XML 32 R17.htm IDEA: XBRL DOCUMENT v3.22.4
Stockholders' Equity (Deficit)
12 Months Ended
Dec. 31, 2022
Share-Based Payment Arrangement [Abstract]  
Stockholders' Equity (Deficit) Stockholders' Equity (Deficit)
In connection with its IPO, the Company's certificate of incorporation was amended and restated such that the total number of shares of common stock authorized to be issued was increased to 500,000,000 shares and the total number of shares of preferred stock authorized to be issued was reduced to 10,000,000 shares.

Repurchase of Common Stock

For the years ended December 31, 2021 and 2020, former employees obtained a third-party offer for the purchase of shares of common stock held in the Company of 0.2 million and 0.2 million, respectively. As the Company had the right of first refusal for the sale of these shares, the Company repurchased the shares for $3.5 million and $3.2 million in 2021 and 2020, respectively, from the former employees at the price offered.

Repurchase of Common Stock in Tender Offer

On October 15, 2020, the Company offered to purchase for cash of $15.74 per share of vested stock options or common stock representing up to 20% of each employee’s holdings from employees employed on September 30, 2020. The expiration date of the tender offer was November 12, 2020, and 1.1 million of vested stock options and common stock were tendered resulting in total payments of $17.4 million, which included a $6.1 million non-recurring payment for the excess of the repurchase price over the fair value of the stock on the date of repurchase, recognized as additional compensation expense in the consolidated statements of operations.

Redeemable Convertible Preferred Stock

As of December 31, 2020, the Company was authorized to issue seven classes of stock: common stock, Series A redeemable convertible preferred stock, Series B redeemable convertible preferred stock, Series C redeemable convertible preferred stock, Series D redeemable convertible preferred stock, Series E redeemable convertible preferred stock and Series F redeemable convertible preferred stock. These preferred shares were classified as temporary equity within the Company’s consolidated balance sheet as of December 31, 2020. Immediately prior to the effectiveness of the Company’s registration statement relating to its IPO, the Company’s outstanding shares of redeemable convertible preferred stock converted into an aggregate of 72,225,916 shares of common stock. With the proceeds from its IPO, the Company paid in full accumulated dividends on its previously outstanding shares of Series B redeemable convertible preferred stock, which totaled approximately $5.0 million. As of December 31, 2022 and 2021, there was no preferred stock issued or outstanding.

Warrants

In conjunction with financing arrangements with prior lenders, the Company issued warrants for the purchase of shares of the Company’s redeemable convertible preferred stock. All of the Company’s outstanding warrants exercisable for shares of redeemable convertible preferred stock converted into warrants exercisable for 212,408 shares of common stock and were classified as equity immediately prior to the effectiveness of the Company’s registration statement relating to its IPO. All warrants were exercised for aggregate proceeds of $0.6 million during the year ended December 31, 2021.
Equity Compensation Plans

On February 25, 2021, the Board approved, subject to stockholder approval, which was obtained on March 23, 2021, the ESPP, pursuant to which employees would be able to purchase shares of the Company’s common stock at a 15% discount. The Board provided for a share reserve with respect to the ESPP of 2% of the total number of shares outstanding after the Company’s IPO. The Board further provided that the share reserve will be refreshed by an evergreen provision of 1% of the Company’s outstanding common stock at the end of the prior year, or such lesser amount as the Board or its Compensation Committee may determine. The Company has reserved 2,705,790 shares of common stock for issuance under the ESPP and 2,259,571 shares remain available for future issuance.

On February 25, 2021, the Board approved, subject to stockholder approval, which was obtained on March 23, 2021, the Company’s 2021 Incentive Award Plan (the “2021 Plan”), pursuant to which incentive awards may be awarded to employees, directors and consultants. The Board provided that the maximum number of shares of common stock (subject to stock splits, dividends, recapitalizations and the like) issuable under the 2021 Plan is equal to a number of shares equal to (i) 11.0% of the shares of common stock outstanding immediately prior to the effectiveness of its IPO after giving effect to the number of shares being sold in its IPO (including shares subject to outstanding equity awards, and the 2021 share reserve and the ESPP share reserve (as described above)) and assuming no exercise of the underwriters’ option to purchase additional shares, plus (ii) an annual increase on the first day of each year beginning in 2022 and ending in 2031, equal to the lesser of: (a) 5.0% of the shares outstanding on the last day of the prior fiscal year or (b) such lesser amount as determined by the Board, plus (iii) any shares underlying awards outstanding under the 2011 Long-Term Incentive Plan, as amended (the “2011 Plan”), as of immediately prior to the effectiveness of its IPO, that are thereafter forfeited, terminated, expired or repurchased for the original purchase price thereof, subject to certain statutory limits related to “incentive stock options” within the meaning of Section 422 of the Internal Revenue Code. The Company has reserved 16,629,578 shares of common stock for issuance pursuant to awards under the 2021 Plan, and 10,018,849 shares remain available for future issuance.

