Cover
Cover - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Mar. 05, 2024 | Jun. 30, 2023 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2023 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 001-39965 | ||
Entity Registrant Name | ON24, INC. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 94-3292599 | ||
Entity Address, Address Line One | 50 Beale Street, 8th Floor | ||
Entity Address, City or Town | San Francisco | ||
Entity Address, State or Province | CA | ||
Entity Address, Postal Zip Code | 94105 | ||
City Area Code | 415 | ||
Local Phone Number | 369-8000 | ||
Title of 12(b) Security | Common Stock, par value $0.0001 per share | ||
Trading Symbol | ONTF | ||
Security Exchange Name | NYSE | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | true | ||
Entity Ex Transition Period | false | ||
ICFR Auditor Attestation Flag | false | ||
Document Financial Statement Error Correction [Flag] | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 246 | ||
Entity Common Stock, Shares Outstanding | 41,674,056 | ||
Documents Incorporated by Reference | DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant’s definitive Proxy Statement for the 2024 Annual Stockholders’ Meeting, which the registrant expects to file with the Securities and Exchange Commission within 120 days of December 31, 2023, are incorporated by reference into Part III (Items 10, 11,12, 13 and 14) of this Annual Report on Form 10-K. | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2023 | ||
Document Fiscal Period Focus | FY | ||
Entity Central Index Key | 0001110611 |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2023 | |
Audit Information [Abstract] | |
Auditor Firm ID | 185 |
Auditor Name | KPMG LLP |
Auditor Location | San Francisco, California |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Current assets | ||
Cash and cash equivalents | $ 53,209 | $ 26,996 |
Marketable securities | 145,497 | 301,125 |
Accounts receivable, net of allowances and reserves of $3,621 and $2,930 as of December 31, 2023 and December 31, 2022, respectively | 37,939 | 43,757 |
Deferred contract acquisition costs, current | 12,428 | 13,136 |
Prepaid expenses and other current assets | 4,714 | 6,281 |
Total current assets | 253,787 | 391,295 |
Property and equipment, net | 5,371 | 7,212 |
Operating right-of-use assets | 2,981 | 5,606 |
Intangible asset, net | 1,305 | 1,979 |
Deferred contract acquisition costs, non-current | 15,756 | 17,773 |
Other long-term assets | 1,102 | 1,608 |
Total assets | 280,302 | 425,473 |
Current liabilities | ||
Accounts payable | 1,914 | 4,611 |
Accrued and other current liabilities | 16,907 | 18,465 |
Deferred revenue | 74,358 | 83,453 |
Finance lease liabilities, current | 127 | 1,554 |
Operating lease liabilities, current | 2,779 | 2,648 |
Total current liabilities | 96,085 | 110,731 |
Operating lease liabilities, non-current | 2,483 | 5,040 |
Other long-term liabilities | 1,517 | 1,741 |
Total liabilities | 100,085 | 117,512 |
Commitments and contingencies (Note 10) | ||
Stockholders’ equity | ||
Common stock, $0.0001 par value per share; 500,000,000 shares authorized as of December 31, 2023 and 2022; 41,189,321 and 47,554,801 shares issued and outstanding as of December 31, 2023 and 2022, respectively | 4 | 5 |
Additional paid-in capital | 485,291 | 562,555 |
Accumulated deficit | (305,513) | (253,727) |
Accumulated other comprehensive income (loss) | 435 | (872) |
Total stockholders’ equity | 180,217 | 307,961 |
Total liabilities and stockholders’ equity | $ 280,302 | $ 425,473 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowances and reserves | $ 3,621 | $ 2,930 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, authorized (in shares) | 500,000,000 | 500,000,000 |
Common stock, issued (in shares) | 41,189,321 | 47,554,801 |
Common stock, outstanding (in shares) | 41,189,321 | 47,554,801 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Revenue | |||
Total revenue | $ 163,708 | $ 190,872 | $ 203,613 |
Cost of revenue | |||
Total cost of revenue | 46,263 | 52,785 | 47,365 |
Gross profit | 117,445 | 138,087 | 156,248 |
Operating expenses | |||
Sales and marketing | 89,200 | 109,599 | 104,063 |
Research and development | 41,122 | 44,102 | 34,835 |
General and administrative | 49,124 | 43,969 | 40,940 |
Total operating expenses | 179,446 | 197,670 | 179,838 |
Loss from operations | (62,001) | (59,583) | (23,590) |
Interest expense | 93 | 181 | 464 |
Other (income) expense, net | (11,303) | (2,514) | 487 |
Loss before provision for (benefit from) income taxes | (50,791) | (57,250) | (24,541) |
Provision for (benefit from) income taxes | 995 | 958 | (285) |
Net loss | (51,786) | (58,208) | (24,256) |
Cumulative preferred dividends allocated to preferred stockholders | 0 | 0 | (558) |
Net loss attributable to common stockholders | $ (51,786) | $ (58,208) | $ (24,814) |
Net loss per share attributable to common stockholders: | |||
Basic (in dollars per share) | $ (1.16) | $ (1.23) | $ (0.57) |
Diluted (in dollars per share) | $ (1.16) | $ (1.23) | $ (0.57) |
Weighted-average shares used in computing net loss per share attributable to common stockholders: | |||
Basic (in shares) | 44,644,792 | 47,486,225 | 43,562,604 |
Diluted (in shares) | 44,644,792 | 47,486,225 | 43,562,604 |
Subscription and other platform | |||
Revenue | |||
Total revenue | $ 149,882 | $ 171,841 | $ 175,876 |
Cost of revenue | |||
Total cost of revenue | 34,751 | 39,241 | 33,400 |
Professional services | |||
Revenue | |||
Total revenue | 13,826 | 19,031 | 27,737 |
Cost of revenue | |||
Total cost of revenue | $ 11,512 | $ 13,544 | $ 13,965 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Statement of Comprehensive Income [Abstract] | |||
Net loss | $ (51,786) | $ (58,208) | $ (24,256) |
Other comprehensive income (loss) | |||
Foreign currency translation adjustment, net of tax | 73 | (143) | 185 |
Unrealized gain (loss) on available for sale debt securities, net of tax | 1,234 | (494) | (514) |
Total other comprehensive income (loss) | 1,307 | (637) | (329) |
Total comprehensive loss | $ (50,479) | $ (58,845) | $ (24,585) |
Consolidated Statements of Conv
Consolidated Statements of Convertible Preferred Stock and Stockholders’ Equity (Deficit) - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Accumulated Other Comprehensive Income (Loss) | Convertible Preferred Stock | Redeemable convertible preferred stock |
Beginning balance (in shares) at Dec. 31, 2020 | 21,683,548 | 5,543,918 | |||||
Beginning balance at Dec. 31, 2020 | $ 83,857 | $ 70,000 | |||||
Increase (Decrease) in Temporary Equity [Roll Forward] | |||||||
Conversion of convertible preferred stock and redeemable convertible preferred stock to common stock upon initial public offering (in shares) | (21,683,548) | (5,543,918) | |||||
Conversion of convertible preferred stock and redeemable convertible preferred stock to common stock upon initial public offering | $ (153,857) | $ (83,857) | $ (70,000) | ||||
Ending balance (in shares) at Dec. 31, 2021 | 0 | 0 | |||||
Ending balance at Dec. 31, 2021 | $ 0 | $ 0 | |||||
Beginning balance (in shares) at Dec. 31, 2020 | 10,896,137 | ||||||
Beginning balance at Dec. 31, 2020 | (143,656) | $ 1 | $ 27,512 | $ (171,263) | $ 94 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Conversion of convertible preferred stock and redeemable convertible preferred stock to common stock upon initial public offering (in shares) | 27,227,466 | ||||||
Conversion of convertible preferred stock and redeemable convertible preferred stock to common stock upon initial public offering | 153,857 | $ 3 | 153,854 | ||||
Issuance of common stock upon initial public offering, net of underwriting discounts and other offering costs (in shares) | 7,599,928 | ||||||
Issuance of common stock upon initial public offering, net of underwriting discounts and other offering costs | $ 347,781 | $ 1 | 347,780 | ||||
Repurchase of common stock (in shares) | (428,218) | (428,218) | |||||
Repurchase of common stock | $ (7,228) | $ 0 | (7,228) | ||||
Issuance of common stock upon exercise of stock options (in shares) | 2,226,932 | ||||||
Issuance of common stock upon exercise of stock options | 5,825 | $ 0 | 5,825 | ||||
Issuance of common stock upon release of restricted stock units (in shares) | 130,074 | ||||||
Issuance of common stock upon release of restricted stock units | 0 | $ 0 | 0 | ||||
Issuance of common stock under ESPP (in shares) | 75,027 | ||||||
Issuance of common stock under ESPP | 1,054 | $ 0 | 1,054 | ||||
Payment for employee tax withholding upon net share settlement on equity awards | (3,608) | (3,608) | |||||
Stock-based compensation expense | 25,650 | 25,650 | |||||
Other comprehensive income (loss) | (329) | (329) | |||||
Net loss | (24,256) | (24,256) | |||||
Ending balance (in shares) at Dec. 31, 2021 | 47,727,346 | ||||||
Ending balance at Dec. 31, 2021 | 355,090 | $ 5 | 550,839 | (195,519) | (235) | ||
Increase (Decrease) in Temporary Equity [Roll Forward] | |||||||
Conversion of convertible preferred stock and redeemable convertible preferred stock to common stock upon initial public offering | $ 0 | ||||||
Ending balance (in shares) at Dec. 31, 2022 | 0 | 0 | |||||
Ending balance at Dec. 31, 2022 | $ 0 | $ 0 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Repurchase of common stock (in shares) | (2,460,361) | (2,460,361) | |||||
Repurchase of common stock | $ (29,127) | $ 0 | (29,127) | ||||
Issuance of common stock upon exercise of stock options (in shares) | 1,107,471 | ||||||
Issuance of common stock upon exercise of stock options | 2,474 | $ 0 | 2,474 | ||||
Issuance of common stock upon release of restricted stock units (in shares) | 980,110 | ||||||
Issuance of common stock upon release of restricted stock units | 0 | $ 0 | 0 | ||||
Issuance of common stock under ESPP (in shares) | 200,235 | ||||||
Issuance of common stock under ESPP | 1,582 | $ 0 | 1,582 | ||||
Payment for employee tax withholding upon net share settlement on equity awards | (1,756) | (1,756) | |||||
Stock-based compensation expense | 38,543 | 38,543 | |||||
Other comprehensive income (loss) | (637) | (637) | |||||
Net loss | $ (58,208) | (58,208) | |||||
Ending balance (in shares) at Dec. 31, 2022 | 47,554,801 | 47,554,801 | |||||
Ending balance at Dec. 31, 2022 | $ 307,961 | $ 5 | 562,555 | (253,727) | (872) | ||
Increase (Decrease) in Temporary Equity [Roll Forward] | |||||||
Conversion of convertible preferred stock and redeemable convertible preferred stock to common stock upon initial public offering | 0 | ||||||
Ending balance (in shares) at Dec. 31, 2023 | 0 | 0 | |||||
Ending balance at Dec. 31, 2023 | $ 0 | $ 0 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Cash dividend declared ($1.09 per share) | $ (49,872) | (49,872) | |||||
Repurchase of common stock (in shares) | (9,762,758) | (9,762,758) | |||||
Repurchase of common stock | $ (74,569) | $ (1) | (74,568) | ||||
Excise taxes on repurchase of common stock | $ (486) | (486) | |||||
Issuance of common stock upon exercise of stock options (in shares) | 873,389 | 873,389 | |||||
Issuance of common stock upon exercise of stock options | $ 1,637 | $ 0 | 1,637 | ||||
Issuance of common stock upon release of restricted stock units (in shares) | 2,364,353 | ||||||
Issuance of common stock upon release of restricted stock units | 0 | $ 0 | 0 | ||||
Issuance of common stock under ESPP (in shares) | 159,536 | ||||||
Issuance of common stock under ESPP | 1,008 | $ 0 | 1,008 | ||||
Stock-based compensation expense | 45,017 | 45,017 | |||||
Other comprehensive income (loss) | 1,307 | 1,307 | |||||
Net loss | $ (51,786) | (51,786) | |||||
Ending balance (in shares) at Dec. 31, 2023 | 41,189,321 | 41,189,321 | |||||
Ending balance at Dec. 31, 2023 | $ 180,217 | $ 4 | $ 485,291 | $ (305,513) | $ 435 |
Consolidated Statements of Co_2
Consolidated Statements of Convertible Preferred Stock and Stockholders’ Equity (Deficit) (Parenthetical) - $ / shares | 12 Months Ended | |
May 08, 2023 | Dec. 31, 2023 | |
Capital Return Program | ||
Declared cash dividend (in dollars per share) | $ 1.09 | $ 1.09 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Cash flows from operating activities: | |||
Net loss | $ (51,786) | $ (58,208) | $ (24,256) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Depreciation and amortization | 5,360 | 5,416 | 4,592 |
Stock-based compensation expense | 45,017 | 38,543 | 25,650 |
Amortization of deferred contract acquisition costs | 15,589 | 15,665 | 15,248 |
Provision for allowance for doubtful accounts and billing reserves | 3,059 | 1,918 | 2,943 |
Non-cash lease expense | 1,710 | 1,962 | 0 |
Accretion of marketable securities | (7,716) | (1,242) | 504 |
Lease impairment charge | 1,461 | 0 | 0 |
Other | 244 | 159 | (1) |
Changes in operating assets and liabilities: | |||
Accounts receivable | 2,759 | 482 | (443) |
Deferred contract acquisition costs | (12,864) | (13,766) | (18,775) |
Prepaid expenses and other assets | 2,061 | 2,298 | (4,617) |
Accounts payable | (2,897) | 1,533 | (1,247) |
Accrued liabilities | (1,999) | 30 | 2,311 |
Deferred revenue | (9,095) | (12,807) | 3,985 |
Other liabilities | (3,105) | (2,444) | (705) |
Net cash (used in) provided by operating activities | (12,202) | (20,461) | 5,189 |
Cash flows from investing activities: | |||
Purchase of property and equipment | (2,183) | (3,697) | (3,564) |
Acquisition, net of cash acquired | 0 | (2,495) | 0 |
Purchase of marketable securities | (276,210) | (297,405) | (235,805) |
Proceeds from maturities of marketable securities | 422,969 | 194,372 | 20,179 |
Proceeds from sale of marketable securities | 17,739 | 20,244 | 0 |
Net cash provided by (used in) investing activities | 162,315 | (88,981) | (219,190) |
Cash flows from financing activities: | |||
Proceeds from initial public offering, net of underwriting discounts | 0 | 0 | 353,397 |
Proceeds from exercise of stock options | 1,422 | 2,785 | 5,514 |
Proceeds from issuance of common stock under ESPP | 1,008 | 1,582 | 1,054 |
Payment of tax withholding obligations related to net share settlements on equity awards | 0 | (1,756) | (3,608) |
Payment for repurchase of common stock | (74,569) | (29,127) | (7,228) |
Payment of cash dividend | (49,872) | 0 | 0 |
Repayment of equipment loans and borrowings | (236) | (270) | (22,597) |
Repayment of finance lease obligations | (1,533) | (1,832) | (2,304) |
Payments of offering costs | 0 | 0 | (3,714) |
Acquisition holdback payment | (403) | 0 | 0 |
Net cash (used in) provided by financing activities | (124,183) | (28,618) | 320,514 |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | 199 | 186 | 185 |
Net increase (decrease) in cash, cash equivalents and restricted cash | 26,129 | (137,874) | 106,698 |
Cash, cash equivalents and restricted cash, beginning of period | 27,169 | 165,043 | 58,345 |
Cash, cash equivalents and restricted cash, end of period | 53,298 | 27,169 | 165,043 |
Reconciliation of cash, cash equivalents, and restricted cash to the consolidated balance sheets: | |||
Cash and cash equivalents | 53,209 | 26,996 | 164,948 |
Restricted cash included in other assets, non-current | 89 | 173 | 95 |
Total cash, cash equivalent, and restricted cash | 53,298 | 27,169 | 165,043 |
Supplemental disclosures of cash flow information: | |||
Cash paid for taxes, net of refunds | 1,231 | 382 | 337 |
Cash paid for interest | 50 | 148 | 652 |
Supplemental disclosures of noncash investing and financing activities: | |||
Equipment acquired under finance leases | 0 | 0 | 1,586 |
Equipment purchased funded by liabilities | 0 | 0 | 391 |
Property and equipment purchased not yet paid | 1,241 | 163 | 419 |
Conversion of convertible preferred stock and redeemable convertible preferred stock to common stock | 0 | 0 | 153,857 |
Option exercises not yet settled | 215 | 0 | 311 |
Non-cash options exercise | 0 | 488 | 0 |
Holdback liability related to acquisition | $ 0 | $ 500 | $ 0 |
Description of Business and Sig
Description of Business and Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business and Significant Accounting Policies | Description of Business and Significant Accounting Policies Description of Business ON24, Inc. and its subsidiaries (together, ON24 or the Company) provides a leading, cloud-based intelligent engagement platform that combines best-in-class experiences with personalization and content, to enable sales and marketing organizations to capture and act on connected insights at scale. The Company’s platform’ offers a portfolio of interactive and hyper-personalized digital experience products that creates and captures actionable, real-time data at scale from millions of professionals to provide businesses with buying signals and behavioral insights to efficiently convert prospects into customers The Company was incorporated in the state of Delaware in January 1998 as NewsDirect, Inc. and in December 1998 changed its name to ON24, Inc. The Company is headquartered in San Francisco, California. Initial Public Offering On February 5, 2021, the Company closed its initial public offering (“IPO”) of 7,599,928 shares of its common stock at a public offering price of $50 per share for net proceeds of approximately$347.8 million, after deducting the underwriting discount of approximately $26.6 million and other offering costs of approximately $5.6 million. The shares of common stock sold in the IPO and the net proceeds from the IPO included the full exercise of the underwriters’ option to purchase additional shares. Upon the closing of the IPO, all of the Company's outstanding shares of Class A-1 and Class A-2 convertible preferred stock and Class B and Class B-1 redeemable convertible preferred stock were automatically converted into an aggregate of 27,227,466 shares of common stock on a one-for-one basis. Basis of Presentation T he accompanying consolidated financial statements include the accounts of ON24 Inc. and its wholly owned subsidiaries and have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”). All intercompany transactions and balances have been eliminated in consolidation. Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Such estimates and assumptions include, but are not limited to, the determination of standalone selling price for the Company’s performance obligations, the expected benefit period for deferred contract acquisition costs, the allowance for doubtful accounts and billing reserves, the useful lives of long-lived assets and the assumptions used to measure stock-based compensation. Actual results could differ materially from these estimates. Concentration of Risks The Company’s financial instruments that are exposed to concentrations of credit risk consist primarily of cash and cash equivalents, restricted cash, marketable securities and accounts receivable. The Company maintains its cash and cash equivalents, restricted cash and marketable securities with high-quality financial institutions with investment-grade ratings. A majority of the cash balances are with banks in the U.S. and are insured to the extent defined by the Federal Deposit Insurance Corporation. For concentration of risks on accounts receivables and revenue, refer to Note 2. Cash, Cash Equivalents and Restricted Cash Cash and cash equivalents consist of bank deposits and highly liquid investments, primarily money market mutual funds purchased with an original maturity of three months or less. Restricted cash included in other long-term assets in the consolidated balance sheets consists of term deposits to collateralize our Sydney operating lease. Marketable Securities The Company classifies its investments in debt securities as available-for-sale at the time of purchase since it is intended that these investments are available for current operations. Marketable securities are carried at fair value. Fair Value Measurements The Company categorizes assets and liabilities recorded at fair value on its consolidated balance sheets based on the accounting guidance framework for measuring fair value on either a recurring or nonrecurring basis, whereby inputs used in valuation techniques are assigned a hierarchical level. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The Company measures assets and liabilities at fair value at each reporting period using a fair value hierarchy which requires the Company to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. U.S. GAAP describes a fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last unobservable, to measure the fair value: Level 1 – observable inputs for identical assets or liabilities, such as quoted prices in active markets. Level 2 – directly or indirectly observable Inputs other than Level 1, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 – Unobservable inputs in which there is little or no market data, which requires the Company to develop its own assumptions. Financial instruments consist of cash and cash equivalents, restricted cash, marketable securities, accounts receivable and accounts payable. The Company’s investment portfolio consists of money market mutual funds and available for sale debt securities, which are carried at fair value. Accounts Receivable See Note 2, Revenue, for the Company’s accounting policy on accounts receivable. Property and Equipment, Net Property and equipment, net, are stated at cost, less accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the respective assets, which are generally three years. Leasehold improvements are amortized over the shorter of the remaining lease term or the estimated useful life. Expenditures for maintenance and repairs are expensed as incurred. Significant improvements that substantially enhance the life of an asset are capitalized. Impairment of Long-Lived Assets The Company evaluates its long-lived assets or asset groups for impairment whenever events indicate that the carrying value of an asset or asset group may not be recoverable based on expected future cash flows attributable to that asset or asset group. If the carrying amount of an asset or asset group exceeds estimated undiscounted future cash flows, then an impairment charge would be recognized based on the excess of the carrying amount of the asset or asset group over its fair value. Assets to be disposed of are reported at the lower of their carrying amount or fair value less costs to sell. In 2023, the Company recorded impairment charges of $1.5 million, primarily to its operating right-of-use (“ROU”) assets related to its headquarters lease. See Note 8 for additional information. There were no impairment charges recognized related to long-lived assets in 2022 and 2021. Revenue Recognition Revenue is recognized when a customer obtains control of promised services. The amount of revenue recognized reflects the consideration that the Company expects to receive in exchange for these services. To achieve the core principle of this standard, the Company applies the following five steps: 1. Identification of the contract, or contracts, with the customer The Company determines a contract with a customer to exist when the contract is approved, each party’s rights regarding the services to be transferred can be identified, the payment terms for the services can be identified, the customer has the ability and intent to pay, and the contract has commercial substance. At contract inception, the Company will evaluate whether two or more contracts should be combined and accounted for as a single contract and whether the combined or single contract includes more than one performance obligation. The Company applies judgment in determining the customer’s ability and intent to pay, which is based on a variety of factors, including the customer’s historical payment experience or, in the case of a new customer, credit and financial information pertaining to the customer. 2. Identification of the performance obligations in the contract Performance obligations committed to in a contract are identified based on the services that will be transferred to the customer that are both capable of being distinct, whereby the customer can benefit from the service either on its own or together with other resources that are readily available from third parties or from the Company, and are distinct in the context of the contract, whereby the transfer of the services and the products is separately identifiable from other promises in the contract. The Company’s performance obligations generally consist of access to its digital engagement platform and related support services, which, together, are considered one performance obligation. The Company’s customers do not have the ability to take possession of the Company’s software, and, through access to the Company’s platform, the Company provides a series of distinct software-based services that are satisfied over the term of the applicable subscription. Customers may also purchase incremental capacity to the Company’s digital engagement platform. The Company recognizes incremental access as a series of distinct software-based services that are satisfied over the remaining term of the applicable subscription. The Company’s Legacy offering includes performance obligations to provide customers with access to the Company’s platform for the duration of specific contracted events, and revenue is recognized primarily as events occur. Amounts related to the Company’s digital engagement platform and Legacy offering are recorded as subscription and other platform revenue in the consolidated statements of operations. The Company also provides professional services, which includes consulting services, such as experience management, monitoring and production services, implementation services and premium support services. Professional services are generally considered distinct from the access to the Company’s digital engagement platform. Amounts are recorded as Professional Services revenue in the consolidated statements of operations. The Company enters contracts with customers that regularly include promises to transfer multiple services through access to the Company’s platform. For arrangements with multiple services, the Company evaluates whether the individual services qualify as distinct performance obligations. In its assessment of whether a service is a distinct performance obligation, the Company determines whether the customer can benefit from the service on its own or with other readily available resources and whether the service is separately identifiable from other services in the contract. This evaluation requires the Company to assess the nature of each individual service offering and how the services are provided in the context of the contract, including whether the services are significantly integrated, highly interrelated or significantly modify each other, which may require judgment based on the facts and circumstances of the contract. 3. Determination of the transaction price The transaction price is determined based on the consideration that the Company expects to be entitled in exchange for transferring services to the customer. Variable consideration is included in the transaction price if, in the Company’s judgment, it is probable that a significant future reversal of cumulative revenue recognized under the contract will not occur. The Company applies the practical expedient in paragraph 606-10-32-18 of Topic 606 and does not adjust the promised amount of consideration for the effects of a significant financing component for contracts that are one year or less, and none of our multi-year contracts contain a significant financing component. Revenue is recognized net of any taxes collected from customers (e.g., sales and other indirect taxes), which are subsequently remitted to governmental entities. The Company’s digital engagement platform and related support services are typically warranted to perform in a professional manner that will comply with the terms of our subscription agreements. In addition, the Company includes service level commitments to its customers warranting certain levels of uptime reliability and performance and permitting those customers to receive credits in the event that the Company fails to meet those service levels. These credits represent a form of variable consideration. Historically, the Company has not experienced any significant incidents affecting the defined levels of reliability and performance as required by its subscription agreements. The Company has not provided any material refunds related to these agreements in the consolidated financial statements during the periods presented. 4. Allocation of the transaction price to the performance obligations in the contract Contracts that contain multiple performance obligations require an allocation of the transaction price to each performance obligation based on each performance obligation’s relative standalone selling price (SSP). The SSP is the price at which the Company would sell a promised good or service separately to a customer. In instances where the Company does not sell or price a product or service separately, establishing SSP requires significant judgement. The Company estimates the SSP by considering available information, such as market conditions, internally approved pricing guidelines and the underlying cost of delivering the performance obligation. 5. Recognition of the revenue when, or as, a performance obligation is satisfied Revenue is recognized at the time the related performance obligation is satisfied by transferring the control of the promised service to a customer. Revenue is recognized in an amount that reflects the consideration that the Company expects to receive in exchange for those services. The Company recognizes subscription revenue on a straight-line basis over the term of the applicable contract subscription period beginning on the date access to the Company’s platform is granted. The Company recognizes revenue from consulting services related to events in the period the event occurs and the service is delivered. The Company recognizes revenue from implementation services upon completion of the services. The Company recognizes revenue from premium support offerings on a ratable basis over the applicable subscription term. Costs to Obtain a Contract The Company capitalizes sales commissions and associated payroll taxes paid to internal sales personnel and third-party referral fees that are incremental costs resulting from obtaining a contract with a customer. These costs are recorded as deferred contract acquisition costs on the consolidated balance sheets. The Company determines whether costs should be deferred based on its sales compensation plans and if the commissions are incremental and would not have occurred absent the customer contract. Sales commissions paid upon the initial acquisition of a customer contract are amortized over an estimated period of benefit of five years as the Company specifically anticipates renewals of customer contracts and commissions paid on renewal contracts are not commensurate with commissions paid on new customer contracts. Sales commissions paid upon renewal of customer contracts are amortized over the contractual renewal term. Amortization is recognized on a straight-line basis commensurate with the pattern of revenue recognition. Sales commissions paid related to professional services are amortized over the expected service period. The Company determines the period of benefit for commissions paid for the acquisition of the initial customer contract by taking into consideration the initial estimated customer life and the technological life of its platform and related significant features. Amortization of deferred contract acquisition costs was $15.6 million, $15.7 million and $15.2 million for 2023, 2022 and 2021, respectively. Amortization of deferred contract acquisition costs is included in sales and marketing expense in the consolidated statements of operations. The Company periodically reviews these deferred contract acquisition costs to determine whether events or changes in circumstances have occurred that could impact the period of benefit. The Company had no impairment losses relating to deferred contract acquisition costs during the periods presented. Cost of Revenue Subscription and Other Platform Cost of Revenue Subscription and other platform cost of revenue primarily consists of costs related to hosting the Company’s platform and providing operating support services to its customers. These costs are related to the Company’s co-located data centers, personnel-related costs such as salaries, bonuses, stock-based compensation expense, benefits costs associated with our operations and support personnel, software license fees and allocated overhead. Professional Services Cost of Revenue Professional services cost of revenue consists primarily of personnel-related costs, including stock-based compensation, third-party consulting services and allocated overhead. Research and Development Research and development expenses primarily consist of personnel-related expenses, including stock-based compensation directly associated with the Company’s research and development employees, contractor costs related to third-party development and allocated overhead. Research and development costs are expensed as incurred. Advertising Costs Advertising costs are expensed as incurred in sales and marketing expense in the consolidated statements of operations and amounted to $7.8 million, $14.8 million and $17.3 million for 2023, 2022 and 2021, respectively. Leases The Company determines if an arrangement is a lease at inception. Lease liabilities are recognized at the lease commencement date based on the present value of the future lease payments over the lease term. The Company’s leases do not provide an implicit rate of return; therefore, the Company uses its incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. ROU asset is determined based on the lease liability initially established and reduced for any prepaid lease payments and any lease incentives received. The lease term to calculate the ROU asset and related lease liability may include options to extend or terminate the lease when the Company is reasonably certain that it will exercise the option. Variable lease payments are expensed as incurred and are not included in the ROU assets and lease liabilities. Leases with an initial term of 12 months or less are not recognized on the balance sheet as ROU assets but expensed on a straight-line basis over the lease term. Lease expense is recognized on a straight-line basis over the lease term. The Company accounts for lease components and non-lease components as a single lease component for its new or modified office facility operating leases entered into on or after January 1, 2022. Stock-Based Compensation Stock-based compensation expense related to stock awards is measured based on the grant date fair value of the awards. For time based stock awards, the Company recognizes stock-based compensation expense on a straight-line basis over the requisite service period, which is generally three The fair value of each restricted stock unit (“RSU”) is based on the fair value of the underlying common stock on the grant date. The fair value of each market performance-based restricted stock unit (“PSU”) is estimated on the grant date using a Monte Carlo simulation which factors in the number of awards to be earned based on the achievement of the market condition. This model simulates the various stock price movements of the Company and the constituent company of the benchmark index using certain assumptions such as stock price volatility, risk-free interest rate and expected dividend yield. Compensation cost is recognized regardless of whether the market condition is ultimately satisfied. The fair value of each option award and purchase right under the employee share purchase plan (“ESPP”) is estimated on the grant date using the Black-Scholes option pricing model. The Black-Scholes option pricing model requires the input of assumptions, including the risk-free interest rates, the expected term of the option, the expected volatility of the Company’s stock price and the expected dividend yield. The assumptions used to determine the fair value of the PSU and option awards are highly subjective and represent management’s best estimates. These estimates involve inherent uncertainties and application of management’s judgement. Foreign Currency The functional currencies of the Company’s foreign subsidiaries are each country’s local currency. Assets and liabilities of the subsidiaries are translated into U.S. dollars at exchange rates in effect at the reporting date. Amounts classified in stockholders’ deficit are translated at historical exchange rates. Revenue and expenses are translated at the average exchange rates during the period. The resulting translation adjustments are recorded in accumulated other comprehensive income (loss). Foreign currency transaction gains or losses, whether realized or unrealized, are reflected in the consolidated statements of operations within other (income) expense, net. See Note 13 for additional information. Income Taxes The Company uses the asset and liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial reporting and the tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company then assess the likelihood that the resulting deferred tax assets will be realized. A valuation allowance is provided when it is more likely than not that a deferred tax asset will not be fully realized. Due to our lack of earnings history, the net deferred tax assets in the U.S. have been fully offset by a valuation allowance. The Company recognizes benefits of uncertain tax positions if it is more likely than not that such positions will be sustained upon examination based solely on their technical merits at the largest amount of benefit that is more likely than not to be realized upon the ultimate settlement. The Company’s policy is to recognize interest and penalties related to the underpayment of income taxes as a component of provision for income taxes. Net Income (Loss) Per Share Attributable to Common Stockholders The Company calculates net income (loss) per share attributable to common stock using the two-class method required for companies with participating securities. The Company considers its convertible preferred stock and unvested common stock to be participating securities as holders of such securities have non-forfeitable dividend rights in the event of the Company’s declaration of a dividend for shares of common stock. In periods when the Company is in a net loss position, the net loss attributable to common stockholders was not allocated to the convertible preferred stock and unvested common stock under the two-class method as these securities do not have a contractual obligation to share in the Company’s losses. Distributed and undistributed earnings allocated to participating securities are subtracted from net income (loss) in determining net income (loss) attributable to common stockholders. Basic net income (loss) per share is computed by dividing net income (loss) attributable to common stockholders by the weighted-average number of shares of the Company’s common stock outstanding. The diluted net income (loss) per share attributable to common stockholders is computed by giving effect to all dilutive securities. Diluted net income (loss) per share attributable to common stockholders is computed by dividing the resulting net income (loss) attributable to common stockholders by the weighted-average number of fully diluted shares of common stock outstanding. During the periods when there is a net loss attributable to common stockholders, potentially dilutive common stock equivalents have been excluded from the calculation of diluted net loss per share attributable to common stockholders as their effect is anti-dilutive. Segment Information The Company operates in one operating segment and one reportable segment. Operating segments are defined as components of an enterprise about which separate financial information is evaluated regularly by the chief operating decision maker, who is the Company’s chief executive officer, in deciding how to allocate resources and assessing performance. The Company’s chief operating decision maker allocates resources and assesses performance based upon consolidated financial information. Recently Adopted Accounting Standards In June 2016, Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (ASU) No. 2016-13, Financial Instruments Topic 326: Credit Losses Measurement of Credit Losses on Financial Instruments , as amended, which requires an entity to measure all expected credit losses for financial instruments held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts utilizing a new impairment model known as the current expected credit loss (“CECL”) model. This new standard also requires credit losses related to available for sale debt securities to be recorded as an allowance through net income rather than by reducing the carrying amount under the other-than-temporary-impairment model. The Company adopted ASU No. 2016-13 on January 1, 2023 and the impact of the adoption was not material to the Company’s consolidated financial statements and related disclosures. Recently Issued Accounting Standards In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which expands income tax disclosure to require consistent categories and greater disaggregation of information in the rate reconciliation and income taxes paid. This ASU is effective with the Company’s 2026 reporting period, with early application permitted. The Company is currently assessing the impact of the requirements and does not expect the adoption of this ASU to have a material impact on its consolidated financial statements and disclosures. In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures . This ASU updates reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses and information used to assess segment performance. This ASU is effective beginning with the Company’s 2024 annual reporting period. Early adoption is permitted and the amendments must be applied retrospectively to all prior periods presented. The Company is currently assessing the impact of the requirements and does not expect the adoption of this ASU to have a material impact on its consolidated financial statements and disclosures. |
