Fair Value of Financial Instruments | Fair Value of Financial Instruments Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. For certain of the Company’s financial instruments, including certain cash equivalents, accounts receivable, accounts payable and accrued liabilities, the carrying amounts approximate their fair values due to the relatively short maturity of these balances. The Company measures and reports certain cash equivalents, marketable securities, derivative foreign currency forward contracts at fair value in accordance with the provisions of the authoritative accounting guidance that addresses fair value measurements. This guidance establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. The hierarchy is broken down into three levels based on the reliability of inputs as follows: Level 1 - Valuations based on quoted prices in active markets for identical assets or liabilities. Level 2 - Valuations based on other than quoted prices in active markets for identical assets and liabilities, including quoted prices for identical assets or liabilities in less active or inactive markets, quoted prices for similar assets or liabilities in active markets, or inputs other than quoted prices that are observable for substantially the full term of the assets or liabilities. Level 3 - Valuations based on inputs that are generally unobservable and typically reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. The Company's financial instruments consist of assets and liabilities measured using Level 1 and 2 inputs. Level 1 assets include a highly liquid money market fund, which is valued using unadjusted quoted prices that are available in an active market for an identical asset. Level 2 assets include fixed-income U.S. Treasury and government agency securities, commercial paper, corporate bonds, asset-backed securities, foreign government securities and derivative financial instruments consisting of foreign currency forward contracts. The securities, bonds and commercial paper are valued using prices from independent pricing services based on quoted prices of identical instruments in less active or inactive markets, quoted prices of similar instruments in active markets, or industry models using data inputs such as interest rates and prices that can be directly observed or corroborated in active markets. The foreign currency forward contracts are valued using observable inputs, such as quotations on forward foreign exchange points and foreign interest rates. The following table sets forth by level within the fair value hierarchy the fair value of the Company's financial assets and liabilities measured at fair value on a recurring basis: September 30, 2023 Level 1 Level 2 Fair Value (in thousands) Money market funds $ 37,500 $ — $ 37,500 Commercial paper — 72,507 72,507 U.S. Treasury and government agencies — 138,959 138,959 Corporate bonds — 35,375 35,375 Asset-backed securities — 15,434 15,434 Foreign currency forward contracts — 1,427 1,427 Total assets $ 37,500 $ 263,702 $ 301,202 Foreign currency forward contracts $ — $ 888 $ 888 Total liabilities $ — $ 888 $ 888 December 31, 2022 Level 1 Level 2 Fair Value (in thousands) Money market funds $ 82,701 $ — $ 82,701 U.S. Treasury and government agencies — 156,662 156,662 Foreign government — 1,006 1,006 Corporate bonds — 63,910 63,910 Asset-backed securities — 15,027 15,027 Foreign currency forward contracts — 1,493 1,493 Total assets $ 82,701 $ 238,098 $ 320,799 Foreign currency forward contracts $ — $ 4,679 $ 4,679 Total liabilities $ — $ 4,679 $ 4,679 There were no transfers between Level 1, Level 2 and Level 3 categories during the three months and nine months ended September 30, 2023 and 2022. Cash equivalent and investments The Company's cash equivalents and marketable securities consist of the following: September 30, 2023 Amortized Cost Unrealized Gains Unrealized Losses Fair Value (in thousands) Cash equivalents: (1) Money market funds $ 37,500 $ — $ — $ 37,500 Commercial paper 9,940 — (3) 9,937 Total 47,440 — (3) 47,437 Short-term marketable securities: Commercial paper 62,591 — (21) 62,570 Corporate bonds 29,131 2 (356) 28,777 Asset-backed securities — — — — U.S. Treasury and government agencies 127,737 — (394) 127,343 Total 219,459 2 (771) 