XML 15 R2.htm IDEA: XBRL DOCUMENT v3.24.1
Pay vs Performance Disclosure
 12 Months Ended
Dec. 31, 2023
USD ($)
Dec. 31, 2022
USD ($)
Dec. 31, 2021
USD ($)
Dec. 31, 2020
USD ($)
Pay vs Performance Disclosure        
Pay vs Performance Disclosure, Table
Year
Summary Compensation Table Total for Tucker(1)(2)
Compensation Actually Paid to Tucker(1)(3)
Summary Compensation Table Total for Ryan(1)(2)
Compensation Actually Paid to Ryan(1)(3)
Summary Compensation Table Total for Huffman(1)(2)
Compensation Actually Paid to Huffman(1)(3)
Average Summary Compensation Table Total for Non-PEO Named Executive Officers(4)
Average Compensation Actually Paid to Non-PEO Named Executive Officers(5)
Value of Initial Fixed $100 Investment Based On:
Net Income (in millions)(8)
Revenue
(in millions)(9)
Total Shareholder Return(6)
S&P 500 Software & Services Select Index
Total Shareholder Return(7)
2023$8,527,312 $6,738,346 $6,841,068 $5,553,701 $702,699 $(17,755,110)$3,430,050 $1,895,498 $121$151$53$590
2022$— $— $— $— $21,871,907 $14,430,973 $5,676,538 $1,071,621 $130$109$(29)$523
2021$— $— $— $— $6,046,686 $(706,678)$3,169,239 $(2,564,663)$201$165$(115)$426
2020$8,437,695 $34,909,416 $— $— $— $— $4,066,289 $20,466,019 $259$153$(47)$352
      
Company Selected Measure Name revenue      
Named Executive Officers, Footnote Our PEO for 2020 was Therese Tucker. Our PEO for 2021 and 2022 was Marc Huffman, who succeeded Ms. Tucker as our Chief Executive Officer as of January 1, 2021. Mr. Huffman resigned as CEO on March 6, 2023. Ms. Tucker and Owen Ryan were appointed as Co-CEOs effective March 6, 2023.Represents the total compensation paid to our PEO in each listed year, as shown in our Summary Compensation Table for such listed year. Represents the compensation actually paid to each PEO. Compensation actually paid does not mean that our PEO was actually paid those amounts in the listed year. This dollar amount is derived from the starting point of Summary Compensation Table total compensation under the methodology prescribed under the SEC's rules, as shown in the table below. Represents the average of the total compensation paid to each of our NEOs other than our PEO in each listed year, as shown in our Summary Compensation Table for such listed year. The names of our NEOs other than our PEO for each such year are listed in the table below.
2023202220212020
Mark PartinTherese TuckerTherese TuckerMarc Huffman
Karole Morgan-PragerMark PartinMark PartinMark Partin
Mark WoodhamsKarole Morgan-PragerPeter HirschKarole Morgan-Prager
Mark WoodhamsMark WoodhamsPeter Hirsch
This figure is the average of compensation actually paid for our NEOs other than our PEO in 2023. Compensation actually paid does not mean that these NEOs were actually paid those amounts in the listed year, but this is a dollar amount derived from the starting point of Summary Compensation Table total compensation under the methodology prescribed under the SEC's rules as shown in the table below. 		     
Peer Group Issuers, Footnote The peer group used is the S&P Software & Services Select index, as used in the Company's performance graph in our annual report. TSR is calculated by assuming that a $100 investment was made on the day prior to the first fiscal year reported below and reinvesting all dividends until the last day of each reported fiscal year.      
Adjustment To PEO Compensation, Footnote
Therese TuckerOwen RyanMarc Huffman
Summary compensation table total$8,527,312 $6,841,068 $702,699 
Subtract grant date fair value of option awards and stock awards granted in fiscal year(7,851,384)(6,258,431)— 
Add fair value at fiscal year-end of outstanding and unvested option awards and stock awards granted in fiscal year5,757,084 5,017,794 — 
Adjust for change in fair value of outstanding and unvested option awards and stock awards granted in prior fiscal years(286,778)— (65,934)
Add fair value at vesting of option awards and stock awards granted in fiscal year that vested during fiscal year695,807 — — 
Adjust for change in fair value as of vesting date of option awards and stock awards granted in prior fiscal years for which applicable vesting conditions were satisfied during fiscal year(103,695)(46,730)(861,145)
Subtract fair value as of prior fiscal year-end of option awards and stock awards granted in prior fiscal years that failed to meet applicable vesting conditions during fiscal year— — (17,530,730)
Compensation actually paid$6,738,346 $5,553,701 $(17,755,110)
      