Revenue
Revenue | 12 Months Ended |
Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Revenue Disaggregation of Revenue The following table depicts the disaggregation of revenue by geographic region based on the shipping address of customers (in thousands): Year Ended December 31, 2023 2022 2021 United States $ 126,147 $ 144,869 $ 150,579 EMEA 27,636 31,309 36,788 Other 9,925 14,694 16,246 Total revenue $ 163,708 $ 190,872 $ 203,613 The following table summarizes the foreign countries which contributed 10% or more of the total revenue (in thousands) : Year Ended December 31, 2023 2022 2021 United Kingdom * * 10% * Represent less than 10% of total revenue No single customer accounted for 10% or more of the total revenue during 2023, 2022 and 2021. Additionally, no single customer accounted for 10% or more of accounts receivable as of December 31, 2023 and 2022. Contract Balances Accounts receivable : The Company records accounts receivable when the Company has a contractual right to consideration. In some arrangements, a right to consideration for the Company’s performance under the customer contract may occur before invoicing to the customer, resulting in an unbilled receivable. As of December 31, 2023 and 2022, unbilled receivables were included within accounts receivable, net of allowance for doubtful accounts and billing reserves on the consolidated balance sheets and were not material. Contract assets: The Company records a contract asset when the Company has satisfied a performance obligation but does not yet have an unconditional right to consideration. Contract assets are included in prepaid expenses and other current assets in the consolidated balance sheets and were not material as of December 31, 2023 and 2022. Contract liabilities : The Company defers its revenue when the Company has the right to invoice in advance of performance under a customer contract. The current portion of deferred revenue balances is recognized during the following 12-month period and the remaining portion is recorded as noncurrent, which is included in other long-term liabilities on the consolidated balance sheet. The amount of revenue recognized in 2023 that was included in deferred revenue at the beginning of the period was $78.5 million. Remaining Performance Obligations The terms of the Company’s subscription agreements are primarily annual and, to a lesser extent, multi-year. The Company may bill for the full term in advance or on an annual, quarterly or monthly basis, depending on the terms of the agreement. As of December 31, 2023, the aggregate amount of the transaction price allocated to remaining performance obligations was $134.4 million, which consists of both billed consideration in the amount of $75.0 million and unbilled consideration in the amount of $59.4 million that the Company expects to recognize as revenue. As of December 31, 2023, the Company expects to recognize 77% of its remaining performance obligations as revenue over the subsequent 12 months and the remainder thereafter. |
Marketable Securities
Marketable Securities | 12 Months Ended |
Dec. 31, 2023 | |
Marketable Securities [Abstract] | |
Marketable Securities | Marketable Securities M arketable securities consisted of the following as of the periods presented (in thousands): December 31, 2023 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Marketable securities U.S. Treasury securities $ 135,850 $ 271 $ (40) $ 136,081 U.S. Agency securities 5,906 — (3) 5,903 Corporate debt securities 1,696 — (1) 1,695 Commercial paper 1,819 — (1) 1,818 Total marketable securities $ 145,271 $ 271 $ (45) $ 145,497 December 31, 2022 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Marketable securities U.S. Treasury securities $ 219,895 $ 10 $ (801) $ 219,104 U.S. Agency securities 19,247 19 (2) 19,264 Certificates of deposit 26,624 4 (119) 26,509 Corporate debt securities 13,934 — (86) 13,848 Commercial paper 22,433 10 (43) 22,400 Total marketable securities $ 302,133 $ 43 $ (1,051) $ 301,125 The Company’s marketable securities have been classified as available for sale. All available for sale debt securities are available for use in current operations. Accordingly, they have been classified as current. Marketable securities that have been in a continuous unrealized loss position consisted of the following as of the periods presented (in thousands): December 31, 2023 Less Than 12 Months 12 Months or More Total Fair Value Gross Unrealized Loss Fair Value Gross Unrealized Loss Fair Value Gross Unrealized Loss U.S. Treasury securities $ 60,150 $ (40) $ — $ — $ 60,150 $ (40) U.S. Agency securities 4,176 (3) — — 4,176 (3) Corporate debt securities 1,695 (1) — — 1,695 (1) Commercial paper 1,818 (1) — — 1,818 (1) Total $ 67,839 $ (45) $ — $ — $ 67,839 $ (45) December 31, 2022 Less Than 12 Months 12 Months or More Total Fair Value Gross Unrealized Loss Fair Value Gross Unrealized Loss Fair Value Gross Unrealized Loss U.S. Treasury securities $ 116,161 $ (151) $ 77,173 $ (650) $ 193,334 $ (801) U.S. Agency securities 3,197 (2) — — 3,197 (2) Certificates of deposit 22,402 (119) — — 22,402 (119) Corporate debt securities 4,253 (13) 8,345 (73) 12,598 (86) Commercial paper 12,853 (43) — — 12,853 (43) Total $ 158,866 $ (328) $ 85,518 $ (723) $ 244,384 $ (1,051) The Company periodically evaluates whether any security has experienced credit-related declines in fair value. The Company did not recognize any credit loss related to its available for sales debt securities during 2023, 2022.or 2021. The amount of realized gains or losses from marketable securities that were reclassified out from accumulated other comprehensive income (loss) to other (income) expense, net was based on specific identification and such amount was immaterial in 2023 and 2022. The Company did not have such a transfer in 2021. The following summarizes the remaining contractual maturities of the Company’s marketable securities as of December 31, 2023 (in thousands): Fair Value One year or less $ 103,843 Over one year through three years 41,654 Total marketable securities $ 145,497 |
Fair Value Measurement
Fair Value Measurement | 12 Months Ended |
Dec. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | Fair Value Measurement The following tables summarize the Company’s financial instruments recorded at fair value on a recurring basis by level within the fair value hierarchy as of the periods presented (in thousands): December 31, 2023 Level 1 Level 2 Level 3 Total Cash and cash equivalents Cash equivalents - money market mutual funds $ 33,952 $ — $ — $ 33,952 Marketable securities U.S. Treasury securities — 136,081 — 136,081 U.S. Agency securities — 5,903 — 5,903 Corporate debt securities — 1,695 — 1,695 Commercial paper — 1,818 — 1,818 Total cash equivalents and marketable securities $ 33,952 $ 145,497 $ — $ 179,449 December 31, 2022 Level 1 Level 2 Level 3 Total Cash and cash equivalents Cash equivalents - money market mutual funds $ 5,608 $ — $ — $ 5,608 Marketable securities U.S. Treasury securities — 219,104 — 219,104 U.S. Agency securities — 19,264 — 19,264 Certificates of deposit — 26,509 — 26,509 Corporate debt securities — 13,848 — 13,848 Commercial paper — 22,400 — 22,400 Total cash equivalents and marketable securities $ 5,608 $ 301,125 $ — $ 306,733 As of December 31, 2023 and 2022, the Company classified its cash equivalents within level 1 of the fair value hierarchy because they are valued using quoted market prices. The Company classified its marketable securities within level 2 of the fair value hierarchy because they are valued using inputs other than quoted prices that are directly or indirectly observable in the market, including readily available pricing sources for the identical underlying security, which may not be actively traded. |
Balance Sheets Components
Balance Sheets Components | 12 Months Ended |
Dec. 31, 2023 | |
Balance Sheet Related Disclosures [Abstract] | |
Balance Sheets Components | Balance Sheets Components Allowance for Doubtful Accounts and Billing Reserves The following table presents the changes in the allowance for doubtful accounts as of the periods presented (in thousands): Year Ended December 31, 2023 2022 2021 Balance, beginning of period $ 1,900 $ 1,572 $ 1,139 Charges to general and administrative expenses 1,759 1,229 1,163 Write-offs and other adjustments (1,098) (901) (730) Balance, end of period $ 2,561 $ 1,900 $ 1,572 In addition to the allowance for doubtful accounts, the Company maintains a billing reserve which represents potential billing adjustments that is recorded as a reduction of revenue. The Company’s billing reserve is based on known adjustments and an estimate using a percentage of revenue based on historical trends and experience. The following table presents the changes in billing reserves as of the periods presented (in thousands): Year Ended December 31, 2023 2022 2021 Balance, beginning of period $ 1,030 $ 1,105 $ 1,034 Charges to revenue 1,300 689 1,780 Write-offs and other adjustments (1,270) (764) (1,709) Balance, end of period $ 1,060 $ 1,030 $ 1,105 Property and Equipment, Net Property and equipment, net consisted of the following as of the periods presented (in thousands): December 31, 2023 December 31, 2022 Computer, equipment and software (1) $ 33,220 $ 31,243 Furniture and fixtures 1,091 1,071 Leasehold improvements 3,801 3,606 Property and equipment, gross 38,112 35,920 Less: Accumulated depreciation and amortization (2) (32,741) (28,708) Property and equipment, net $ 5,371 $ 7,212 (1) Includes assets recorded under finance leases of $1.7 million and $5.3 million as of December 31, 2023 and 2022, respectively. (2) Includes amount for assets recorded under finance leases of $1.6 million and $4.0 million as of December 31, 2023 and 2022, respectively. Depreciation and amortization expense for property and equipment was $4.8 million, $5.0 million and $4.6 million for 2023, 2022 and 2021, respectively. The following table presents the property and equipment, net of depreciation and amortization, by geographic region as of the periods presented (in thousands): December 31, 2023 December 31, 2022 United States $ 5,069 $ 6,449 EMEA 284 722 Other 18 41 Total property and equipment, net $ 5,371 $ 7,212 Accrued and Other Current Liabilities Accrued and other current liabilities consisted of the following as of the periods presented (in thousands): December 31, 2023 December 31, 2022 Accrued compensation and benefits $ 4,223 $ 5,390 Accrued bonus and commissions 7,095 6,814 Other 5,589 6,261 Accrued and other current liabilities $ 16,907 $ 18,465 |
Business Combination
Business Combination | 12 Months Ended |
Dec. 31, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Business Combination | Business Combination In April 2022, the Company acquired Vibbio AS (“Vibbio”), a privately-held cloud video software company in Norway, for approximately $3.0 million in cash. The integration of Vibbio’s video capabilities across the ON24 platform is intended to allow customers to produce video content that creates more engagement, generates first-party data, and drives further personalization . |
Intangible Assets
Intangible Assets | 12 Months Ended |
Dec. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | Intangible Assets The Company’s acquired intangible asset subject to amortization as of the periods presented was as follows (in thousands): December 31, 2023 Gross Carrying Accumulated Amortization Net Carrying Developed technology $ 2,700 $ (992) $ 1,708 Effect of foreign currency translation (397) (6) (403) Total $ 2,303 $ (998) $ 1,305 December 31, 2022 Gross Carrying Accumulated Amortization Net Carrying Developed technology $ 2,700 $ (434) $ 2,266 Effect of foreign currency translation (276) (11) (287) Total $ 2,424 $ (445) $ 1,979 The intangible asset is amortized on a straight-line basis over its useful life of 4 years. As of December 31, 2023, the intangible asset had a remaining amortization period of 2.3 years. The amortization expense was $0.6 million, $0.4 million and nil for 2023, 2022 and 2021, respectively. The amortization expense was included in research and development in the consolidated statements of operations as the acquired technology is used to enhance our existing product capabilities. The estimated future amortization expense for the intangible asset is as follows (in thousands): 2024 577 2025 575 2026 153 Total $ 1,305 |
Leases
Leases | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
Leases | Leases The Company entered into operating leases primarily for office facilities and finance leases primarily for computer and network equipment purchases. These leases have terms generally ranging from 3 years to 12 years. The Company’s lease agreements generally do not contain any material variable lease payments, residual value guarantees or restrictive covenants. The Company ceased to use a portion of its headquarters space since the second quarter of 2023,and has been actively marketing such space for sublease. In 2023, the Company recorded impairment charges of $1.5 million on its headquarters lease, primarily on the operating ROU assets due to vacating the sublease space. See Note 17 for additional information. The balance sheet classification of the Company’s right-of-use assets and lease liabilities as of the periods presented was as follows (in thousands): Leases Classification December 31, 2023 December 31, 2022 Non-Current Assets Finance lease assets Property, plant and equipment, net $ 67 $ 1,308 Operating lease assets Operating right-of-use asset 2,981 5,606 Total lease assets $ 3,048 $ 6,914 Current Liabilities Finance Finance lease liabilities, current $ 127 $ 1,554 Operating Operating lease liabilities, current 2,779 2,648 Non-Current Liabilities Finance Other long-term liabilities — 91 Operating Operating lease liabilities 2,483 5,040 Total lease liabilities $ 5,389 $ 9,333 The components of lease cost were as follows (in thousands): Year Ended December 31, Lease Cost Classification 2023 2022 Finance lease cost Amortization of right-of-use assets Depreciation and amortization $ 547 $ 1,751 Interest on finance lease liabilities Interest expense 35 115 Operating lease cost (1) Selling, general and administrative expenses 1,955 2,288 Variable lease cost Selling, general and administrative expenses 483 380 Total lease cost $ 3,020 $ 4,534 (1) Operating lease cost does not include the impairment charges of $1.2 million incurred in 2023 on the operating ROU assets related to the Company’s headquarters lease. The undiscounted future lease payments under the lease liabilities as of December 31, 2023 were as follows (in thousands): Maturity of Lease Liabilities Finance Lease Operating Lease 2024 128 2,933 2025 — 2,349 2026 — 154 2027 — 34 Total lease payments 128 5,470 Less imputed interest (1) (208) Present value of lease liabilities $ 127 $ 5,262 The weighted-average lease term and discount rate as of the periods presented were as follows: December 31, 2023 Finance Lease Operating Lease Weighted-average remaining lease term 0.3 years 1.9 years Weighted-average discount rate 3.34 % 4.13 % December 31, 2022 Finance Lease Operating Lease Weighted-average remaining lease term 1.0 year 2.8 years Weighted-average discount rate 4.39 % 3.91 % Supplemental cash flow information was as follows (in thousands): Year Ended December 31, 2023 2022 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows used by operating leases $ 2,933 $ 2,521 Financing cash used by finance leases 1,533 1,832 Right-of-use assets obtained in exchange for new lease liabilities: Operating leases - adoption — 7,246 Operating leases 224 357 Finance leases — — |
Leases | Leases The Company entered into operating leases primarily for office facilities and finance leases primarily for computer and network equipment purchases. These leases have terms generally ranging from 3 years to 12 years. The Company’s lease agreements generally do not contain any material variable lease payments, residual value guarantees or restrictive covenants. The Company ceased to use a portion of its headquarters space since the second quarter of 2023,and has been actively marketing such space for sublease. In 2023, the Company recorded impairment charges of $1.5 million on its headquarters lease, primarily on the operating ROU assets due to vacating the sublease space. See Note 17 for additional information. The balance sheet classification of the Company’s right-of-use assets and lease liabilities as of the periods presented was as follows (in thousands): Leases Classification December 31, 2023 December 31, 2022 Non-Current Assets Finance lease assets Property, plant and equipment, net $ 67 $ 1,308 Operating lease assets Operating right-of-use asset 2,981 5,606 Total lease assets $ 3,048 $ 6,914 Current Liabilities Finance Finance lease liabilities, current $ 127 $ 1,554 Operating Operating lease liabilities, current 2,779 2,648 Non-Current Liabilities Finance Other long-term liabilities — 91 Operating Operating lease liabilities 2,483 5,040 Total lease liabilities $ 5,389 $ 9,333 The components of lease cost were as follows (in thousands): Year Ended December 31, Lease Cost Classification 2023 2022 Finance lease cost Amortization of right-of-use assets Depreciation and amortization $ 547 $ 1,751 Interest on finance lease liabilities Interest expense 35 115 Operating lease cost (1) Selling, general and administrative expenses 1,955 2,288 Variable lease cost Selling, general and administrative expenses 483 380 Total lease cost $ 3,020 $ 4,534 (1) Operating lease cost does not include the impairment charges of $1.2 million incurred in 2023 on the operating ROU assets related to the Company’s headquarters lease. The undiscounted future lease payments under the lease liabilities as of December 31, 2023 were as follows (in thousands): Maturity of Lease Liabilities Finance Lease Operating Lease 2024 128 2,933 2025 — 2,349 2026 — 154 2027 — 34 Total lease payments 128 5,470 Less imputed interest (1) (208) Present value of lease liabilities $ 127 $ 5,262 The weighted-average lease term and discount rate as of the periods presented were as follows: December 31, 2023 Finance Lease Operating Lease Weighted-average remaining lease term 0.3 years 1.9 years Weighted-average discount rate 3.34 % 4.13 % December 31, 2022 Finance Lease Operating Lease Weighted-average remaining lease term 1.0 year 2.8 years Weighted-average discount rate 4.39 % 3.91 % Supplemental cash flow information was as follows (in thousands): Year Ended December 31, 2023 2022 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows used by operating leases $ 2,933 $ 2,521 Financing cash used by finance leases 1,533 1,832 Right-of-use assets obtained in exchange for new lease liabilities: Operating leases - adoption — 7,246 Operating leases 224 357 Finance leases — — |
Credit Facility
Credit Facility | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
Credit Facility | Credit Facility In September 2021, the Company amended its revolving line of credit with a financial institution effective August 2021, which increased the Company's borrowing capacity to a maximum of $50.0 million with a letter of credit sublimit of $4.0 million and a credit card sublimit of $1.0 million. The amendment allows the Company to borrow up to $50.0 million if the Company maintains at least $100.0 million on deposit at the institution. If such deposit is less than $100.0 million, the Company may borrow up to the lesser of $50.0 million or an amount determined by the Company's trailing five months of recurring revenue, annualized renewal rate and annualized monthly churn rate, as defined by the agreement. As of December 31, 2023, the Company had not drawn down on its line of credit and has a borrowing capacity of $50.0 million. The terms of the agreement permit voluntary prepayment without premium or penalty. The revolving credit facility matures in August 2024 and is secured by substantially all of the Company’s assets. The outstanding principal balance on the revolving line of credit, if any, is due at maturity. The Company is required to pay quarterly in arrears a commitment fee of 0.15% per annum on the undrawn portion available under the revolving line of credit. As of December 31, 2023, the Company had an outstanding standby letter of credit of $1.2 million as a guarantee for a leased space. Interest on the revolving credit facility is payable monthly in arrears at a rate equal to the lender’s prime referenced rate as defined in the agreement. The prime referenced rate was 8.50% as of December 31, 2023 and 7.50% as of December 31, 2022. The revolving credit facility is subject to certain restrictions and financial covenants, including the requirement of maintaining a minimum debt to EBITDA ratio when the Company’s current portion of the total borrowing exceeds $5.0 million and the Company fails to maintain $100.0 million in deposits. As of December 31, 2023, the Company was not subject to the financial covenant as the Company had not drawn down from its line of credit. In addition, the revolving line of credit agreement restricts the Company from paying dividends without prior approval from the financing institution. In April 2023, the Company further amended its revolving line of credit to allow for certain transactions including payment of dividends and share repurchases from open market purchases or through an accelerated share repurchase program, subject to certain terms and conditions. |
