Common Stock and Stockholders’ Equity | Common Stock and Stockholders’ Equity Common Stock Subject to Repurchase Certain stock option grant agreements permit exercise prior to vesting. Upon termination of service of an employee, the Company has the right to repurchase any unvested, but issued, common stock at the original purchase price. The consideration received for an exercise of an option is accounted for as a deposit of the exercise price and is recorded as a liability. Upon vesting of the shares pursuant to the grant agreements, the shares and related liability are reclassified into stockholders’ equity. As of September 30, 2023, all shares of common stock subject to repurchase were fully vested with no balance remaining. As of December 31, 2022, the Company had $0.2 million recorded in accrued expenses and other current liabilities related to 101,593 unvested shares of common stock subject to repurchase. Equity Incentive Plans 2021 Equity Incentive Plan In November 2021, the Company’s Board of Directors and stockholders approved the Company’s 2021 Equity Incentive Plan (the “2021 Plan”) as a successor to the 2018 Equity Incentive Plan (the “2018 Plan”), with the purpose of granting stock-based awards to employees, directors, officers, and consultants, including stock options, restricted stock awards, and restricted stock units (“RSUs”). 2021 Employee Stock Purchase Plan In November 2021, the Company’s Board of Directors and stockholders approved the Company’s 2021 Employee Stock Purchase Plan (the “2021 ESPP”). Over a series of offering periods, each of which may consist of one or more purchase periods, eligible employees will be offered the option to purchase shares of Class A common stock at 85% of the lesser of the fair market value of Class A common stock on (i) the first business day of the applicable offering period and (ii) the date of purchase. Under the 2021 ESPP, the Company initially reserved 8,901,159 shares of Class A common stock for issuance, and the aggregate number of shares reserved will increase automatically on January 1 of each of 2022 through 2031 by the number of shares equal to the lesser of (i) one percent (1%) of the total number of outstanding shares of Class A common stock and Class B common stock as of the immediately preceding December 31, or (ii) a number of shares as may be determined by the Company’s Board of Directors. The aggregate number of shares issued over the term of the 2021 ESPP, subject to adjustments for stock-splits, recapitalizations, or similar events, may not exceed 89,011,590 shares. In February 2022, the Company commenced its first offering period under the 2021 ESPP. During the three and nine months ended September 30, 2023, 472,606 and 1,032,313 shares of Class A common stock were purchased under the 2021 ESPP, respectively. Share Repurchase Program On May 31, 2022, the Company’s Board of Directors authorized and approved a share repurchase program (the “Share Repurchase Program”) to repurchase up to $100.0 million in aggregate of the Company’s Class A common stock, with the authorization to expire on June 30, 2024. Repurchases of Class A common stock under the Share Repurchase Program may be made from time to time, on the open market, in privately negotiated transactions or by other methods, and in accordance with the limitations set forth in Rule 10b-18 promulgated under the Securities Exchange Act of 1934, as amended, and other applicable legal requirements. The timing of any repurchases will depend on market conditions and other investment opportunities, and will be made at the Company’s discretion. The Company currently anticipates that the Share Repurchase Program will extend through June 30, 2024, or such shorter period if $100.0 million in aggregate of shares of the Company’s Class A common stock have been repurchased. The Share Repurchase Program does not obligate the Company to repurchase any dollar amount or number of shares, and the program may be extended, modified, suspended, or discontinued at any time. When the Company repurchases shares under the Share Repurchase Program, it reduces the common stock component of stockholders’ equity by the par value of the repurchased shares. The excess of the repurchase price over par value is recorded to additional paid-in capital. All repurchased shares are retired and become authorized and unissued shares. During the three and nine months ended September 30, 2023, the Company did not repurchase or retire any shares of its Class A common stock. During the three and nine months ended September 30, 2022, the Company repurchased and retired 20,190,611 and 23,251,703 shares of Class A common stock at an average purchase price of $3.31 and $3.32 per share for an aggregate repurchase price of $66.7 million and $77.2 million, respectively. As of September 30, 2023, the Company had $22.8 million available for future share repurchases under the Share Repurchase Program. Stock Options and RSUs The Company may grant options to acquire shares of Class A common stock to employees, directors, officers, and consultants at a price not less than the fair market value of the shares at the date of grant. Options granted to a person who, at the time of the grant, owns more than 10% of the voting power of all classes of stock shall be at no less than 110% of the fair market value and expire five years from the date of grant. All other options generally have a contractual term of ten years. Options granted generally vest on a monthly basis over two two A summary of the Company’s stock option activity for the nine months ended September 30, 2023 and related information is as follows (in thousands, except per share data): Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term (years) Aggregate Intrinsic Value Outstanding at December 31, 2022 55,388 $ 2.67 7.5 $ 10,552 Options granted 2,936 $ 2.30 Options exercised (3,010) $ 2.22 Options forfeited or expired (3,604) $ 2.73 Outstanding at September 30, 2023 51,710 $ 2.68 6.5 $ 7,187 Exercisable at September 30, 2023 33,236 $ 2.16 5.5 $ 7,187 Vested or expected to vest at September 30, 2023 51,710 $ 2.68 6.5 $ 7,187 The intrinsic value is calculated as the difference between the exercise price of the underlying common stock option award and the fair value of the Company’s common stock as of the respective balance sheet date. The weighted average grant date fair value of options granted was $1.45 per share and $3.13 per share during the nine months ended September 30, 2023 and 2022, respectively. The intrinsic value of the options exercised was $1.8 million and $13.4 million for the nine months ended September 30, 2023 and 2022, respectively. Number of Shares Weighted Average Grant Date Fair Value Unvested at December 31, 2022 21,986 $ 4.25 RSUs granted 21,204 $ 2.37 RSUs vested (7,863) $ 3.55 RSUs forfeited (3,787) $ 4.11 Unvested at September 30, 2023 31,540 $ 3.18 Valuation Assumptions The following assumptions were used to calculate the fair value of employee and non-employee stock option grants made during the following periods: Nine Months Ended September 30, 2023 2022 Expected volatility 64.9% - 72.7% 53.9% -73.9% Expected term (in years) 5.0 - 6.2 6.0 Risk-free interest rate 3.4% - 4.3% 2.6% Expected dividend yield — — Fair value of common stock per share $1.91 - $3.31 $3.34 - $6.06 Stock-Based Compensation The Company recorded stock-based compensation expense in the condensed consolidated statements of operations as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Cost of revenue $ 835 $ 732 $ 2,311 $ 1,906 Research and development 12,107 9,630 31,804 25,914 Sales and marketing 3,582 2,621 9,140 7,617 General and administrative 6,819 4,287 17,480 11,520 Total $ 23,343 $ 17,270 $ 60,735 $ 46,957 As of September 30, 2023, there was $137.9 million of unrecognized stock-based compensation expense, which is expected to be recognized over a weighted average period of 1.8 years. |