Non-PEO NEO Average Total Compensation Amount $ 3,430,050 $ 5,676,538 $ 3,169,239 $ 4,066,289
Non-PEO NEO Average Compensation Actually Paid Amount $ 1,895,498 1,071,621 (2,564,663) 20,466,019
Adjustment to Non-PEO NEO Compensation Footnote
2023
Summary compensation table total$3,430,050 
Subtract grant date fair value of option awards and stock awards granted in fiscal year(2,873,555)
Add fair value at fiscal year-end of outstanding and unvested option awards and stock awards granted in fiscal year2,106,038 
Adjust for change in fair value of outstanding and unvested option awards and stock awards granted in prior fiscal years(354,091)
Add fair value at vesting of option awards and stock awards granted in fiscal year that vested during fiscal year— 
Adjust for change in fair value as of vesting date of option awards and stock awards granted in prior fiscal years for which applicable vesting conditions were satisfied during fiscal year(412,944)
Subtract fair value as of prior fiscal year-end of option awards and stock awards granted in prior fiscal years that failed to meet applicable vesting conditions during fiscal year— 
Compensation actually paid$1,895,498 
      
Equity Valuation Assumption Difference, Footnote The assumptions used for determining the fair values of outstanding and unvested option awards shown in this table are different from those used to determine the fair values disclosed as of the grant date of such awards. The assumptions used for determining fair values shown in this table are: 3.80-4.82 years for Expected life, 58.99% - 61.98% for Volatility, 3.76% - 4.48% for the Risk-free rate, and 0% for the Expected dividend yield.
*The assumptions used for determining the fair values of outstanding and unvested option awards shown in this table are different from those used to determine the fair values disclosed as of the grant date of such awards. The assumptions used for determining fair values shown in the table are: 3.80-4.82 years for Expected life, 58.99% - 61.98% for Volatility, 3.76% - 4.48% for the Risk-free rate, and 0% for the Expected dividend yield.
      
Compensation Actually Paid vs. Total Shareholder Return Compensation Actually Paid, as determined under rules adopted pursuant to the Dodd-Frank Act and reflected in the Pay Versus Performance table above (“CAP”) for our CEOs was lower than Summary Compensation Table Total compensation in 2023, aligning with the decrease in cumulative TSR over the period. Average NEO CAP reflected similar alignment, falling below Summary Compensation Table values. This pattern is also seen in prior years, reflecting the alignment of CEO and NEO compensation with shareholder returns.      
Compensation Actually Paid vs. Net Income Our net income was positive in 2023, reflecting a shift from the years 2020 – 2022. Despite this increase, CAP was lower than in prior years. This reflects a change from the directional alignment of our CEO CAP and average NEO CAP with net income from 2020 - 2022.      
Compensation Actually Paid vs. Company Selected Measure
Our revenue increased each year from 2020 to 2023. These increases are not directionally aligned with overall decreases in our CEO CAP and average NEO CAP from 2020 to 2023, but are directionally aligned with increases in our CEO CAP and average NEO CAP from 2021 to 2022.
      
Total Shareholder Return Vs Peer Group In 2023, our TSR underperformed the TSR of the S&P 500 Software & Services Select Index. Over the four-year period covered by this disclosure, both our TSR and our peer group TSR remain positive, reflecting the value provided to shareholders.      
Tabular List, Table
The list below includes the financial performance measures that in our assessment represent the most important financial performance measures used to link compensation actually paid to our NEOs, for 2023, to Company performance.