Commitment and Contingencies
Commitment and Contingencies | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitment and Contingencies | Commitment and Contingencies Purchase Obligations As of December 31, 2023, the Company has non-cancelable unrecognized purchase commitments primarily related to software license fees and co-location facilities and services as follows (in thousands): Year Ended December 31, Purchase Obligations (1) 2024 $ 2,259 2025 1,096 2026 115 2027 115 Total $ 3,585 (1) Excludes non-cancelable recognized purchase commitments related to software license fees of $0.8 million that are included in accrued liabilities and other long-term liabilities in the consolidated balance sheets Contingencies The Company has agreed to indemnify its directors and executive officers for costs associated with any fees, expenses, judgments, fines, and settlement amounts incurred by any of these persons in any action or proceeding to which any of those persons is, or is threatened to be, made a party by reason of the person’s service as a director or officer, including any action by the Company, arising out of that person’s services as the Company’s director or officer or that person’s services provided to any other company or enterprise at the Company’s request. The Company maintains director and officer insurance coverage that may enable the Company to recover a portion of any future amounts paid. FASB ASC 450-20, Contingencies , sets forth the rules for accounting for uncertain tax positions for taxes not based on income. When a loss contingency exists, the likelihood of the incurrence of the liability can range from probable to remote. The Company believes it is reasonably possible that a loss will result from the sales and use tax assessments in the range of zero to $0.4 million. The Company has not recorded an accrual as of December 31, 2023 and 2022. Legal Proceedings The Company, its Chief Executive Officer, its Chief Financial Officer, certain current and former members of its Board of Directors and the underwriters that participated in the Company’s IPO are named as defendants in a consolidated putative class action, captioned In re ON24, Inc. Securities Litigation, 4:21-cv-08578-YGR (filed in November 2021), that is currently pending in the United States District Court for the Northern District of California. The consolidated complaint purports to assert claims under Sections 11 and 15 of the Securities Act of 1933 on behalf of all persons and entities that purchased, or otherwise acquired, the Company’s common stock issued in connection with the Company’s IPO. The complaint alleges that the Company’s registration statement and prospectus contained untrue statements of material fact and/or omitted material facts about ON24’s growth and customer base. Plaintiff seeks, among other things, an award of damages and attorneys’ fees and costs. The defendants filed a motion to dismiss the complaint in May 2022, which the court granted with leave to amend in July 2023.Plaintiff filed its amended complaint in September 2023,and the defendants filed a motion to dismiss the amended complaint in October 2023. In March 2024, the court granted the defendants’ motion to dismiss with prejudice. The Company believes the allegations in the amended complaint are without merit. The Company is unable to reasonably estimate a possible loss or range of possible loss, if any, arising from this matter at this early stage. Accordingly, no accrued litigation expense has been recorded in the accompanying consolidated financial statements. In the ordinary course of business, the Company may be subject from time to time to various proceedings, lawsuits, disputes or claims. Although the Company cannot predict with assurance the outcome of any litigation, the Company does not believe there are currently any actions, other than those described in the prior paragraph, that if resolved unfavorably, would have a material impact on its financial condition, results of operations or cash flows. |
Stockholders_ Equity and Equity
Stockholders’ Equity and Equity Incentive Plan | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
Stockholders’ Equity and Equity Incentive Plan | Stockholders’ Equity and Equity Incentive Plan Preferred Stock The Company’s amended and restated certificate of incorporation authorized the issuance of 10,000,000 shares of undesignated preferred stock with a par value of $0.0001 per share. The Company’s board of directors is authorized to designate the rights, preferences, privileges and restrictions of the preferred stock from time to time. Common Stock The Company’s amended and restated certificate of incorporation authorized the issuance of 500,000,000 shares of common stock, $0.0001 par value per share. Holders of common stock are entitled to one vote per share. Common Stock Reserved for Future Issuance As of December 31, 2023, the Company had the following shares of common stock reserved for future issuance under its equity incentive plan and employee share purchase plan: Stock options outstanding 6,974,082 Restricted stock outstanding 6,583,161 Remaining shares available for future grant under 2021 Equity Incentive Plan 3,709,039 Remaining shares available for future issuance under ESPP 1,818,023 Total shares of common stock reserved as of December 31, 2023 19,084,305 Equity Incentive Plan In February 2021 in connection with the IPO, the Company adopted the 2021 Equity Incentive Plan (“2021 Plan”), which serves as a successor to and continuation of the 2014 Stock Option Plan (“2014 Plan”) and 2000 Stock Option Plan, collectively the “Predecessor Plans.” All shares that remained available for issuance under the Predecessor Plans as of the closing of the IPO, or that may expire or be canceled or forfeited following the closing of the IPO, become available for future issuance under the 2021 Plan. The 2021 Plan originally reserved 6,400,000 shares of common stock for issuance, plus an additional 1,882,313 shares previously reserved for issuance under the 2014 Plan. In addition, the number of shares reserved for issuance under the 2021 Plan cumulatively increases on January 1, 2022 and on each subsequent January 1 through and including January 1, 2031, by the lesser of (a) 5.0% of the number of shares of stock issued and outstanding on the immediately preceding December 31, or (b) an amount determined by the Company’s board of directors. Pursuant to the automatic annual increase, 2,059,466 additional shares were reserved under the 2021 Plan on January 1, 2024. The 2021 Plan provides for the grant of stock options, stock appreciation rights, restricted stock awards, restricted stock units, performance shares, performance units, cash-based awards and other stock-based awards. The plan administrator determines the term of stock options granted under the 2021 Plan, up to a maximum of 10 years. Repurchase of Common Stock In March 2023, the Company’s board of directors authorized a $125 million capital return program, $50 million of which was to be effected through a special dividend and $75 million of which was to be effected through stock repurchases. This capital return program replaced the prior share repurchase program originally announced in December 2021, which ended in March 2023. As of February 15, 2024, the Company has fully completed its capital return program. When the Company repurchased shares under the program, it reduced the common stock component of stockholder’s equity by the par value of the repurchased shares. The excess of the repurchase price over par value of the shares was charged to additional paid in capital as the Company is in an accumulated deficit position. All repurchased shares were retired and became authorized and unissued shares. The following table presents certain information regarding shares repurchased during the periods presented: Year Ended December 31, 2023 2022 2021 Number of shares repurchased 9,762,758 2,460,361 428,218 Average price per share, including commissions $ 7.64 $ 11.84 $ 16.88 Total repurchase costs, including commissions (in millions) $ 74.6 $ 29.1 $ 7.2 Form January 1, 2024 through the last day of the share repurchase program on February 15, 2024, the Company repurchased an additional 702,620 shares of common stock at an average per share price of $7.50 (including commissions). Dividend Pursuant to the capital return program, on May 8, 2023, the Company’s board of directors declared a one-time special cash dividend of $1.09 per share, which was paid on June 15, 2023 in an aggregate amount of $49.9 million, to all stockholders of record as of the close of business on May 22, 2023 (the “Special Dividend”). Anti-Dilution Adjustment to the Outstanding Awards Pursuant to the terms of the Company’s 2021 Plan and the Predecessor Plans , participants holding outstanding equity awards are entitled to receive an anti-dilution adjustment in the event of payment of a dividend. In conjunction with the declaration of the Special Dividend on May 8, 2023, the compensation committee of the Company’s board of directors approved an adjustment to outstanding equity awards (both vested and unvested) in the form of exercise price reductions and/or increases in the number of shares issuable upon vesting and settlement of each award. This anti-dilution adjustment was designed to equalize the fair value of the awards before and after the Special Dividend. Accordingly, no incremental compensation cost was recognized. Grant Activities Stock Options A summary of stock option activity and related information is as follows: Options Outstanding Number of Shares Weighted- Weighted- Aggregate Balance as of December 31, 2022 7,756,680 $ 6.96 Granted — — Anti-dilution adjustment (1) 389,037 1.92 Exercised (873,389) 1.87 $ 5,198 Cancelled and forfeited (298,246) 17.43 Balance as of December 31, 2023 6,974,082 $ 5.98 4.86 $ 30,580 Vested and exercisable 6,341,680 $ 5.15 4.66 $ 30,016 (1) Represents the incremental increase in the number of shares issuable upon vesting of options outstanding prior to the Special Dividend pursuant to the anti-dilution adjustment. The weighted-average grant date fair value of options granted in 2021 was $25.18. The Company did not grant options in 2023 and 2022. The total intrinsic value of options exercised in 2023, 2022 and 2021 was $5.2 million, $12.6 million and $65.9 million, respectively. Restricted Stock Units A summary of RSU activity and related information is as follows: RSUs Outstanding Number of Shares Weighted-Average Grant Date Fair Value Unvested balance as of December 31, 2022 5,134,934 $ 14.37 Granted 3,431,542 8.03 Anti-dilution adjustment (1) 950,208 12.43 Vested (2,349,607) 13.90 Cancelled and forfeited (1,214,691) 12.91 Unvested balance as of December 31, 2023 5,952,386 $ 10.89 (1) R epresents the incremental increase in the number of shares issuable upon vesting of RSUs outstanding prior to the Special Dividend pursuant to the anti-dilution adjustment. The total fair value of RSUs vested was $32.6 million, $20.7 million and $1.0 million in 2023, 2022 and 2021, respectively. Restricted Stock Unit with Performance Conditions (“PSUs”) In the fourth quarter of 2022, the Company’s board of directors granted 341,404 market performance-based restricted stock units to an executive officer with a grant date fair value of $4.2 million. The PSUs vest following three two . In the se cond quarter of 2023, the Company’s board of directors granted 203,000 market performance-based restricted stock units to certain executive officers with a grant date fair value of $2.5 million. The PSUs vest following three two In 2014, the Company’s board of directors granted 187,500 performance-based restricted stock units to an executive officer with a grant date fair value of $0.5 million. These PSUs were fully vested upon the satisfaction of a one year service condition and the achievement of the IPO in February 2021. The Company recognized the related stock-based compensation expense of $0.5 million upon the consummation of its IPO. Employee Stock Purchase Plan In January 2021, the Company’s board of directors adopted the 2021 Employee Stock Purchase Plan (“ESPP”), which became effective in connection with the Company’s IPO. A total of 1,300,000 shares of common stock were initially reserved for issuance under the ESPP. The number of shares reserved for issuance cumulatively increases automatically on January 1, 2022 and on each subsequent January 1, through and including January 1, 2031, by the lesser of (a) 1% of the number of shares of stock issued and outstanding on the immediately preceding December 31, (b) 1,300,000 shares, or (c) an amount determined by the Company’s board of directors. Pursuant to the automatic annual increase, 411,893 additional shares were reserved under the ESPP Plan on January 1, 2024. All eligible employees may participate in the ESPP and may contribute up to 20% of their earnings (as defined in the ESPP) for the purchase of the Company’s common stock under the ESPP. Unless otherwise determined by the Company’s board of directors, common stock will be purchased for the accounts of employees participating in the ESPP at a price per share equal to the lesser of (1) 85% of the fair market value of a share of the Company’s common stock on the first date of an offering or (2) 85% of the fair market value of a share of the Company’s common stock on the date of purchase. Offering periods generally start on the first trading day on or after May 16 and November 16 of each year, except for the first offering period, which commenced on the effective date of the Company’s IPO and ended on November 15, 2021. In 2023, 2022 and 2021, employees purchased 159,536, 200,235 and 75,027 shares of common stock at a weighted average price of $6.32, $7.90 and $14.04 pe r share under the ESPP, respectively. Fair Value Determination The Black-Scholes assumptions used to value the employee options and employee stock purchase rights at the grant dates are as follows. There were no employee options granted in 2023 and 2022. Employee Stock Options Year Ended December 31, 2021 Expected term 5.92 years - 6.07 years Expected volatility 53.82 % - 54.98% Risk-free interest rate 0.62 % - 0.96% Dividend yield —% Employee Stock Purchase Rights under ESPP Year Ended December 31, 2023 2022 2021 Expected term 0.50 years 0.50 years 0.13 years - 0.63 years Expected volatility 43.79 % - 49.38% 48.27 % - 54.22% 34.08 % - 61.00% Risk-free interest rate 5.26 % - 5.38% 1.54 % - 4.54% 0.06 % - 0.07% Dividend yield —% —% —% The Monte Carlo assumptions used to value the market performance-based restricted stock units at the grant dates are as follows. There were no marked performance-based restricted stock units granted in 2021. PSUs Year Ended December 31, 2023 2022 Expected term 2.69 years 3.01 years Expected volatility 53.10 % 59.00 % Risk-free interest rate 3.98 % 4.16 % Dividend yield — % — % The assumptions and estimates of Black-Scholes and Monte Carlo valuations were determined as follows: • Fair Value of Common Stock. The fair value of each share of underlying common stock is based on the closing price of the Company’s common stock as reported on the date of the grant on the New York Stock Exchange. • Risk-Free Interest Rate . The risk-free interest rate for the expected term is based on the U.S. Treasury yield curve in effect at the time of the grant. • Expected Term . The expected term of options represents the period of time that options are expected to be outstanding. The Company’s historical stock option exercise experience does not provide a reasonable basis upon which to estimate an expected term due to a lack of sufficient data. For stock options granted to employees, the Company estimates the expected term by using the simplified method. The simplified method calculates the expected term as the average of the time-to-vesting and the contractual life of the options. The expected term of ESPP is the length of purchase period. The expected term of the PSUs is the longer of the requisite service period or the performance period. • Expected Volatility. For options and ESPP purchase rights granted in and prior to 2021, since the Company has a short trading history for its common stock, the expected volatility is estimated by taking the average historic price volatility for industry peers, consisting of several public companies in its industry that are similar in size, stage of life cycle, financial leverage or market capitalization, over a period equivalent to the expected term of the award s. For ESPP purchase rights granted after 2021, the expected volatility is equal to our historical volatility over the purchase period. For PSUs granted since 2022, the expected volatility is estimated using a weighting of our historical volatility and the historical volatility of a peer group of publicly traded companies. • Expected Dividend Yield. Other than the one-time special dividend in 2023, the Company has not declared or paid any cash dividends and has no plan to do so in the foreseeable future. As a result, an expected dividend yield of zero percent was used. Stock-Based Compensation The stock-based compensation expense by line item in the consolidated statements of operations is summarized as follows (in thousands): Year Ended December 31, 2023 2022 2021 Cost of revenue Subscription and other platform $ 2,814 $ 3,375 $ 1,897 Professional services 545 676 382 Total cost of revenue 3,359 4,051 2,279 Sales and marketing 13,974 14,304 8,806 Research and development 9,126 7,958 4,402 General and administrative 18,558 12,230 10,163 Total stock-based compensation expense $ 45,017 $ 38,543 $ 25,650 The following table presents the unrecognized stock-based compensation expense and weighted-average recognition periods as of December 31, 2023 (in thousands, except years): Stock Option Restricted Stock ESPP Unrecognized stock-based compensation expense $ 11,215 $ 52,554 $ 106 Weighted-average amortization period 1.25 years 2.12 years 0.37 years |
Employees Benefit Plan
Employees Benefit Plan | 12 Months Ended |
Dec. 31, 2023 | |
Retirement Benefits [Abstract] | |
Employees Benefit Plan | Employees Benefit Plan The Company maintains a retirement savings plan, or the 401(k) Plan. The 401(k) Plan is intended to qualify under Sections 401 of the Internal Revenue Code. Participants may contribute up to applicable annual Internal Revenue Code limits. The 401(k) Plan provides for automatic salary deferrals of 3% of compensation with a 1% escalator each year until the deferral rate reaches 6%. Participants are permitted to waive the automatic deferral and/or the automatic increase provision. All participants’ deferrals, rollovers and matching contributions are 100% vested when contributed. The 401(k) plan allows the Company to make matching contributions and profit-sharing contributions to eligible participants. Effective January 1, 2019, the Company began making contributions of up to $500 per year to eligible participants. The contribution expense was $0.2 million, $0.3 million and $0.3 million for the years ended December 31, 2023, 2022 and 2021, respectively. |
Other (Income) Expense, Net
Other (Income) Expense, Net | 12 Months Ended |
Dec. 31, 2023 | |
Other Income and Expenses [Abstract] | |
