Stock-Based Compensation

12 Months Ended

Dec. 31, 2022

Share-based Payment Arrangement [Abstract]

Shares Available for Issuance

As of December 31, 2022 and December 31, 2021, 10,890,112 and 23,599,005 equity incentive awards remain available for issuance under the 2021 Plan, respectively.

As of December 31, 2022, 4,762,721 shares of common stock remain available for issuance under the ESPP. As of December 31, 2021, there were no issuances of shares under the ESPP, therefore all 3,500,000 shares of common stock remained available for issuance.

Stock Options

The following is a summary of the Company’s stock option activity during the year ended December 31, 2022:


	Stock Options
(in thousands, except share and per share amounts)	Number of Options Outstanding	Weighted-Average Exercise Price		Weighted-Average Remaining Contractual Life (Years)	Aggregate Intrinsic Value (1)
Balances as of January 1, 2022	23,386,942	$	3.70	7.66	$	395,676
Granted	166,113	11.15
Exercised	(5,379,722)	2.15			43,975
Forfeited	(2,185,065)	5.08
Balances as of December 31, 2022	15,988,268	4.11		6.79	119,467
Vested and exercisable as of December 31, 2022	9,963,250	2.53		6.01	88,859
Vested and expected to vest as of December 31, 2022	16,074,197	$	4.11	6.80	$	120,057

_________________

(1)The aggregate intrinsic value is calculated as the difference between the exercise price of the underlying stock options and the estimated fair value of the Company’s common stock.

The fair value of each employee stock option granted during the years ended December 31, 2022, 2021, and 2020 was estimated on the date of grant using the Black-Scholes option pricing model with the following assumptions:


	Years Ended December 31,
	2022		2021		2020
Risk-free interest rates	2.86%		0.32% to 1.19%		0.30% to 1.47%
Expected term (in years)	6.1 years		3.5 to 6.8 years		5.0 to 6.6 years
Volatility	64.0%		37.8% to 50.5%		37.3% to 54.0%
Dividend rate	—	%	—	%	—	%

The weighted-average grant date fair value of options granted during the years ended December 31, 2022, 2021, and 2020 was $6.78, $5.22, and $1.10, respectively. The aggregate grant-date fair value of options vested for the years ended December 31, 2022, 2021, and 2020 was $11.7 million, $7.3 million, and $5.4 million, respectively. The intrinsic value of options exercised for the years ended December 31, 2022, 2021, and 2020 was $44.0 million, $72.2 million, and $2.4 million, respectively.

Restricted Stock Units

Restricted stock unit activity, including PRSUs, during the year ended December 31, 2022 was as follows:


	Number of Shares	Weighted-Average Grant-Date Fair Value Per Share
Unvested at January 1, 2022	3,372,585	$	24.83
Granted	24,527,052	10.65
Vested	(2,955,066)	14.32
Cancelled/forfeited	(1,578,216)	16.24
Unvested at December 31, 2022	23,366,355	$	11.86

In addition, during the three months ended March 31, 2022, as a result of the expiration of the lock-up agreement related to its IPO, the Company issued 124,026 shares of common stock subject to RSUs that were vested as of December 31, 2021, but not yet settled.

The weighted-average grant date fair value of RSUs, including PRSUs, granted during the years ended December 31, 2022, 2021, and 2020 was $10.65, $27.16, and $3.54, respectively. The aggregate grant-date fair value of RSUs, including PRSUs, vested for the years ended December 31, 2022 and 2021 was $42.3 million and $0.6 million, respectively. The aggregate grant-date fair value of RSUs, including PRSUs, vested for the year ended December 31, 2020 was inconsequential.

Employee Stock Purchase Plan

The offering period that commenced on September 22, 2021, for which the accounting grant date was met in October 2021, ended on February 28, 2022, due to a decline in the Company’s stock price at the end of the purchase period, triggering a new offering period, as required by the ESPP plan documents. A new 24-month offering period commenced on March 1, 2022. This event was accounted for as a modification under U.S. GAAP in the first quarter of 2022, whereby the fair value of the ESPP offering was measured immediately before and after modification, resulting in incremental stock-based compensation expense of $3.6 million, which will be recognized over the new offering period, which is deemed to be the requisite service period. In addition, a subsequent 24-month offering commenced on September 1, 2022.

The fair value of the ESPP offerings was estimated using the Black-Scholes option-pricing model as of the respective offering dates, using the following assumptions. These assumptions represent the grant date fair value inputs for new offerings during the years ended December 31, 2022 and 2021, as well as updated valuation information as of the modification date, for any offerings for which a modification occurred, requiring incremental expense to be measured at the modification date:

Years Ended December 31,

2022

2021

Risk-free interest rates

0.60% to 3.48%

0.06% to 0.30%

Expected term (in years)

0.5 to 2.0 years

0.4 to 1.9 years

Volatility

58.3% to 73.0%

37.7% to 56.0%

Dividend rate

—

As the March 1, 2022 offering was accounted for as a modification to the October 2021 offering, the ESPP was fair valued immediately before and after modification on March 1, 2022 to assess the incremental fair value provided as a result of the modification. The inputs to the incremental fair value are included in the table above.

The Company’s ESPP began in 2021, therefore there were no awards were granted under the ESPP during the year ended December 31, 2020.

Stock-Based Compensation Expense

Stock-based compensation expense for stock options, RSUs, PRSUs, and the ESPP, included within the Consolidated Statements of Operations, net of amounts capitalized to internal-use software, as described in Note 4. Property and Equipment, was as follows:


	Years Ended December 31,
(in thousands)	2022		2021		2020
Customer support and operations	$	816	$	153	$	22
Marketing	10,512		2,325		869
Technology and development	46,420		6,931		2,130
General and administrative	37,545		7,607		2,243
Total	$	95,293	$	17,016	$	5,264

As of December 31, 2022, the total unamortized compensation cost related to all non-vested equity awards, including options, RSUs, and PRSUs was $258.8 million, which will be amortized over a weighted-average remaining requisite service period of approximately 2.9 years. As of December 31, 2022, the total unrecognized compensation expense related to the ESPP was $4.3 million, which is expected to be amortized over the next 1.7 years.

The Company did not record a material income tax benefit related to stock-based compensation expense and stock option exercises, during the years ended December 31, 2022, 2021, and 2020, since the Company currently maintains a full valuation allowance against its net deferred tax assets in the jurisdictions where material stock-compensation expense charges are incurred, and stock option exercises occurred.