Performance Measure8:

•Revenue
•Non-GAAP Net Income
•Annualized Recurring Revenue (ARR)
•Stock Price
      
Total Shareholder Return Amount $ 121 130 201 259
Peer Group Total Shareholder Return Amount 151 109 165 153
Net Income (Loss) $ 53 $ (29) $ (115) $ (47)
Company Selected Measure Amount 590 523 426 352
Additional 402(v) Disclosure TSR is calculated by assuming that a $100 investment was made on the day prior to the first fiscal year reported below and reinvesting all dividends until the last day of each reported fiscal year. The dollar amounts reported are the Company's GAAP net income reflected in the Company's audited financial statements.In the Company's assessment, GAAP revenue is the most important financial performance measure (other than stock price) used by the Company in 2023 to link compensation actually paid to performance.      
Measure:: 1        
Pay vs Performance Disclosure        
Name Revenue      
Measure:: 2        
Pay vs Performance Disclosure        
Name Non-GAAP Net Income      
Measure:: 3        
Pay vs Performance Disclosure        
Name Annualized Recurring Revenue (ARR)      
Measure:: 4        
Pay vs Performance Disclosure        
Name Stock Price      
Tucker [Member]        
Pay vs Performance Disclosure        
PEO Total Compensation Amount $ 8,527,312 $ 0 $ 0 $ 8,437,695
PEO Actually Paid Compensation Amount $ 6,738,346 0 0 $ 34,909,416
PEO Name Therese Tucker     Therese Tucker
Ryan [Member]        
Pay vs Performance Disclosure        
PEO Total Compensation Amount $ 6,841,068 0 0 $ 0
PEO Actually Paid Compensation Amount $ 5,553,701 0 0 0
PEO Name Owen Ryan      
Huffman [Member]        
Pay vs Performance Disclosure        
PEO Total Compensation Amount $ 702,699 21,871,907 6,046,686 0
PEO Actually Paid Compensation Amount (17,755,110) $ 14,430,973 $ (706,678) $ 0
PEO Name   Marc Huffman Marc Huffman  
PEO | Tucker [Member] | Equity Award Grant Date Fair Value Adjustments [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (7,851,384)      
PEO | Tucker [Member] | Equity Awards, Unvested And Outstanding, Fair Value Adjustments [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 5,757,084      
PEO | Tucker [Member] | Equity Awards, Unvested And Outstanding Granted In Prior Years, Fair Value Adjustments [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (286,778)      
PEO | Tucker [Member] | Equity Awards, Vested In Current Year, Fair Value Adjustments [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 695,807      
PEO | Tucker [Member] | Equity Awards, Vested, Granted In Prior Years, Fair Value Adjustments [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (103,695)      
PEO | Tucker [Member] | Equity Awards, Forfeited, Granted In Prior Years, Fair Value Adjustments [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
PEO | Ryan [Member] | Equity Award Grant Date Fair Value Adjustments [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (6,258,431)      
PEO | Ryan [Member] | Equity Awards, Unvested And Outstanding, Fair Value Adjustments [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 5,017,794      
PEO | Ryan [Member] | Equity Awards, Unvested And Outstanding Granted In Prior Years, Fair Value Adjustments [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
PEO | Ryan [Member] | Equity Awards, Vested In Current Year, Fair Value Adjustments [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
PEO | Ryan [Member] | Equity Awards, Vested, Granted In Prior Years, Fair Value Adjustments [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (46,730)      
PEO | Ryan [Member] | Equity Awards, Forfeited, Granted In Prior Years, Fair Value Adjustments [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
PEO | Huffman [Member] | Equity Award Grant Date Fair Value Adjustments [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
PEO | Huffman [Member] | Equity Awards, Unvested And Outstanding, Fair Value Adjustments [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
PEO | Huffman [Member] | Equity Awards, Unvested And Outstanding Granted In Prior Years, Fair Value Adjustments [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (65,934)      
PEO | Huffman [Member] | Equity Awards, Vested In Current Year, Fair Value Adjustments [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
PEO | Huffman [Member] | Equity Awards, Vested, Granted In Prior Years, Fair Value Adjustments [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (861,145)      
PEO | Huffman [Member] | Equity Awards, Forfeited, Granted In Prior Years, Fair Value Adjustments [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (17,530,730)      
Non-PEO NEO | Equity Award Grant Date Fair Value Adjustments [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (2,873,555)      
Non-PEO NEO | Equity Awards, Unvested And Outstanding, Fair Value Adjustments [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 2,106,038      
Non-PEO NEO | Equity Awards, Unvested And Outstanding Granted In Prior Years, Fair Value Adjustments [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (354,091)      
Non-PEO NEO | Equity Awards, Vested In Current Year, Fair Value Adjustments [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
Non-PEO NEO | Equity Awards, Vested, Granted In Prior Years, Fair Value Adjustments [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (412,944)      
Non-PEO NEO | Equity Awards, Forfeited, Granted In Prior Years, Fair Value Adjustments [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount $ 0