Other (Income) Expense, Net | Other (Income) Expense, Net Other (income) expense, net consisted of the following for the periods presented (in thousands): Year Ended December 31, 2023 2022 2021 Interest income $ (3,913) $ (1,914) $ (685) (Accretion) amortization on marketable securities (7,716) (1,242) 504 Foreign currency losses 374 910 768 Other (48) (268) (100) Other (income) expense, net $ (11,303) $ (2,514) $ 487 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The components of loss before the provision for (benefit from) income taxes is summarized as follows (in thousands): Year Ended December 31, 2023 2023 2022 2021 Domestic $ (54,585) $ (59,414) $ (25,983) Foreign 3,794 2,164 1,442 Loss before provision for (benefit from) income taxes $ (50,791) $ (57,250) $ (24,541) The Company’s provision for (benefit from) income taxes were as follows (in thousands): Year Ended December 31, 2023 2023 2022 2021 Current tax expense Federal $ — $ — $ — State 31 18 2 Foreign 773 1,201 (10) Total current tax (benefit) expense 804 1,219 (8) Deferred tax expense: Federal — — — State — — — Foreign 191 (261) (277) Total deferred tax (benefit) expense 191 (261) (277) Provision for (benefit from) income taxes $ 995 $ 958 $ (285) The provision for (benefit from) income taxes differs from the amount computed by applying the statutory federal tax rate as follows (in thousands): Year Ended December 31, 2023 2023 2022 2021 Tax benefit at U.S. statutory rate $ (10,666) $ (12,023) $ (5,154) State income taxes, net of federal benefit 24 14 10 Foreign income and withholding taxes 135 26 79 Change in uncertain tax positions 115 2 64 Stock-based compensation 2,728 2,518 (6,386) Section 162(m) 2,311 1,490 621 Expired attributes 49 953 3,118 Change in valuation allowance 5,791 8,148 6,986 Research and development credits (599) (759) (43) Global Intangible Low-Taxed Income 495 140 — Non-deductible transactions costs 554 — — Other 58 449 420 Provision for (benefit from) income taxes $ 995 $ 958 $ (285) As a result of the Tax Cuts and Jobs Act (the “Tax Act”), foreign accumulated earnings that were subject to the mandatory transition tax as of December 31, 2017, can be repatriated to the U.S. without incurring further U.S. federal tax. The Tax Act moves towards a modified territorial tax system through the provision of a 100% dividend received deduction for the foreign-source portions of dividends received from controlled foreign subsidiaries. As a result, the Company continues to evaluate the indefinite reinvestment assertions with regards to unremitted earnings for our foreign subsidiaries. As of December 31, 2023, 2022 and 2021, the total undistributed earnings of the Company’s foreign subsidiaries were approximately $4.9 million, $4.3 million and $3.4 million, respectively. Historically, the Company has asserted its intention to indefinitely reinvest the undistributed earnings of foreign subsidiaries. The unrecognized deferred tax liability on the portion of the undistributed earnings considered indefinitely reinvested is not material. Deferred income taxes result from differences in the recognition of expenses for tax and financial reporting purposes, as well as operating loss and tax credit carryforwards. Significant components of our deferred income tax assets as of the periods presented are as follows (in thousands): December 31, 2023 December 31, 2022 Deferred tax assets Accrued expense and others $ 3,816 $ 3,981 Stock-based compensation 5,458 4,778 Net operating losses 31,761 31,803 Tax credit carryforwards 8,404 7,416 Fixed assets 548 83 Intangibles and Section 174 costs 9,054 5,298 Lease liability 1,201 1,540 Gross deferred tax assets $ 60,242 $ 54,899 Valuation allowance (52,151) (45,510) Total deferred tax assets $ 8,091 $ 9,389 Deferred tax liabilities Right-of-use Asset (633) (1,032) Deferred commissions (7,136) (7,845) Total deferred tax liabilities $ (7,769) $ (8,877) Net deferred tax assets $ 322 $ 512 The Company assesses the realizability of deferred tax assets based on the available evidence, including a history of taxable income and estimates of future taxable income. In assessing the realizability of deferred tax assets, the Company considers whether it is more likely than not that all or some portion of deferred tax assets will not be realized. Due to the losses the Company generated in prior years, management believes it is more likely than not that the deferred tax assets will not be realized. Accordingly, the Company established a full valuation allowance on its U.S. net deferred tax assets. The valuation allowance increased by $6.6 million for the year ended December 31, 2023. The Company has not recorded a valuation allowance on its net foreign deferred tax assets as the Company believes it will generate sufficient future taxable income to realize the deferred tax asset in its foreign jurisdictions. As of December 31, 2023, the Company had net operating loss carryforwards of approximately $123.7 million for federal income tax purposes, of which a portion will begin to expire in 2024 if unused. As a result of Tax Act, $70.2 million of the federal net operating loss carryovers will carryover indefinitely and are limited to 80% of taxable income. The Company had net operating loss carryforwards of approximately $91.0 million for state income tax purposes, which will begin to expire in the year 2025 if unused. As of December 31, 2023, the Company has research and development credit carryforwards of approximately $6.1 million for federal income tax and $6.0 million for state income tax purposes. The federal research and development tax credit will begin to expire in 2028 if unused. State research and development tax credits carry forward indefinitely. The federal and state net operating loss carryforwards may be subject to significant limitations under Section 382 and Section 383 of the Internal Revenue Code of 1986, as amended, and similar provisions under state law. The Tax Reform Act of 1986 contains provisions that limit the federal net operating loss carryforwards that may be used in any given year in the event of special occurrences, including significant ownership changes. The Company completed a review of any potential limitation on the use of its net operating losses under Section 382 through December 31, 2023. Based on such review, the Company does not believe Section 382 of the Internal Revenue Code will adversely impact its ability to use its current net operating losses to offset future taxable income, if any, The Company complies with ASC 740-10, Accounting for Uncertainty in Income Taxes, which prescribes a comprehensive model for the recognition, measurement, presentation and disclosure in financial statements of any uncertain tax positions that have been taken or expected to be taken on a tax return. This pronouncement sets a “more likely than not” criterion for recognizing the tax benefit of uncertain tax positions. There are no tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly increase or decrease within 12 months of the reporting date. If recognized, $0.5 million would affect the Company’s effective tax rate. The Company’s policy is t o recognize interest and penalties accrued on any unrecognized tax benefits as a component of income tax expense. The Company recognized an immaterial amount of interest and penalties associated with unrecognized tax benefits in 2023, 2022 and 2021. A reconciliation of the beginning and ending balance of total unrecognized tax position is as follows (in thousands): Year Ended December 31, 2023 2023 2022 2021 Beginning balance $ 2,882 $ 2,515 $ 2,397 Increase (decrease) related to prior year tax provisions — 44 (151) Increase related to current year tax positions 289 438 $ 341 Decrease due to lapse of applicable statute of limitations (20) (115) $ (72) Ending balance $ 3,151 $ 2,882 $ 2,515 Th e Company files income tax returns in the U.S. federal jurisdiction, various state jurisdictions and various foreign jurisdictions. As of December 31, 2023, all of the years remain open to examination by the federal and state tax authorities for three |
Net Loss Per Share Attributable
Net Loss Per Share Attributable to Common Stockholders | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share Attributable to Common Stockholders | Net Loss Per Share Attributable to Common Stockholders The following tables set forth the computation of basic and diluted net loss per share attributable to common stockholders for the periods presented (in thousands, except share and per share data): Year Ended December 31, 2023 2022 2021 Net loss $ (51,786) $ (58,208) $ (24,256) Cumulative preferred dividends allocated to preferred stockholders — — (558) Net loss attributable to common stockholders (51,786) (58,208) (24,814) Net loss per share of common stock, basic and diluted $ (1.16) $ (1.23) $ (0.57) Weighted-average common stock outstanding, basic and diluted 44,644,792 47,486,225 43,562,604 T he following table sets forth the potential shares of common stock that were excluded from the computation of diluted net loss per share for the periods presented because including them would have been antidilutive: Year Ended December 31, 2023 2022 2021 Stock options 6,974,082 7,756,680 9,341,242 Restricted stock units 5,952,386 5,134,934 3,737,565 Performance stock units 630,775 341,404 — ESPP purchase rights 77,134 99,235 88,059 Total antidilutive securities 13,634,377 13,332,253 13,166,866 |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2023 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions The Company incurred engineering and quality assurance costs from a third-party vendor in 2023, 2022 and 2021. The chief executive officer of the third-party vendor is considered an immediate family member of the Company’s chief technology officer. The Company recorded $2.7 million, $3.0 million and $2.5 million in 2023, 2022 and 2021, respectively, in research and development expense relating to this third-party vendor on the consolidated statements of operations. The Company recorded $0.2 million in accounts payable as of December 31, 2023 and $0.7 million in accounts payable and accrued liabilities as of December 31, 2022 on the consolidated balance sheets for the amount owed to this third-party vendor. |
Restructuring
Restructuring | 12 Months Ended |
Dec. 31, 2023 | |
Restructuring and Related Activities [Abstract] | |
Restructuring | Restructuring In the third quarter of 2022, the Company initiated a strategic cost reduction plan to reduce its cost structure and lower its net loss, including voluntary and involuntary global headcount reductions as well as reductions in spending with various vendors. This plan was substantially completed in the first quarter of 2023, and the Company has pursued additional reductions in its workforce in 2023 to further reduce its cost structure. The following table summarizes the restructuring costs and lease impairment charges under both plans in our consolidated statements of operations (in thousands): Year Ended December 31, 2023 Year Ended December 31, 2022 Severance and Related Charges (1) Lease Impairment Charges (2) Total Severance and Related Charges (1) Lease Impairment Charges (2) Total Cost of revenue Subscription and other platform $ 2,215 $ 108 $ 2,323 $ 363 $ — $ 363 Professional services 149 119 268 27 — 27 Total cost of revenue 2,364 227 2,591 390 — 390 Sales and marketing 2,246 256 2,502 1,146 — 1,146 Research and development 1,397 569 1,966 86 — 86 General and administrative 391 409 800 37 — 37 Total restructuring costs $ 6,398 $ 1,461 $ 7,859 $ 1,659 $ — $ 1,659 (1) Severance and related charges primarily include severance and one-time termination benefits. (2) Lease impairment charge represents the underutilized real estate charge on the Company’s headquarters lease. See Note 8 for additional information. The Company paid restructuring costs of $6.5 million and $1.5 million during 2023 and 2022, respectively. As of December 31, 2023 and 2022, the restructuring liability was $0.1 million and $0.2 million, respectively, and is included in accrued and other current liabilities on the consolidated balance sheets. The Company expects to incur additional restructuring costs of $0.6 million to $0.9 million in the first quarter of 2024 and may incur additional costs in future periods for restructuring activities. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Pay vs Performance Disclosure | |||
Net loss | $ (51,786) | $ (58,208) | $ (24,256) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Dec. 31, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Description of Business and S_2
Description of Business and Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation T he accompanying consolidated financial statements include the accounts of ON24 Inc. and its wholly owned subsidiaries and have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”). All intercompany transactions and balances have been eliminated in consolidation. |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Such estimates and assumptions include, but are not limited to, the determination of standalone selling price for the Company’s performance obligations, the expected benefit period for deferred contract acquisition costs, the allowance for doubtful accounts and billing reserves, the useful lives of long-lived assets and the assumptions used to measure stock-based compensation. Actual results could differ materially from these estimates. |
Concentration of Risks | Concentration of Risks |
Cash, Cash Equivalents and Restricted Cash | Cash, Cash Equivalents and Restricted Cash Cash and cash equivalents consist of bank deposits and highly liquid investments, primarily money market mutual funds purchased with an original maturity of three months or less. Restricted cash included in other long-term assets in the consolidated balance sheets consists of term deposits to collateralize our Sydney operating lease. |
Marketable Securities | Marketable Securities The Company classifies its investments in debt securities as available-for-sale at the time of purchase since it is intended that these investments are available for current operations. Marketable securities are carried at fair value. |
Fair Value Measurements | Fair Value Measurements The Company categorizes assets and liabilities recorded at fair value on its consolidated balance sheets based on the accounting guidance framework for measuring fair value on either a recurring or nonrecurring basis, whereby inputs used in valuation techniques are assigned a hierarchical level. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The Company measures assets and liabilities at fair value at each reporting period using a fair value hierarchy which requires the Company to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. U.S. GAAP describes a fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last unobservable, to measure the fair value: Level 1 – observable inputs for identical assets or liabilities, such as quoted prices in active markets. Level 2 – directly or indirectly observable Inputs other than Level 1, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 – Unobservable inputs in which there is little or no market data, which requires the Company to develop its own assumptions. Financial instruments consist of cash and cash equivalents, restricted cash, marketable securities, accounts receivable and accounts payable. The Company’s investment portfolio consists of money market mutual funds and available for sale debt securities, which are carried at fair value. |
Property and Equipment, Net | Property and Equipment, Net Property and equipment, net, are stated at cost, less accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the respective assets, which are generally three years. Leasehold improvements are amortized over the shorter of the remaining lease term or the estimated useful life. Expenditures for maintenance and repairs are expensed as incurred. Significant improvements that substantially enhance the life of an asset are capitalized. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets |
Revenue Recognition, Costs to Obtain a Contract, Cost of Revenue, and Contract Assets | Revenue Recognition Revenue is recognized when a customer obtains control of promised services. The amount of revenue recognized reflects the consideration that the Company expects to receive in exchange for these services. To achieve the core principle of this standard, the Company applies the following five steps: 1. Identification of the contract, or contracts, with the customer The Company determines a contract with a customer to exist when the contract is approved, each party’s rights regarding the services to be transferred can be identified, the payment terms for the services can be identified, the customer has the ability and intent to pay, and the contract has commercial substance. At contract inception, the Company will evaluate whether two or more contracts should be combined and accounted for as a single contract and whether the combined or single contract includes more than one performance obligation. The Company applies judgment in determining the customer’s ability and intent to pay, which is based on a variety of factors, including the customer’s historical payment experience or, in the case of a new customer, credit and financial information pertaining to the customer. 2. Identification of the performance obligations in the contract Performance obligations committed to in a contract are identified based on the services that will be transferred to the customer that are both capable of being distinct, whereby the customer can benefit from the service either on its own or together with other resources that are readily available from third parties or from the Company, and are distinct in the context of the contract, whereby the transfer of the services and the products is separately identifiable from other promises in the contract. The Company’s performance obligations generally consist of access to its digital engagement platform and related support services, which, together, are considered one performance obligation. The Company’s customers do not have the ability to take possession of the Company’s software, and, through access to the Company’s platform, the Company provides a series of distinct software-based services that are satisfied over the term of the applicable subscription. Customers may also purchase incremental capacity to the Company’s digital engagement platform. The Company recognizes incremental access as a series of distinct software-based services that are satisfied over the remaining term of the applicable subscription. The Company’s Legacy offering includes performance obligations to provide customers with access to the Company’s platform for the duration of specific contracted events, and revenue is recognized primarily as events occur. Amounts related to the Company’s digital engagement platform and Legacy offering are recorded as subscription and other platform revenue in the consolidated statements of operations. The Company also provides professional services, which includes consulting services, such as experience management, monitoring and production services, implementation services and premium support services. Professional services are generally considered distinct from the access to the Company’s digital engagement platform. Amounts are recorded as Professional Services revenue in the consolidated statements of operations. The Company enters contracts with customers that regularly include promises to transfer multiple services through access to the Company’s platform. For arrangements with multiple services, the Company evaluates whether the individual services qualify as distinct performance obligations. In its assessment of whether a service is a distinct performance obligation, the Company determines whether the customer can benefit from the service on its own or with other readily available resources and whether the service is separately identifiable from other services in the contract. This evaluation requires the Company to assess the nature of each individual service offering and how the services are provided in the context of the contract, including whether the services are significantly integrated, highly interrelated or significantly modify each other, which may require judgment based on the facts and circumstances of the contract. 3. Determination of the transaction price The transaction price is determined based on the consideration that the Company expects to be entitled in exchange for transferring services to the customer. Variable consideration is included in the transaction price if, in the Company’s judgment, it is probable that a significant future reversal of cumulative revenue recognized under the contract will not occur. The Company applies the practical expedient in paragraph 606-10-32-18 of Topic 606 and does not adjust the promised amount of consideration for the effects of a significant financing component for contracts that are one year or less, and none of our multi-year contracts contain a significant financing component. Revenue is recognized net of any taxes collected from customers (e.g., sales and other indirect taxes), which are subsequently remitted to governmental entities. The Company’s digital engagement platform and related support services are typically warranted to perform in a professional manner that will comply with the terms of our subscription agreements. In addition, the Company includes service level commitments to its customers warranting certain levels of uptime reliability and performance and permitting those customers to receive credits in the event that the Company fails to meet those service levels. These credits represent a form of variable consideration. Historically, the Company has not experienced any significant incidents affecting the defined levels of reliability and performance as required by its subscription agreements. The Company has not provided any material refunds related to these agreements in the consolidated financial statements during the periods presented. 