Stock Options

A summary of option activity is as follows:
Options Outstanding
(in thousands except share
and per share amounts)
Number of sharesWeighted average exercise priceWeighted Average Remaining Contractual LifeAggregate Intrinsic Value
Balance, January 1, 202111,603,131 $2.14 7.2154,581 
Granted2,811,098 16.38 
Exercised(5,801,124)1.57 (107,259)
Forfeited(464,252)7.59 (5,787)
Balance, December 31, 20218,148,853 $7.14 7.4$105,260 
Granted— 
Exercised(1,135,346)2.11 14,169 
Forfeited(745,022)10.91 3,176 
Balance, December 31, 2022
6,268,485 $7.61 5.9$48,141 
Exercisable at, December 31, 2022
4,777,675 $6.02 5.3$43,051 

No options were granted for the year ended December 31, 2022. The fair value of options granted was estimated at the date of grant using the Black-Scholes option-pricing model with the following weighted average assumptions for the years ended December 31, 2021 and 2020 (i) expected term of 5.5 years and 5.9 years, (ii) expected volatility of 36.3% and 34.8%, (iii) risk-free interest rate 0.67% and 0.97%, (iv) expected dividend yield of 0% for all periods.

The total fair value of stock options vested during the years ended December 31, 2022, 2021, and 2020 was $15.8 million, $6.4 million, and $2.0 million, respectively.

As of December 31, 2022, the total unrecognized stock-based compensation expense related to stock options was $7.8 million, net of forfeitures, which the Company expects to recognize over the next 2.0 years.

Certain stock option grants provide the option holder the right to exercise their stock options before they vest. As of December 31, 2022 2021, and 2020, 0.3 million, 0.7 million, and 1.0 million options, respectively, were exercisable that were not yet vested by the option holder at a weighted average exercise price of $2.46, $3.37, and $1.34 per share, respectively.
A summary of the status of non-vested options is as follows:
Number of sharesWeighted Average Grant Date Fair Value Per Share
Balance, January 1, 2020
6,211,902 $0.72 
Granted2,176,157 1.93 
Forfeited(624,481)0.81 
Vested(2,790,823)0.71 
Balance, December 31, 2020
4,972,755 1.22 
Granted2,811,098 8.53 
Forfeited(452,738)3.76 
Vested(2,543,328)2.50 
Balance, December 31, 2021
4,787,787 6.10 
Granted— 
Forfeited(675,375)5.36 
Vested(2,281,344)6.89 
Balance, December 31, 2022
1,831,068 $5.36 

All non-vested stock options issued as of the date of the option holder’s termination will be forfeited, except for certain non-vested stock options granted to executive management that have special vesting provisions upon involuntary termination or resignation. The special provisions call for the accelerated vesting of a portion of the options granted to the employee under certain circumstances.

On November 5, 2021, the Company entered into a separation agreement with the former Chief Executive Officer of the Company. The agreement resulted in a modification of the former employee's 438,783 outstanding stock options and 50,000 RSUs, which accelerated certain vesting, resulting in the recognition of $1.9 million of incremental stock-based compensation expense for the year ended December 31, 2021. An additional $8.2 million of expense was recognized ratably over the remaining requisite service period, through December 31, 2022.

Restricted Stock Units

The Company's restricted stock units vest and settle upon the satisfaction of a service condition. The service condition for the awards is satisfied over generally three to four years.

The total fair value of restricted stock units vested during the year ended December 31, 2022 was $23.3 million.

Restricted stock unit activity was as follows:
Number of UnitsWeighted Average Grant Date Fair Value Per Share
Nonvested as of January 1, 2021— $—
     Granted2,915,66728.48
     Vested(3,368)30.21
     Forfeited(44,500)28.89
Nonvested as of December 31, 20212,867,799 $28.48
     Granted5,771,00814.06
     Vested(896,575)25.88
     Forfeited(641,136)24.27
Nonvested as of December 31, 20227,101,096$17.45

As of December 31, 2022, the total unrecognized stock-based compensation expense related to RSUs was $91.0 million, net of forfeitures, which the Company expects to recognize over the next 3.2 years.

Employee Stock Purchase Plan

The first offering period commenced on May 15, 2021, and as of December 31, 2022, 446,219 shares have been issued under the ESPP with 323,905 shares issued during the year ended December 31, 2022.
Stock-based compensation expense was included in the consolidated statements of operations as follows:
Year ended December 31,
(in thousands)202220212020
Cost of revenues$4,389 $1,973 $369 
Research and development11,398 2,915 417 
Sales and marketing4,042 1,028 147 
General and administrative24,763 8,619 1,021 
Total stock-based compensation expenses$44,592 $14,535 $1,954 
The amount of stock-based compensation capitalized as part of deferred implementation costs was $0.6 million for the year ended December 31, 2022 and insignificant for the years ended December 31, 2021 and 2020.