218,690 Long-term marketable securities: Corporate bonds 6,646 — (48) 6,598 Asset-backed securities 15,470 12 (48) 15,434 U.S. Treasury and government agencies 11,684 — (68) 11,616 Total 33,800 12 (164) 33,648 Total $ 300,699 $ 14 $ (938) $ 299,775 (1) Excludes cash of $161.3 million. December 31, 2022 Amortized Cost Unrealized Gains Unrealized Losses Fair Value (in thousands) Cash equivalents: (2) Money market funds $ 82,701 $ — $ — $ 82,701 U.S. Treasury and government agencies 29,787 4 — 29,791 Total 112,488 4 — 112,492 Short-term marketable securities: Corporate bonds 36,908 3 (337) 36,574 Asset-backed securities 726 — (2) 724 U.S. Treasury and government agencies 110,225 — (921) 109,304 Foreign government 1,008 — (2) 1,006 Total 148,867 3 (1,262) 147,608 Long-term marketable securities: Corporate bonds 28,146 — (810) 27,336 Asset-backed securities 14,435 — (132) 14,303 U.S. Treasury and government agencies 18,076 — (509) 17,567 Total 60,657 — (1,451) 59,206 Total $ 322,012 $ 7 $ (2,713) $ 319,306 (2) Excludes cash of $61.2 million. The following table summarizes the gross unrealized losses and fair value of the Company's marketable securities that were in an unrealized loss position aggregated by length of time: September 30, 2023 Less than 12 months 12 months or longer Total Fair value Gross unrealized losses Fair value Gross unrealized losses Fair value Gross unrealized losses (in thousands) Commercial paper $ 72,508 $ (24) $ — $ — $ 72,508 $ (24) Asset-backed securities 6,554 (30) 2,135 (18) 8,689 (48) Corporate bonds 6,669 (16) 24,730 (388) 31,399 (404) U.S. Treasury and government agencies 107,557 (127) 17,943 (335) 125,500 (462) Total $ 193,288 $ (197) $ 44,808 $ (741) $ 238,096 $ (938) December 31, 2022 Less than 12 months 12 months or longer Total Fair value Gross unrealized losses Fair value Gross unrealized losses Fair value Gross unrealized losses (in thousands) Foreign government agencies $ 998 $ (2) $ — $ — $ 998 $ (2) Asset-backed securities 13,365 (124) 1,652 (10) 15,017 (134) Corporate bonds 33,800 (389) 26,326 (758) 60,126 (1,147) U.S. Treasury and government agencies 89,802 (1,175) 36,833 (255) 126,635 (1,430) Total $ 137,965 $ (1,690) $ 64,811 $ (1,023) $ 202,776 $ (2,713) The Company had the ability and intent to hold all marketable securities that were in an unrealized loss position until recovery of the amortized cost basis. The Company considered the extent to which fair value was less than amortized cost basis and conditions related to security’s industry and geography and changes to the ratings, if any, and concluded the decline in fair value compared to carrying value was not related to credit loss. The following summarizes the fair value of cash equivalents and marketable securities by contractual maturity: September 30, 2023 Amortized Cost Fair Value (in thousands) Due within One Year $ 266,899 $ 266,127 Due after One Year through Two Years 18,330 18,214 Asset-backed securities 15,470 15,434 Total $ 300,699 $ 299,775 Non-Marketable Securities During the fiscal year ended December 31, 2018, the Company invested $2.5 million in preferred stock of a privately-held company. The fair value of the investment is not readily available, and there are no quoted market prices for the investment. The Company accounts for the investment at cost less impairment and will measure the investment at fair value when the Company identifies observable price changes. The investment is assessed for impairment whenever events or changes in circumstances indicate that the fair value of the investment is less than carrying value. During the second quarter of 2023, the Company identified an observable price change in the investment and recognized an immaterial unrealized loss in other income (expense), net of the condensed consolidated statement of operations. The investment is included in other noncurrent assets on the condensed consolidated balance sheets. The Company has not received any dividends from the investment. Derivative Financial Instruments Designated cash flow hedges The Company enters into foreign currency forward contracts to reduce the risk of variability in future cash flow due to foreign currency exchange rate fluctuation from certain forecasted subscription revenue orders billed in British