4. Allocation of the transaction price to the performance obligations in the contract Contracts that contain multiple performance obligations require an allocation of the transaction price to each performance obligation based on each performance obligation’s relative standalone selling price (SSP). The SSP is the price at which the Company would sell a promised good or service separately to a customer. In instances where the Company does not sell or price a product or service separately, establishing SSP requires significant judgement. The Company estimates the SSP by considering available information, such as market conditions, internally approved pricing guidelines and the underlying cost of delivering the performance obligation. 5. Recognition of the revenue when, or as, a performance obligation is satisfied Revenue is recognized at the time the related performance obligation is satisfied by transferring the control of the promised service to a customer. Revenue is recognized in an amount that reflects the consideration that the Company expects to receive in exchange for those services. The Company recognizes subscription revenue on a straight-line basis over the term of the applicable contract subscription period beginning on the date access to the Company’s platform is granted. The Company recognizes revenue from consulting services related to events in the period the event occurs and the service is delivered. The Company recognizes revenue from implementation services upon completion of the services. The Company recognizes revenue from premium support offerings on a ratable basis over the applicable subscription term. Costs to Obtain a Contract The Company capitalizes sales commissions and associated payroll taxes paid to internal sales personnel and third-party referral fees that are incremental costs resulting from obtaining a contract with a customer. These costs are recorded as deferred contract acquisition costs on the consolidated balance sheets. The Company determines whether costs should be deferred based on its sales compensation plans and if the commissions are incremental and would not have occurred absent the customer contract. Cost of Revenue Subscription and Other Platform Cost of Revenue Subscription and other platform cost of revenue primarily consists of costs related to hosting the Company’s platform and providing operating support services to its customers. These costs are related to the Company’s co-located data centers, personnel-related costs such as salaries, bonuses, stock-based compensation expense, benefits costs associated with our operations and support personnel, software license fees and allocated overhead. Professional Services Cost of Revenue Professional services cost of revenue consists primarily of personnel-related costs, including stock-based compensation, third-party consulting services and allocated overhead. Accounts receivable Contract assets: Contract liabilities |
Research and Development | Research and Development Research and development expenses primarily consist of personnel-related expenses, including stock-based compensation directly associated with the Company’s research and development employees, contractor costs related to third-party development and allocated overhead. Research and development costs are expensed as incurred. |
Advertising Costs | Advertising Costs |
Leases | Leases The Company determines if an arrangement is a lease at inception. Lease liabilities are recognized at the lease commencement date based on the present value of the future lease payments over the lease term. The Company’s leases do not provide an implicit rate of return; therefore, the Company uses its incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. ROU asset is determined based on the lease liability initially established and reduced for any prepaid lease payments and any lease incentives received. The lease term to calculate the ROU asset and related lease liability may include options to extend or terminate the lease when the Company is reasonably certain that it will exercise the option. Variable lease payments are expensed as incurred and are not included in the ROU assets and lease liabilities. Leases with an initial term of 12 months or less are not recognized on the balance sheet as ROU assets but expensed on a straight-line basis over the lease term. Lease expense is recognized on a straight-line basis over the lease term. The Company accounts for lease components and non-lease components as a single lease component for its new or modified office facility operating leases entered into on or after January 1, 2022. |
Stock-Based Compensation | Stock-Based Compensation Stock-based compensation expense related to stock awards is measured based on the grant date fair value of the awards. For time based stock awards, the Company recognizes stock-based compensation expense on a straight-line basis over the requisite service period, which is generally three The fair value of each restricted stock unit (“RSU”) is based on the fair value of the underlying common stock on the grant date. The fair value of each market performance-based restricted stock unit (“PSU”) is estimated on the grant date using a Monte Carlo simulation which factors in the number of awards to be earned based on the achievement of the market condition. This model simulates the various stock price movements of the Company and the constituent company of the benchmark index using certain assumptions such as stock price volatility, risk-free interest rate and expected dividend yield. Compensation cost is recognized regardless of whether the market condition is ultimately satisfied. The fair value of each option award and purchase right under the employee share purchase plan (“ESPP”) is estimated on the grant date using the Black-Scholes option pricing model. The Black-Scholes option pricing model requires the input of assumptions, including the risk-free interest rates, the expected term of the option, the expected volatility of the Company’s stock price and the expected dividend yield. The assumptions used to determine the fair value of the PSU and option awards are highly subjective and represent management’s best estimates. These estimates involve inherent uncertainties and application of management’s judgement. |
Foreign Currency | Foreign Currency The functional currencies of the Company’s foreign subsidiaries are each country’s local currency. Assets and liabilities of the subsidiaries are translated into U.S. dollars at exchange rates in effect at the reporting date. Amounts classified in stockholders’ deficit are translated at historical exchange rates. Revenue and expenses are translated at the average exchange rates during the period. The resulting translation adjustments are recorded in accumulated other comprehensive income (loss). Foreign currency transaction gains or losses, whether realized or unrealized, are reflected in the consolidated statements of operations within other (income) expense, net. See Note 13 for additional information. |
Income Taxes | Income Taxes The Company uses the asset and liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial reporting and the tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company then assess the likelihood that the resulting deferred tax assets will be realized. A valuation allowance is provided when it is more likely than not that a deferred tax asset will not be fully realized. Due to our lack of earnings history, the net deferred tax assets in the U.S. have been fully offset by a valuation allowance. The Company recognizes benefits of uncertain tax positions if it is more likely than not that such positions will be sustained upon examination based solely on their technical merits at the largest amount of benefit that is more likely than not to be realized upon the ultimate settlement. The Company’s policy is to recognize interest and penalties related to the underpayment of income taxes as a component of provision for income taxes. |
Net Income (Loss) Per Share Attributable to Common Stockholders | Net Income (Loss) Per Share Attributable to Common Stockholders The Company calculates net income (loss) per share attributable to common stock using the two-class method required for companies with participating securities. The Company considers its convertible preferred stock and unvested common stock to be participating securities as holders of such securities have non-forfeitable dividend rights in the event of the Company’s declaration of a dividend for shares of common stock. In periods when the Company is in a net loss position, the net loss attributable to common stockholders was not allocated to the convertible preferred stock and unvested common stock under the two-class method as these securities do not have a contractual obligation to share in the Company’s losses. Distributed and undistributed earnings allocated to participating securities are subtracted from net income (loss) in determining net income (loss) attributable to common stockholders. Basic net income (loss) per share is computed by dividing net income (loss) attributable to common stockholders by the weighted-average number of shares of the Company’s common stock outstanding. The diluted net income (loss) per share attributable to common stockholders is computed by giving effect to all dilutive securities. Diluted net income (loss) per share attributable to common stockholders is computed by dividing the resulting net income (loss) attributable to common stockholders by the weighted-average number of fully diluted shares of common stock outstanding. During the periods when there is a net loss attributable to common stockholders, potentially dilutive common stock equivalents have been excluded from the calculation of diluted net loss per share attributable to common stockholders as their effect is anti-dilutive. |
Segment Information | Segment Information The Company operates in one operating segment and one reportable segment. Operating segments are defined as components of an enterprise about which separate financial information is evaluated regularly by the chief operating decision maker, who is the Company’s chief executive officer, in deciding how to allocate resources and assessing performance. The Company’s chief operating decision maker allocates resources and assesses performance based upon consolidated financial information. |
Recently Adopted Accounting Standards and Recently Issued Accounting Standards | Recently Adopted Accounting Standards In June 2016, Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (ASU) No. 2016-13, Financial Instruments Topic 326: Credit Losses Measurement of Credit Losses on Financial Instruments , as amended, which requires an entity to measure all expected credit losses for financial instruments held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts utilizing a new impairment model known as the current expected credit loss (“CECL”) model. This new standard also requires credit losses related to available for sale debt securities to be recorded as an allowance through net income rather than by reducing the carrying amount under the other-than-temporary-impairment model. The Company adopted ASU No. 2016-13 on January 1, 2023 and the impact of the adoption was not material to the Company’s consolidated financial statements and related disclosures. Recently Issued Accounting Standards In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which expands income tax disclosure to require consistent categories and greater disaggregation of information in the rate reconciliation and income taxes paid. This ASU is effective with the Company’s 2026 reporting period, with early application permitted. The Company is currently assessing the impact of the requirements and does not expect the adoption of this ASU to have a material impact on its consolidated financial statements and disclosures. In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures . This ASU updates reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses and information used to assess segment performance. This ASU is effective beginning with the Company’s 2024 annual reporting period. Early adoption is permitted and the amendments must be applied retrospectively to all prior periods presented. The Company is currently assessing the impact of the requirements and does not expect the adoption of this ASU to have a material impact on its consolidated financial statements and disclosures. |
Repurchase of Common Stock | When the Company repurchased shares under the program, it reduced the common stock component of stockholder’s equity by the par value of the repurchased shares. The excess of the repurchase price over par value of the shares was charged to additional paid in capital as the Company is in an accumulated deficit position. All repurchased shares were retired and became authorized and unissued shares. |
Revenue (Tables)
Revenue (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue by Geographic Region | The following table depicts the disaggregation of revenue by geographic region based on the shipping address of customers (in thousands): Year Ended December 31, 2023 2022 2021 United States $ 126,147 $ 144,869 $ 150,579 EMEA 27,636 31,309 36,788 Other 9,925 14,694 16,246 Total revenue $ 163,708 $ 190,872 $ 203,613 |
Schedule of Foreign Countries Which Contributed 10% or More of Total Revenue | The following table summarizes the foreign countries which contributed 10% or more of the total revenue (in thousands) : Year Ended December 31, 2023 2022 2021 United Kingdom * * 10% * Represent less than 10% of total revenue |
Marketable Securities (Tables)
Marketable Securities (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Marketable Securities [Abstract] | |
Schedule of Marketable Securities | M arketable securities consisted of the following as of the periods presented (in thousands): December 31, 2023 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Marketable securities U.S. Treasury securities $ 135,850 $ 271 $ (40) $ 136,081 U.S. Agency securities 5,906 — (3) 5,903 Corporate debt securities 1,696 — (1) 1,695 Commercial paper 1,819 — (1) 1,818 Total marketable securities $ 145,271 $ 271 $ (45) $ 145,497 December 31, 2022 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Marketable securities U.S. Treasury securities $ 219,895 $ 10 $ (801) $ 219,104 U.S. Agency securities 19,247 19 (2) 19,264 Certificates of deposit 26,624 4 (119) 26,509 Corporate debt securities 13,934 — (86) 13,848 Commercial paper 22,433 10 (43) 22,400 Total marketable securities $ 302,133 $ 43 $ (1,051) $ 301,125 |
Schedule of Marketable Securities in an Unrealized Loss Position | Marketable securities that have been in a continuous unrealized loss position consisted of the following as of the periods presented (in thousands): December 31, 2023 Less Than 12 Months 12 Months or More Total Fair Value Gross Unrealized Loss Fair Value Gross Unrealized Loss Fair Value Gross Unrealized Loss U.S. Treasury securities $ 60,150 $ (40) $ — $ — $ 60,150 $ (40) U.S. Agency securities 4,176 (3) — — 4,176 (3) Corporate debt securities 1,695 (1) — — 1,695 (1) Commercial paper 1,818 (1) — — 1,818 (1) Total $ 67,839 $ (45) $ — $ — $ 67,839 $ (45) December 31, 2022 Less Than 12 Months 12 Months or More Total Fair Value Gross Unrealized Loss Fair Value Gross Unrealized Loss Fair Value Gross Unrealized Loss U.S. Treasury securities $ 116,161 $ (151) $ 77,173 $ (650) $ 193,334 $ (801) U.S. Agency securities 3,197 (2) — — 3,197 (2) Certificates of deposit 22,402 (119) — — 22,402 (119) Corporate debt securities 4,253 (13) 8,345 (73) 12,598 (86) Commercial paper 12,853 (43) — — 12,853 (43) Total $ 158,866 $ (328) $ 85,518 $ (723) $ 244,384 $ (1,051) |
Schedule of Remaining Contractual Maturities of Marketable Securities | The following summarizes the remaining contractual maturities of the Company’s marketable securities as of December 31, 2023 (in thousands): Fair Value One year or less $ 103,843 Over one year through three years 41,654 Total marketable securities $ 145,497 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule of Financial Instruments Recorded at Fair Value on Recurring Basis | The following tables summarize the Company’s financial instruments recorded at fair value on a recurring basis by level within the fair value hierarchy as of the periods presented (in thousands): December 31, 2023 Level 1 Level 2 Level 3 Total Cash and cash equivalents Cash equivalents - money market mutual funds $ 33,952 $ — $ — $ 33,952 Marketable securities U.S. Treasury securities — 136,081 — 136,081 U.S. Agency securities — 5,903 — 5,903 Corporate debt securities — 1,695 — 1,695 Commercial paper — 1,818 — 1,818 Total cash equivalents and marketable securities $ 33,952 $ 145,497 $ — $ 179,449 December 31, 2022 Level 1 Level 2 Level 3 Total Cash and cash equivalents Cash equivalents - money market mutual funds $ 5,608 $ — $ — $ 5,608 Marketable securities U.S. Treasury securities — 219,104 — 219,104 U.S. Agency securities — 19,264 — 19,264 Certificates of deposit — 26,509 — 26,509 Corporate debt securities — 13,848 — 13,848 Commercial paper — 22,400 — 22,400 Total cash equivalents and marketable securities $ 5,608 $ 301,125 $ — $ 306,733 |
Balance Sheets Components (Tabl
Balance Sheets Components (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Balance Sheet Related Disclosures [Abstract] | |
Allowance for Doubtful Account and Billing Reserve | The following table presents the changes in the allowance for doubtful accounts as of the periods presented (in thousands): Year Ended December 31, 2023 2022 2021 Balance, beginning of period $ 1,900 $ 1,572 $ 1,139 Charges to general and administrative expenses 1,759 1,229 1,163 Write-offs and other adjustments (1,098) (901) (730) Balance, end of period $ 2,561 $ 1,900 $ 1,572 The following table presents the changes in billing reserves as of the periods presented (in thousands): Year Ended December 31, 2023 2022 2021 Balance, beginning of period $ 1,030 $ 1,105 $ 1,034 Charges to revenue 1,300 689 1,780 Write-offs and other adjustments (1,270) (764) (1,709) Balance, end of period $ 1,060 $ 1,030 $ 1,105 |
Schedule of Property and Equipment, Net | Property and equipment, net consisted of the following as of the periods presented (in thousands): December 31, 2023 December 31, 2022 Computer, equipment and software (1) $ 33,220 $ 31,243 Furniture and fixtures 1,091 1,071 Leasehold improvements 3,801 3,606 Property and equipment, gross 38,112 35,920 Less: Accumulated depreciation and amortization (2) (32,741) (28,708) Property and equipment, net $ 5,371 $ 7,212 (1) Includes assets recorded under finance leases of $1.7 million and $5.3 million as of December 31, 2023 and 2022, respectively. (2) Includes amount for assets recorded under finance leases of $1.6 million and $4.0 million as of December 31, 2023 and 2022, respectively. |
Schedule of Property and Equipment, Net of Depreciation and Amortization, by Geographic Region | The following table presents the property and equipment, net of depreciation and amortization, by geographic region as of the periods presented (in thousands): December 31, 2023 December 31, 2022 United States $ 5,069 $ 6,449 EMEA 284 722 Other 18 41 Total property and equipment, net $ 5,371 $ 7,212 |
Schedule of Accrued and Other Current Liabilities | Accrued and other current liabilities consisted of the following as of the periods presented (in thousands): December 31, 2023 December 31, 2022 Accrued compensation and benefits $ 4,223 $ 5,390 Accrued bonus and commissions 7,095 6,814 Other 5,589 6,261 Accrued and other current liabilities $ 16,907 $ 18,465 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Finite-Lived Intangible Assets | The Company’s acquired intangible asset subject to amortization as of the periods presented was as follows (in thousands): December 31, 2023 Gross Carrying Accumulated Amortization Net Carrying Developed technology $ 2,700 $ (992) $ 1,708 Effect of foreign currency translation (397) (6) (403) Total $ 2,303 $ (998) $ 1,305 December 31, 2022 Gross Carrying Accumulated Amortization Net Carrying Developed technology $ 2,700 $ (434) $ 2,266 Effect of foreign currency translation (276) (11) (287) Total $ 2,424 $ (445) $ 1,979 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | The estimated future amortization expense for the intangible asset is as follows (in thousands): 2024 577 2025 575 2026 153 Total $ 1,305 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
