232 | ​ | $ | 27.08
​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | ​ | ​
​ Stock-based compensation cost for RSUs is measured based on the fair value of the Company’s underlying common stock on the date of grant and is recognized on a straight-line basis in the condensed consolidated statements of comprehensive income (loss) over the period during which the participant is required to perform services in exchange for the award, which is generally one to four years. Vested RSUs are settled by issuing Class A shares or the equivalent value in cash at the Board’s discretion. At March 31, 2025, $87,607 of unrecognized compensation expense for RSUs is expected to be recognized over a weighted average period of approximately 2.8 years. Restricted Stock Awards The following table summarizes RSA activity for the three months ended March 31, 2025: ​
​ | ​ | ​ | ​ | ​ | ​
​ |  | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | Weighted
​ | ​ | ​ | ​ | Average
​ | ​ | ​ | ​ | Grant Date Fair
​ | ​ | Units | ​ | Value Per Share
Outstanding at January 1, 2025 | ​ | 34 | ​ | $ | 35.06
Outstanding at March 31, 2025 |  | 34 | ​ | $ | 35.06
​ Stock-based compensation cost for RSAs is measured based on the fair value of the Company’s underlying common stock on the date of grant and is recognized on a straight-line basis in the condensed consolidated statements of comprehensive income (loss) over the period during which the participant is required to perform services in exchange for the award, which is generally one to four years. At March 31, 2025, $235 of unrecognized compensation expense for RSAs is expected to be recognized over a weighted average period of approximately 0.3 years. Performance Stock Units In connection with the 2024 ecosio acquisition, current and newly hired employees of ecosio have or may receive RSUs that vest upon continuing service and performance conditions (“Performance Stock Units” or “PSUs”). These performance conditions are based upon ecosio’s monthly software revenues meeting specified annual targets over a three-year period. The annual targets are based on a range of performance targets in which grantees may earn a prorated portion of the base number of awards granted up to 100%. The stock-compensation expense associated with the awards will be accounted for as compensation expense over the vesting periods based on the Company’s assessment of the probability of achieving the targets. If the required conditions are not met, no compensation expense is recognized and any previously recognized compensation expense is reversed. As of March 31, 2025, the Company determined that it is probable that the performance target for the first annual measurement period would be achieved and has recorded $830 in stock-based compensation expense for the three months ended March 31, 2025. No compensation expense has been recorded in connection with the second or third annual targets as the Company has not yet deemed it probable that the performance targets will be achieved. ​
​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | Average
​ | ​ | ​ | ​ | Grant Date Fair
​ | ​ | Units | ​ | Value Per Share
Outstanding at January 1, 2025 | ​ | 192 | ​ | $ | 53.46
Forfeited | ​ | (2) | ​ | ​ | 53.46
Outstanding at March 31, 2025 | ​ | 190 | ​ | $ | 53.46
​ At March 31, 2025, a maximum of $9,032 of unrecognized compensation expense for PSUs, pending achievement of targets, may be recognized over a weighted average period of approximately 2.7 years. Employee Stock Purchase Plan The ESPP provides eligible employees with rights during each six-month ESPP offering period to purchase shares of the Company’s Class A common stock through payroll deductions of up to a specified percentage of their eligible compensation. The purchase price of the shares, in the absence of a contrary designation, is 85% of the lower of the fair value of the Class A common stock on the first or last day of the ESPP offering period. Amounts withheld from participants are included in accrued salaries and benefits in the condensed consolidated balance sheets until such shares are purchased. Amounts withheld from participants for the offering period ending May 31, 2025 aggregated $1,457 as of March 31, 2025. As of March 31, 2025, 6,335 shares of Class A common stock were available for issuance under the ESPP. As of March 31, 2025, there was approximately $171 of unrecognized ESPP stock-based compensation expense expected to be recognized on a straight-line basis over the remaining term of the six-month offering period ending May 31, 2025. ​ At March 31, 2025 and 2024, there were two ESPP offering periods open that end May 31, 2025 and 2024, respectively. The fair value of ESPP purchase rights for the offering periods is comprised of the value of the 15% ESPP discount and the value associated with the call or put over the respective ESPP offering period. ESPP offering periods reported in the March 31, 2025 and 2024 financial statements include the periods noted below in the table. The value of the call or put was estimated using the Black-Scholes model with the following assumptions: ​
​ | ​ | ​ | ​ | ​ | ​ | ​
​ | Offering Period Ending
​ | 5/31/2025 | ​ | 5/31/2024 | ​
Fair market value of common stock | $ | 54.64 | ​ | $ | 27.82 | ​
Volatility |  | 26.4 | % |  | 36.6 | %
Expected term (years) |  | 0.5 | ​ |  | 0.5 | ​
Expected dividend yield |  | - | % |  | - | %
Risk-free interest rate |  | 4.4 | % |  | 5.3 | %
​ ​ Volatility is representative of expected stock price volatility over the offering period. The Company’s volatility is applied to current and future offering periods. The expected term represents the term of the ESPP offering period, which is six months. The Company does not expect to pay dividends. The risk-free interest rate was based on the rate for a U.S. Treasury zero-coupon issue with a term that closely approximates the expected term of the award at the date nearest to the offering term. ​ Stock-Based Compensation The Company recognized total stock-based compensation expense related to incentive awards, net of forfeitures, as follows: ​
​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | For the three months ended March 31,
​ | ​ | 2025 |  | 2024
​ | ​ | (unaudited)
Stock-based compensation expense: | ​ | ​ | ​ | ​ | ​ | ​
Stock options | ​ | $ | 311 | ​ | $ | 2,606
RSUs | ​ |  | 19,353 | ​ |  | 13,003
RSAs | ​ | ​ | 298 | ​ | ​ | 490
PSUs | ​ | ​ | 830 | ​ | ​ | —
ESPP | ​ |  | 252 | ​ |  | 225
Total stock-based compensation expense | ​ | $ | 21,044 | ​ | $ | 16,324
​ The Company recognized stock-based compensation expense in the condensed consolidated statements of comprehensive income (loss) as follows: ​
​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | For the three months ended March 31,
​ | ​ | 2025 |  | 2024
​ | ​ | (unaudited)
Stock-based compensation expense: | ​ | ​ | ​ | ​ | ​ | ​
Cost of revenues, software subscriptions | ​ | $ | 2,227 | ​ | $ | 1,590
Cost of revenues, services | ​ |  | 1,696 | ​ |  | 1,006
Research and development | ​ |  | 4,352 | ​ |  | 3,373
Selling and marketing | ​ |  | 5,806 | ​ |  | 4,222
General and administrative | ​ |  | 6,963 | ​ |  | 6,133
Total stock-based compensation expense | ​ | $ | 21,044 | ​ | $ | 16,324
​

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