Pound ("GBP") and Euro ("EUR") and operating expenses incurred in Indian Rupee ("INR"), which are designated as cash flow hedges. Hedge effectiveness is assessed at inception and at each reporting period utilizing regression analysis. Unrealized foreign exchange gains or losses related to those designated cash flow hedge contracts are recorded in accumulated other comprehensive income ("AOCI") and will be reclassified into revenues or operating expenses, respectively, in the same periods when the hedged transactions are recognized in earnings. As of September 30, 2023, the Company had designated cash flow hedge forward contracts with notional amounts of €41.3 million, £13.0 million and Rs.3,969.0 million. As of December 31, 2022, the Company had designated cash flow hedge forward contracts with notional amounts of €37.4 million, £10.4 million and Rs.3,411.0 million. As of September 30, 2023 , a de minimis net amount of unrealized losses before tax on the foreign currency forward contracts for GBP and Euro reported in AOCI is expected to be reclassified into revenue within the next 12 months. As of September 30, 2023 , an immaterial net amount of unrealized losses before tax on the foreign currency forward contracts for INR reported in AOCI is expected to be reclassified into operating expenses within the next 12 months. Non-designated forward contracts The Company also uses foreign currency forward contracts to hedge certain foreign currency denominated assets or liabilities, which are not designated as cash flow hedges. Unrealized foreign exchange gain or losses related to the non-designated forward contracts are recorded in other income (expenses), net and offset the foreign exchange gain or loss on the underlying net monetary assets or liabilities. As of September 30, 2023, the Company had non-designated forward contracts with notional amounts of €11.8 million, £3.3 million, Rs.770.0 million, and Canadian Dollar ("C$" or "CAD") 3.6 million. As of December 31, 2022, the Company had non-designated forward contracts with notional amounts of €40.2 million, £16.2 million, Rs.484.0 million, and C$3.8 million. The following summarizes the fair value of derivative financial instruments as of September 30, 2023 and December 31, 2022 : September 30, December 31, (in thousands) Assets Foreign currency forward contracts designated as cash flow hedge $ 899 $ 1,041 Foreign currency forward contracts not designated as hedging instruments 528 452 Total $ 1,427 $ 1,493 Liabilities Foreign currency forward contracts designated as cash flow hedge $ 819 $ 2,634 Foreign currency forward contracts not designated as hedging instruments 69 2,045 Total $ 888 $ 4,679 The Company presents its derivative assets and derivative liabilities at gross fair values in the condensed consolidated balance sheets. However, under the master netting agreements with the respective counterparties of the foreign exchange contracts, subject to applicable requirements, the Company is allowed to net settle transactions of the same currency with a single net amount payable by one party to the other. The potential offset to both assets and liabilities under the right of set-off associated with the Company's foreign currency exchange contracts are immaterial as of September 30, 2023 and December 31, 2022. The derivatives held by the Company are not subject to any credit contingent features negotiated with its counterparties. The Company is not required to pledge nor is entitled to receive cash collateral related to the above contracts. The counterparties to these derivatives are large, global financial institutions that the Company believes are creditworthy, and therefore, it does not consider the risk of counterparty nonperformance to be material. The following summarizes the gains (losses) recognized from forward contracts and other foreign currency transactions in other income (expense), net in the condensed consolidated statements of operations: Three Months Ended Nine Months Ended 2023 2022 2023 2022 (in thousands) (in thousands) Net gains from non-designated forward contracts $ 540 $ 3,608 $ 690 $ 8,573 Other foreign currency transactions losses (1,248) (4,518) (1,979) (11,856) Total foreign exchange losses, net $ (708) $ (910) $ (1,289) $ (3,283) |