Supplemental Balance Sheet Classification | The balance sheet classification of the Company’s right-of-use assets and lease liabilities as of the periods presented was as follows (in thousands): Leases Classification December 31, 2023 December 31, 2022 Non-Current Assets Finance lease assets Property, plant and equipment, net $ 67 $ 1,308 Operating lease assets Operating right-of-use asset 2,981 5,606 Total lease assets $ 3,048 $ 6,914 Current Liabilities Finance Finance lease liabilities, current $ 127 $ 1,554 Operating Operating lease liabilities, current 2,779 2,648 Non-Current Liabilities Finance Other long-term liabilities — 91 Operating Operating lease liabilities 2,483 5,040 Total lease liabilities $ 5,389 $ 9,333 |
Components of Lease Cost | The components of lease cost were as follows (in thousands): Year Ended December 31, Lease Cost Classification 2023 2022 Finance lease cost Amortization of right-of-use assets Depreciation and amortization $ 547 $ 1,751 Interest on finance lease liabilities Interest expense 35 115 Operating lease cost (1) Selling, general and administrative expenses 1,955 2,288 Variable lease cost Selling, general and administrative expenses 483 380 Total lease cost $ 3,020 $ 4,534 (1) Operating lease cost does not include the impairment charges of $1.2 million incurred in 2023 on the operating ROU assets related to the Company’s headquarters lease. |
Operating Lease Maturity | The undiscounted future lease payments under the lease liabilities as of December 31, 2023 were as follows (in thousands): Maturity of Lease Liabilities Finance Lease Operating Lease 2024 128 2,933 2025 — 2,349 2026 — 154 2027 — 34 Total lease payments 128 5,470 Less imputed interest (1) (208) Present value of lease liabilities $ 127 $ 5,262 |
Financing Lease Maturity | The undiscounted future lease payments under the lease liabilities as of December 31, 2023 were as follows (in thousands): Maturity of Lease Liabilities Finance Lease Operating Lease 2024 128 2,933 2025 — 2,349 2026 — 154 2027 — 34 Total lease payments 128 5,470 Less imputed interest (1) (208) Present value of lease liabilities $ 127 $ 5,262 |
Weighted-Average Lease Term and Discount Rate | The weighted-average lease term and discount rate as of the periods presented were as follows: December 31, 2023 Finance Lease Operating Lease Weighted-average remaining lease term 0.3 years 1.9 years Weighted-average discount rate 3.34 % 4.13 % December 31, 2022 Finance Lease Operating Lease Weighted-average remaining lease term 1.0 year 2.8 years Weighted-average discount rate 4.39 % 3.91 % |
Supplemental Cash Flow Information | Supplemental cash flow information was as follows (in thousands): Year Ended December 31, 2023 2022 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows used by operating leases $ 2,933 $ 2,521 Financing cash used by finance leases 1,533 1,832 Right-of-use assets obtained in exchange for new lease liabilities: Operating leases - adoption — 7,246 Operating leases 224 357 Finance leases — — |
Commitment and Contingencies (T
Commitment and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Unrecorded Unconditional Purchase Obligations Disclosure | As of December 31, 2023, the Company has non-cancelable unrecognized purchase commitments primarily related to software license fees and co-location facilities and services as follows (in thousands): Year Ended December 31, Purchase Obligations (1) 2024 $ 2,259 2025 1,096 2026 115 2027 115 Total $ 3,585 (1) |
Stockholders_ Equity and Equi_2
Stockholders’ Equity and Equity Incentive Plan (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
Schedule of Common Stock Reserved for Future Issuance | As of December 31, 2023, the Company had the following shares of common stock reserved for future issuance under its equity incentive plan and employee share purchase plan: Stock options outstanding 6,974,082 Restricted stock outstanding 6,583,161 Remaining shares available for future grant under 2021 Equity Incentive Plan 3,709,039 Remaining shares available for future issuance under ESPP 1,818,023 Total shares of common stock reserved as of December 31, 2023 19,084,305 |
Schedule of Repurchase Agreements | The following table presents certain information regarding shares repurchased during the periods presented: Year Ended December 31, 2023 2022 2021 Number of shares repurchased 9,762,758 2,460,361 428,218 Average price per share, including commissions $ 7.64 $ 11.84 $ 16.88 Total repurchase costs, including commissions (in millions) $ 74.6 $ 29.1 $ 7.2 |
Schedule of Stock Option Activity | A summary of stock option activity and related information is as follows: Options Outstanding Number of Shares Weighted- Weighted- Aggregate Balance as of December 31, 2022 7,756,680 $ 6.96 Granted — — Anti-dilution adjustment (1) 389,037 1.92 Exercised (873,389) 1.87 $ 5,198 Cancelled and forfeited (298,246) 17.43 Balance as of December 31, 2023 6,974,082 $ 5.98 4.86 $ 30,580 Vested and exercisable 6,341,680 $ 5.15 4.66 $ 30,016 (1) Represents the incremental increase in the number of shares issuable upon vesting of options outstanding prior to the Special Dividend pursuant to the anti-dilution adjustment. |
Schedule of RSU Activity | A summary of RSU activity and related information is as follows: RSUs Outstanding Number of Shares Weighted-Average Grant Date Fair Value Unvested balance as of December 31, 2022 5,134,934 $ 14.37 Granted 3,431,542 8.03 Anti-dilution adjustment (1) 950,208 12.43 Vested (2,349,607) 13.90 Cancelled and forfeited (1,214,691) 12.91 Unvested balance as of December 31, 2023 5,952,386 $ 10.89 (1) R epresents the incremental increase in the number of shares issuable upon vesting of RSUs outstanding prior to the Special Dividend pursuant to the anti-dilution adjustment. |
Schedule of Black-Scholes Assumptions Used to Value the Employee Stock Options | The Black-Scholes assumptions used to value the employee options and employee stock purchase rights at the grant dates are as follows. There were no employee options granted in 2023 and 2022. Employee Stock Options Year Ended December 31, 2021 Expected term 5.92 years - 6.07 years Expected volatility 53.82 % - 54.98% Risk-free interest rate 0.62 % - 0.96% Dividend yield —% |
Schedule of Black-Scholes Assumptions Used to Value the ESPP | Employee Stock Purchase Rights under ESPP Year Ended December 31, 2023 2022 2021 Expected term 0.50 years 0.50 years 0.13 years - 0.63 years Expected volatility 43.79 % - 49.38% 48.27 % - 54.22% 34.08 % - 61.00% Risk-free interest rate 5.26 % - 5.38% 1.54 % - 4.54% 0.06 % - 0.07% Dividend yield —% —% —% |
Schedule of Monte Carlo Assumptions Used to Value the Market Performance-Based Restricted Stock Units | The Monte Carlo assumptions used to value the market performance-based restricted stock units at the grant dates are as follows. There were no marked performance-based restricted stock units granted in 2021. PSUs Year Ended December 31, 2023 2022 Expected term 2.69 years 3.01 years Expected volatility 53.10 % 59.00 % Risk-free interest rate 3.98 % 4.16 % Dividend yield — % — % |
Schedule of Share-Based Compensation Expense by Line Item in the Consolidated Statements of Operations | The stock-based compensation expense by line item in the consolidated statements of operations is summarized as follows (in thousands): Year Ended December 31, 2023 2022 2021 Cost of revenue Subscription and other platform $ 2,814 $ 3,375 $ 1,897 Professional services 545 676 382 Total cost of revenue 3,359 4,051 2,279 Sales and marketing 13,974 14,304 8,806 Research and development 9,126 7,958 4,402 General and administrative 18,558 12,230 10,163 Total stock-based compensation expense $ 45,017 $ 38,543 $ 25,650 |
Schedule of Unrecognized Stock-Based Compensation Expenses | The following table presents the unrecognized stock-based compensation expense and weighted-average recognition periods as of December 31, 2023 (in thousands, except years): Stock Option Restricted Stock ESPP Unrecognized stock-based compensation expense $ 11,215 $ 52,554 $ 106 Weighted-average amortization period 1.25 years 2.12 years 0.37 years |
Other (Income) Expense, Net (Ta
Other (Income) Expense, Net (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Other Income and Expenses [Abstract] | |
Schedule of Other Income, Net | Other (income) expense, net consisted of the following for the periods presented (in thousands): Year Ended December 31, 2023 2022 2021 Interest income $ (3,913) $ (1,914) $ (685) (Accretion) amortization on marketable securities (7,716) (1,242) 504 Foreign currency losses 374 910 768 Other (48) (268) (100) Other (income) expense, net $ (11,303) $ (2,514) $ 487 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income before Income Tax, Domestic and Foreign | The components of loss before the provision for (benefit from) income taxes is summarized as follows (in thousands): Year Ended December 31, 2023 2023 2022 2021 Domestic $ (54,585) $ (59,414) $ (25,983) Foreign 3,794 2,164 1,442 Loss before provision for (benefit from) income taxes $ (50,791) $ (57,250) $ (24,541) |
Schedule of Income Tax Expense (Benefit) | The Company’s provision for (benefit from) income taxes were as follows (in thousands): Year Ended December 31, 2023 2023 2022 2021 Current tax expense Federal $ — $ — $ — State 31 18 2 Foreign 773 1,201 (10) Total current tax (benefit) expense 804 1,219 (8) Deferred tax expense: Federal — — — State — — — Foreign 191 (261) (277) Total deferred tax (benefit) expense 191 (261) (277) Provision for (benefit from) income taxes $ 995 $ 958 $ (285) |
Schedule of Effective Income Tax Rate Reconciliation | The provision for (benefit from) income taxes differs from the amount computed by applying the statutory federal tax rate as follows (in thousands): Year Ended December 31, 2023 2023 2022 2021 Tax benefit at U.S. statutory rate $ (10,666) $ (12,023) $ (5,154) State income taxes, net of federal benefit 24 14 10 Foreign income and withholding taxes 135 26 79 Change in uncertain tax positions 115 2 64 Stock-based compensation 2,728 2,518 (6,386) Section 162(m) 2,311 1,490 621 Expired attributes 49 953 3,118 Change in valuation allowance 5,791 8,148 6,986 Research and development credits (599) (759) (43) Global Intangible Low-Taxed Income 495 140 — Non-deductible transactions costs 554 — — Other 58 449 420 Provision for (benefit from) income taxes $ 995 $ 958 $ (285) |
Schedule of Deferred Tax Assets and Liabilities | Significant components of our deferred income tax assets as of the periods presented are as follows (in thousands): December 31, 2023 December 31, 2022 Deferred tax assets Accrued expense and others $ 3,816 $ 3,981 Stock-based compensation 5,458 4,778 Net operating losses 31,761 31,803 Tax credit carryforwards 8,404 7,416 Fixed assets 548 83 Intangibles and Section 174 costs 9,054 5,298 Lease liability 1,201 1,540 Gross deferred tax assets $ 60,242 $ 54,899 Valuation allowance (52,151) (45,510) Total deferred tax assets $ 8,091 $ 9,389 Deferred tax liabilities Right-of-use Asset (633) (1,032) Deferred commissions (7,136) (7,845) Total deferred tax liabilities $ (7,769) $ (8,877) Net deferred tax assets $ 322 $ 512 |
Schedule of Unrecognized Tax Benefits Roll Forward | A reconciliation of the beginning and ending balance of total unrecognized tax position is as follows (in thousands): Year Ended December 31, 2023 2023 2022 2021 Beginning balance $ 2,882 $ 2,515 $ 2,397 Increase (decrease) related to prior year tax provisions — 44 (151) Increase related to current year tax positions 289 438 $ 341 Decrease due to lapse of applicable statute of limitations (20) (115) $ (72) Ending balance $ 3,151 $ 2,882 $ 2,515 |
Net Loss Per Share Attributab_2
Net Loss Per Share Attributable to Common Stockholders (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Computation of Basic and Diluted Net Loss Per Share | The following tables set forth the computation of basic and diluted net loss per share attributable to common stockholders for the periods presented (in thousands, except share and per share data): Year Ended December 31, 2023 2022 2021 Net loss $ (51,786) $ (58,208) $ (24,256) Cumulative preferred dividends allocated to preferred stockholders — — (558) Net loss attributable to common stockholders (51,786) (58,208) (24,814) Net loss per share of common stock, basic and diluted $ (1.16) $ (1.23) $ (0.57) Weighted-average common stock outstanding, basic and diluted 44,644,792 47,486,225 43,562,604 |
Schedule of Potential Shares of Common Stock Excluded from Computation of Diluted Net Loss Per Share | T he following table sets forth the potential shares of common stock that were excluded from the computation of diluted net loss per share for the periods presented because including them would have been antidilutive: Year Ended December 31, 2023 2022 2021 Stock options 6,974,082 7,756,680 9,341,242 Restricted stock units 5,952,386 5,134,934 3,737,565 Performance stock units 630,775 341,404 — ESPP purchase rights 77,134 99,235 88,059 Total antidilutive securities 13,634,377 13,332,253 13,166,866 |
Restructuring (Tables)
Restructuring (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Restructuring Costs | The following table summarizes the restructuring costs and lease impairment charges under both plans in our consolidated statements of operations (in thousands): Year Ended December 31, 2023 Year Ended December 31, 2022 Severance and Related Charges (1) Lease Impairment Charges (2) Total Severance and Related Charges (1) Lease Impairment Charges (2) Total Cost of revenue Subscription and other platform $ 2,215 $ 108 $ 2,323 $ 363 $ — $ 363 Professional services 149 119 268 27 — 27 Total cost of revenue 2,364 227 2,591 390 — 390 Sales and marketing 2,246 256 2,502 1,146 — 1,146 Research and development 1,397 569 1,966 86 — 86 General and administrative 391 409 800 37 — 37 Total restructuring costs $ 6,398 $ 1,461 $ 7,859 $ 1,659 $ — $ 1,659 (1) Severance and related charges primarily include severance and one-time termination benefits. (2) Lease impairment charge represents the underutilized real estate charge on the Company’s headquarters lease. See Note 8 for additional information. |
Description of Business and S_3
Description of Business and Significant Accounting Policies - Initial Public Offering (Details) $ / shares in Units, $ in Thousands | 12 Months Ended | |||
Feb. 05, 2021 USD ($) $ / shares shares | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) shares | |
Description of Business and Significant Accounting Policies [Line Items] | ||||
Proceeds from initial public offering, net of underwriting discounts | $ 0 | $ 0 | $ 353,397 | |
Payments of offering costs | $ 0 | $ 0 | $ 3,714 | |
Common Stock | ||||
Description of Business and Significant Accounting Policies [Line Items] | ||||
Issuance of common stock upon initial public offering, net of underwriting discounts and other offering costs (in shares) | shares | 7,599,928 | |||
Convertible preferred stock converted into shares of common stock (in shares) | shares | 27,227,466 | |||
Common Stock | IPO | ||||
Description of Business and Significant Accounting Policies [Line Items] | ||||
Issuance of common stock upon initial public offering, net of underwriting discounts and other offering costs (in shares) | shares | 7,599,928 | |||
Offering price (in dollars per share) | $ / shares | $ 50 | |||
Proceeds from initial public offering, net of underwriting discounts | $ 347,800 | |||
Payments of offering costs | 26,600 | |||
Other offering costs | $ 5,600 | |||
Convertible preferred stock converted into shares of common stock (in shares) | shares | 27,227,466 | |||
Conversion of convertible preferred stock to common stock, ratio | 1 |
Description of Business and S_4
Description of Business and Significant Accounting Policies - Additional Information (Details) | 12 Months Ended | ||
Dec. 31, 2023 USD ($) reportableSegment operatingSegment | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | |
Description of Business and Significant Accounting Policies [Line Items] | |||
Estimated useful life | 3 years | ||
Impairment charges | $ 1,461,000 | $ 0 | $ 0 |
Capitalized contract cost, amortization period | 5 years | ||
Amortization of deferred contract acquisition costs | $ 15,589,000 | 15,665,000 | 15,248,000 |
Impairment losses of deferred contract acquisition costs | 0 | 0 | 0 |
Advertising costs | $ 7,800,000 | 14,800,000 | 17,300,000 |
Number of operating segments | operatingSegment | 1 | ||
Number of reportable segments | reportableSegment | 1 | ||
Cost Reduction And Cost Structure Reduction Plans | |||
Description of Business and Significant Accounting Policies [Line Items] | |||
Impairment charges | $ 1,461,000 | 0 | |
Lease Impairment Charges | Cost Reduction And Cost Structure Reduction Plans | |||
Description of Business and Significant Accounting Policies [Line Items] | |||
Impairment charges | $ 1,500,000 | 0 | 0 |
Employee Stock Option | |||
Description of Business and Significant Accounting Policies [Line Items] | |||
Requisite service period | 4 years | ||
Market Performance-Based Stock Awards | |||
Description of Business and Significant Accounting Policies [Line Items] | |||
Requisite service period | 3 years | ||
Minimum | Restricted Stock Units | |||
Description of Business and Significant Accounting Policies [Line Items] | |||
Requisite service period | 3 years | ||
Maximum | Restricted Stock Units | |||
Description of Business and Significant Accounting Policies [Line Items] | |||
Requisite service period | 4 years | ||
Sales and marketing | |||
Description of Business and Significant Accounting Policies [Line Items] | |||
Amortization of deferred contract acquisition costs | $ 15,600,000 | 15,700,000 | $ 15,200,000 |
Sales and marketing | Cost Reduction And Cost Structure Reduction Plans | |||
Description of Business and Significant Accounting Policies [Line Items] | |||
Impairment charges | $ 256,000 | $ 0 |
Revenue - Schedule of Disaggreg
Revenue - Schedule of Disaggregation of Revenue by Geographic Region (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Disaggregation Of Revenue [Line Items] | |||
Total revenue | $ 163,708 | $ 190,872 | $ 203,613 |
United States | |||
Disaggregation Of Revenue [Line Items] | |||
Total revenue | 126,147 | 144,869 | 150,579 |
EMEA | |||
Disaggregation Of Revenue [Line Items] | |||
Total revenue | 27,636 | 31,309 | 36,788 |
Other | |||
Disaggregation Of Revenue [Line Items] | |||
Total revenue | $ 9,925 | $ 14,694 | $ 16,246 |
Revenue - Foreign Countries Whi
Revenue - Foreign Countries Which Contributed 10% or more of Total Revenue (Detail) - customer | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Geographic Concentration Risk | Revenue | United Kingdom | |||
Disaggregation Of Revenue [Line Items] | |||
Percentage of concentration risk | 10% | ||
Customer Concentration Risk | Revenue | Customers Representing Concentration Risk | |||
Disaggregation Of Revenue [Line Items] | |||
Percentage of concentration risk | 10% | 10% | 10% |
Number of customers who accounted for 10% or more | 0 | 0 | 0 |
Customer Concentration Risk | Accounts Receivable Benchmark | Customers Representing Concentration Risk | |||
Disaggregation Of Revenue [Line Items] | |||
Percentage of concentration risk | 10% | 10% | |
Number of customers who accounted for 10% or more | 0 | 0 |
Revenue - Contract Balances (De
Revenue - Contract Balances (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2023 USD ($) | |
Revenue from Contract with Customer [Abstract] | |
Revenue recognized related to deferred revenue | $ 78.5 |
Revenue - Remaining Performance
Revenue - Remaining Performance Obligations (Details) $ in Millions | Dec. 31, 2023 USD ($) |
Disaggregation Of Revenue [Line Items] | |
Remaining performance obligation | $ 134.4 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2024-01-01 | |
Disaggregation Of Revenue [Line Items] | |
Remaining performance obligation percentage | 77% |
Revenue remaining performance obligation, expected timing of satisfaction period | 12 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2025-01-01 | |
Disaggregation Of Revenue [Line Items] | |
Revenue remaining performance obligation, expected timing of satisfaction period | |
Billed Consideration | |
Disaggregation Of Revenue [Line Items] | |
Remaining performance obligation | $ 75 |
Unbilled Consideration | |
Disaggregation Of Revenue [Line Items] | |
Remaining performance obligation | $ 59.4 |
Marketable Securities - Schedul
Marketable Securities - Schedule of Marketable Securities (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Marketable securities | ||
Amortized Cost | $ 145,271 | $ 302,133 |
Gross Unrealized Gains | 271 | 43 |
Gross Unrealized Losses | (45) | (1,051) |
Fair Value | 145,497 | 301,125 |
U.S. Treasury securities | ||
Marketable securities | ||
Amortized Cost | 135,850 | 219,895 |
Gross Unrealized Gains | 271 | 10 |
Gross Unrealized Losses | (40) | (801) |
Fair Value | 136,081 | 219,104 |
U.S. Agency securities | ||
Marketable securities | ||
Amortized Cost | 5,906 | 19,247 |
Gross Unrealized Gains | 0 | 19 |
Gross Unrealized Losses | (3) | (2) |
Fair Value | 5,903 | 19,264 |
Certificates of deposit | ||
Marketable securities | ||
Amortized Cost | 26,624 | |
Gross Unrealized Gains | 4 | |
Gross Unrealized Losses | (119) | |
Fair Value | 26,509 | |
Corporate debt securities | ||
Marketable securities | ||
Amortized Cost | 1,696 | 13,934 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | (1) | (86) |
Fair Value | 1,695 | 13,848 |
Commercial paper | ||
Marketable securities | ||
Amortized Cost | 1,819 | 22,433 |
Gross Unrealized Gains | 0 | 10 |
Gross Unrealized Losses | (1) | (43) |
Fair Value | $ 1,818 | $ 22,400 |
Marketable Securities - Sched_2
Marketable Securities - Schedule of Marketable Securities in an Unrealized Loss Position (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Marketable securities | ||
Marketable securities in a continuous loss position for less than 12 months | $ 67,839 | $ 158,866 |
Marketable securities in a continuous loss position for less than 12 months, Gross Unrealized Loss | (45) | (328) |
Marketable securities in a continuous loss position for 12 months or more | 0 | 85,518 |
Marketable securities in a continuous loss position for 12 months or more, Gross Unrealized Loss | 0 | (723) |
Marketable securities in a continuous loss position | 67,839 | 244,384 |
Marketable securities in a continuous loss position, Gross Unrealized Loss | (45) | (1,051) |
U.S. Treasury securities | ||
Marketable securities | ||
Marketable securities in a continuous loss position for less than 12 months | 60,150 | 116,161 |
Marketable securities in a continuous loss position for less than 12 months, Gross Unrealized Loss | (40) | (151) |
Marketable securities in a continuous loss position for 12 months or more | 0 | 77,173 |
Marketable securities in a continuous loss position for 12 months or more, Gross Unrealized Loss | 0 | (650) |
Marketable securities in a continuous loss position | 60,150 | 193,334 |
Marketable securities in a continuous loss position, Gross Unrealized Loss | (40) | (801) |
U.S. Agency securities | ||
Marketable securities | ||
Marketable securities in a continuous loss position for less than 12 months | 4,176 | 3,197 |
Marketable securities in a continuous loss position for less than 12 months, Gross Unrealized Loss | (3) | (2) |
Marketable securities in a continuous loss position for 12 months or more | 0 | 0 |
Marketable securities in a continuous loss position for 12 months or more, Gross Unrealized Loss | 0 | 0 |
Marketable securities in a continuous loss position | 4,176 | 3,197 |
Marketable securities in a continuous loss position, Gross Unrealized Loss | (3) | (2) |
Certificates of deposit | ||
Marketable securities | ||
Marketable securities in a continuous loss position for less than 12 months | 22,402 | |
Marketable securities in a continuous loss position for less than 12 months, Gross Unrealized Loss | (119) | |
Marketable securities in a continuous loss position for 12 months or more | 0 | |
Marketable securities in a continuous loss position for 12 months or more, Gross Unrealized Loss | 0 | |
Marketable securities in a continuous loss position | 22,402 | |
Marketable securities in a continuous loss position, Gross Unrealized Loss | (119) | |
Corporate debt securities | ||
Marketable securities | ||
Marketable securities in a continuous loss position for less than 12 months | 1,695 | 4,253 |
Marketable securities in a continuous loss position for less than 12 months, Gross Unrealized Loss | (1) | (13) |
Marketable securities in a continuous loss position for 12 months or more | 0 | 8,345 |
Marketable securities in a continuous loss position for 12 months or more, Gross Unrealized Loss | 0 | (73) |
Marketable securities in a continuous loss position | 1,695 | 12,598 |
Marketable securities in a continuous loss position, Gross Unrealized Loss | (1) | (86) |
Commercial paper | ||
Marketable securities | ||
Marketable securities in a continuous loss position for less than 12 months | 1,818 | 12,853 |
Marketable securities in a continuous loss position for less than 12 months, Gross Unrealized Loss | (1) | (43) |
Marketable securities in a continuous loss position for 12 months or more | 0 | 0 |
Marketable securities in a continuous loss position for 12 months or more, Gross Unrealized Loss | 0 | 0 |
Marketable securities in a continuous loss position | 1,818 | 12,853 |
Marketable securities in a continuous loss position, Gross Unrealized Loss | $ (1) | $ (43) |
Marketable Securities - Additio
Marketable Securities - Additional Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Marketable securities | |||
Credit loss recognized related to available for sale debt securities | $ 0 | $ 0 | $ 0 |
Reclassification out of Accumulated Other Comprehensive Income (Loss) | |||
Marketable securities | |||
Realized gains or losses from marketable securities that were reclassified out of other comprehensive income (loss) | $ 0 |
Marketable Securities - Sched_3
Marketable Securities - Schedule of Remaining Contractual Maturities of Marketable Securities (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Marketable Securities (Available For Sale) Maturities [Abstract] | ||
One year or less | $ 103,843 | |
Over one year through three years | 41,654 | |
Total marketable securities | $ 145,497 | $ 301,125 |
Fair Value Measurement - Schedu
Fair Value Measurement - Schedule of Financial Instruments Recorded at Fair Value on Recurring Basis (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Fair Value (Recurring) [Line Items] | ||
Fair Value | $ 145,497 | $ 301,125 |
U.S. Treasury securities | ||
Fair Value (Recurring) [Line Items] | ||
Fair Value | 136,081 | 219,104 |
U.S. Agency securities | ||
Fair Value (Recurring) [Line Items] | ||
Fair Value | 5,903 | 19,264 |
Certificates of deposit | ||
Fair Value (Recurring) [Line Items] | ||
Fair Value | 26,509 | |
Corporate debt securities | ||
Fair Value (Recurring) [Line Items] | ||
Fair Value | 1,695 | 13,848 |
Commercial paper | ||
Fair Value (Recurring) [Line Items] | ||
Fair Value | 1,818 | 22,400 |
Fair Value Measurements Recurring | ||
Fair Value (Recurring) [Line Items] | ||
Cash equivalents - money market mutual funds | 33,952 | 5,608 |
Total cash equivalents and marketable securities | 179,449 | 306,733 |
Fair Value Measurements Recurring | Level 1 | ||
Fair Value (Recurring) [Line Items] | ||
Cash equivalents - money market mutual funds | 33,952 | 5,608 |
Total cash equivalents and marketable securities | 33,952 | 5,608 |
Fair Value Measurements Recurring | Level 2 | ||
Fair Value (Recurring) [Line Items] | ||
Cash equivalents - money market mutual funds | 0 | 0 |
Total cash equivalents and marketable securities | 145,497 | 301,125 |
Fair Value Measurements Recurring | Level 3 | ||
Fair Value (Recurring) [Line Items] | ||
Cash equivalents - money market mutual funds | 0 | 0 |
Total cash equivalents and marketable securities | 0 | 0 |
Fair Value Measurements Recurring | U.S. Treasury securities | ||
Fair Value (Recurring) [Line Items] | ||
Fair Value | 136,081 | 219,104 |
Fair Value Measurements Recurring | U.S. Treasury securities | Level 1 | ||
Fair Value (Recurring) [Line Items] | ||
Fair Value | 0 | 0 |
Fair Value Measurements Recurring | U.S. Treasury securities | Level 2 | ||
Fair Value (Recurring) [Line Items] | ||
Fair Value | 136,081 | 219,104 |
Fair Value Measurements Recurring | U.S. Treasury securities | Level 3 | ||
Fair Value (Recurring) [Line Items] | ||
Fair Value | 0 | 0 |
Fair Value Measurements Recurring | U.S. Agency securities | ||
Fair Value (Recurring) [Line Items] | ||
Fair Value | 5,903 | 19,264 |
Fair Value Measurements Recurring | U.S. Agency securities | Level 1 | ||
Fair Value (Recurring) [Line Items] | ||
Fair Value | 0 | 0 |
Fair Value Measurements Recurring | U.S. Agency securities | Level 2 | ||
Fair Value (Recurring) [Line Items] | ||
Fair Value | 5,903 | 19,264 |
Fair Value Measurements Recurring | U.S. Agency securities | Level 3 | ||
Fair Value (Recurring) [Line Items] | ||
Fair Value | 0 | 0 |
Fair Value Measurements Recurring | Certificates of deposit | ||
Fair Value (Recurring) [Line Items] | ||
Fair Value | 26,509 | |
Fair Value Measurements Recurring | Certificates of deposit | Level 1 | ||
Fair Value (Recurring) [Line Items] | ||
Fair Value | 0 | |
Fair Value Measurements Recurring | Certificates of deposit | Level 2 | ||
Fair Value (Recurring) [Line Items] | ||
Fair Value | 26,509 | |
Fair Value Measurements Recurring | Certificates of deposit | Level 3 | ||
Fair Value (Recurring) [Line Items] | ||
Fair Value | 0 | |
Fair Value Measurements Recurring | Corporate debt securities | ||
Fair Value (Recurring) [Line Items] | ||
Fair Value | 1,695 | 13,848 |
Fair Value Measurements Recurring | Corporate debt securities | Level 1 | ||
Fair Value (Recurring) [Line Items] | ||
Fair Value | 0 | 0 |
Fair Value Measurements Recurring | Corporate debt securities | Level 2 | ||
Fair Value (Recurring) [Line Items] | ||
Fair Value | 1,695 | 13,848 |
Fair Value Measurements Recurring | Corporate debt securities | Level 3 | ||
Fair Value (Recurring) [Line Items] | ||
Fair Value | 0 | 0 |
Fair Value Measurements Recurring | Commercial paper | ||
Fair Value (Recurring) [Line Items] | ||
Fair Value | 1,818 | 22,400 |
Fair Value Measurements Recurring | Commercial paper | Level 1 | ||
Fair Value (Recurring) [Line Items] | ||
Fair Value | 0 | 0 |
Fair Value Measurements Recurring | Commercial paper | Level 2 | ||
Fair Value (Recurring) [Line Items] | ||
Fair Value | 1,818 | 22,400 |
Fair Value Measurements Recurring | Commercial paper | Level 3 | ||
Fair Value (Recurring) [Line Items] | ||
Fair Value | $ 0 | $ 0 |
Balance Sheets Components - All
Balance Sheets Components - Allowance For Doubtful Accounts (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Changes in Allowance for Doubtful Accounts | |||
Balance, beginning of period | $ 1,900 | $ 1,572 | $ 1,139 |
Charges to general and administrative expenses | 1,759 | 1,229 | 1,163 |
Write-offs and other adjustments | (1,098) | (901) | (730) |
Balance, end of period | $ 2,561 | $ 1,900 | $ 1,572 |
Balance Sheets Components - Bil
Balance Sheets Components - Billing Reserve (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Changes in Billing Reserve | |||
Balance, beginning of period | $ 1,030 | $ 1,105 | $ 1,034 |
Charges to revenue | 1,300 | 689 | 1,780 |
Write-offs and other adjustments | (1,270) | (764) | (1,709) |
Balance, end of period | $ 1,060 | $ 1,030 | $ 1,105 |
Balance Sheets Components - Sch
Balance Sheets Components - Schedule of Property and Equipment, Net (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross, finance lease | $ 38,112 | $ 35,920 |
Less: Accumulated depreciation and amortization | (32,741) | (28,708) |
Property and equipment, finance lease, net | 5,371 | 7,212 |
Computer, equipment and software | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross, finance lease | 33,220 | 31,243 |
Property and equipment, finance leases | 1,700 | 5,300 |
Accumulated amortization, finance lease | 1,600 | 4,000 |
Furniture and fixtures | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 1,091 | 1,071 |
Leasehold improvements | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 3,801 | $ 3,606 |
Balance Sheets Components - Add
Balance Sheets Components - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Balance Sheet Related Disclosures [Abstract] | |||
Depreciation and amortization expense for property and equipment | $ 4.8 | $ 5 | $ 4.6 |
Balance Sheets Components - S_2
Balance Sheets Components - Schedule of Property and Equipment, Net of Depreciation and Amortization, by Geographic Region (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Property Plant And Equipment [Line Items] | ||
Total property and equipment, finance lease, net | $ 5,371 | $ 7,212 |
United States | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment, finance lease, net | 5,069 | 6,449 |
EMEA | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment, finance lease, net | 284 | 722 |
Other | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment, finance lease, net | $ 18 | $ 41 |
Balance Sheets Components - S_3
Balance Sheets Components - Schedule of Accrued and Other Current Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Balance Sheet Related Disclosures [Abstract] | ||
Accrued compensation and benefits | $ 4,223 | $ 5,390 |
Accrued bonus and commissions | 7,095 | 6,814 |
Other | 5,589 | 6,261 |
Accrued and other current liabilities | $ 16,907 | $ 18,465 |
Business Combination (Details)
Business Combination (Details) - Vibbio $ in Millions | Apr. 08, 2022 USD ($) |
Business Acquisition [Line Items] | |
Purchase price | $ 3 |
Developed technology | |
Business Acquisition [Line Items] | |
Estimated fair value at acquisition date | $ 2.7 |
Intangible Assets - Acquired In
Intangible Assets - Acquired Intangible Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Total, Gross Carrying Amount | $ 2,303 | $ 2,424 |
Total, Accumulated Amortization | (998) | (445) |
Total, Net Carrying Amount | 1,305 | 1,979 |
Developed technology | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Developed technology, before foreign currency translation, Gross Carrying Amount | 2,700 | 2,700 |
Developed technology, before foreign currency translation, Accumulated Amortization | (992) | (434) |
Developed technology, before foreign currency translation, Net Carrying Amount | 1,708 | 2,266 |
Effect of foreign currency translation | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Effect of foreign currency translation, Gross Carrying Amount | (397) | (276) |
Effect of foreign currency translation, Accumulated Amortization | (6) | (11) |
Effect of foreign currency translation, Net Carrying Amount | $ (403) | $ (287) |
Intangible Assets - Additional
Intangible Assets - Additional Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Useful life | 4 years | 4 years | 4 years |
Remaining amortization period | 2 years 3 months 18 days | ||
Amortization expense | $ 600,000 | $ 400,000 | $ 0 |
Intangible Assets - Future Amor
Intangible Assets - Future Amortization Expense (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2024 | $ 577 | |
2025 | 575 | |
2026 | 153 | |
Total, Net Carrying Amount | $ 1,305 | $ 1,979 |
Leases - Additional Information
Leases - Additional Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Lessee, Lease, Description [Line Items] | |||
Impairment charges | $ 1,461,000 | $ 0 | $ 0 |
Cost Reduction And Cost Structure Reduction Plans | |||
Lessee, Lease, Description [Line Items] | |||
Impairment charges | 1,461,000 | 0 | |
Lease Impairment Charges | Cost Reduction And Cost Structure Reduction Plans | |||
Lessee, Lease, Description [Line Items] | |||
Impairment charges | $ 1,500,000 | $ 0 | $ 0 |
Minimum | |||
Lessee, Lease, Description [Line Items] | |||
Term of contract | 3 years | ||
Maximum | |||
Lessee, Lease, Description [Line Items] | |||
Term of contract | 12 years |
Leases - Balance Sheet Classifi
Leases - Balance Sheet Classification (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Non-Current Assets | ||
Finance lease assets | $ 67 | $ 1,308 |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Property and equipment, net | Property and equipment, net |
Operating right-of-use assets | $ 2,981 | $ 5,606 |
Total lease assets | 3,048 | 6,914 |
Current liabilities | ||
Finance lease liabilities, current | 127 | 1,554 |
Operating lease liabilities, current | 2,779 | 2,648 |
Non-Current Liabilities | ||
Finance lease liabilities, non-current | $ 0 | $ 91 |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Other long-term liabilities | Other long-term liabilities |
Operating lease liabilities, non-current | $ 2,483 | $ 5,040 |
Total lease liabilities | $ 5,389 | $ 9,333 |
Leases - Lease Cost (Details)
Leases - Lease Cost (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Finance lease cost | ||
Amortization of right-of-use assets | $ 547 | $ 1,751 |
Interest on finance lease liabilities | 35 | 115 |
Operating lease cost | 1,955 | 2,288 |
Variable lease cost | 483 | 380 |
Total lease cost | 3,020 | $ 4,534 |
ROU asset impairment charge | $ 1,200 |
Leases - Maturity of Lease Liab
Leases - Maturity of Lease Liabilities (Details) $ in Thousands | Dec. 31, 2023 USD ($) |
Finance Lease | |
2024 | $ 128 |
2025 | 0 |
2026 | 0 |
2027 | 0 |
Total lease payments | 128 |
Less imputed interest | (1) |
Present value of lease liabilities | 127 |
Operating Lease | |
2024 | 2,933 |
2025 | 2,349 |
2026 | 154 |
2027 | 34 |
Total lease payments | 5,470 |
Less imputed interest | (208) |
Present value of lease liabilities | $ 5,262 |
Leases - Weighted-Average Lease
Leases - Weighted-Average Lease Term (Details) | Dec. 31, 2023 | Dec. 31, 2022 |
Leases [Abstract] | ||
Weighted-average remaining lease term, finance lease | 3 months 18 days | 1 year |
Weighted-average discount rate, finance lease | 3.34% | 4.39% |
Weighted-average remaining lease term, operating lease | 1 year 10 months 24 days | 2 years 9 months 18 days |
Weighted-average discount rate, operating lease | 4.13% | 3.91% |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flows (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Cash paid for amounts included in the measurement of lease liabilities: | |||
Operating cash flows used by operating leases | $ 2,933 | $ 2,521 | |
Financing cash used by finance leases | 1,533 | 1,832 | $ 2,304 |
Right-of-use assets obtained in exchange for new lease liabilities: | |||
Operating leases | 224 | 357 | |
Finance leases | $ 0 | 0 | |
FASB ASU 2016-02 - Leases (Topic 842) Adopted on Jan 1, 2022 | |||
Right-of-use assets obtained in exchange for new lease liabilities: | |||
Operating leases | $ 7,246 |
Credit Facility- Revolving Line
Credit Facility- Revolving Line of Credit (Details) - USD ($) | 1 Months Ended | ||
Sep. 30, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | |
Revolving Line of Credit | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 50,000,000 | ||
Borrowing capacity | $ 50,000,000 | ||
Percentage of unused facility fee to be paid quarterly | 0.15% | ||
Current portion of total borrowing amount, subject to debt to EBITDA ratio, financial covenant | $ 5,000,000 | ||
Revolving Line of Credit | Prime Rate | |||
Debt Instrument [Line Items] | |||
Debt instrument, interest rate | 8.50% | 7.50% | |
Letter of Credit | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | 4,000,000 | ||
Letter of Credit | Property Lease Guarantee | |||
Debt Instrument [Line Items] | |||
Letters of credit outstanding, amount | $ 1,200,000 | ||
Credit Card Sublimit | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | 1,000,000 | ||
Revolving Credit Facility with at least $100 million deposit | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | 50,000,000 | ||
Revolving Credit Facility with at least $100 million deposit | Minimum | Bank Deposits | |||
Debt Instrument [Line Items] | |||
Cash to be maintained per agreement | 100,000,000 | ||
Revolving Credit Facility with less than $100 million deposit | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 50,000,000 | ||
Recurring revenue trailing period | 5 months | ||
Revolving Credit Facility with less than $100 million deposit | Maximum | Bank Deposits | |||
Debt Instrument [Line Items] | |||
Cash to be maintained per agreement | $ 100,000,000 |
Commitment and Contingencies -
Commitment and Contingencies - Unrecorded Purchase Obligations (Details) $ in Thousands | Dec. 31, 2023 USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2024 | $ 2,259 |
2025 | 1,096 |
2026 | 115 |
2027 | 115 |
Total | $ 3,585 |
Commitment and Contingencies _2
Commitment and Contingencies - Recorded Purchase Obligations (Details) $ in Millions | Dec. 31, 2023 USD ($) |
Software License Fees | |
Recorded Unconditional Purchase Obligation [Line Items] | |
Recognized purchase commitments | $ 0.8 |
Commitment and Contingencies _3
Commitment and Contingencies - Contingencies and Legal Proceedings (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Consolidated Putative Class Action | Pending Litigation | ||
Loss Contingencies [Line Items] | ||
Accrued litigation expense | $ 0 | |
Sales and Use Tax Assessments | ||
Loss Contingencies [Line Items] | ||
Accrual loss contingency | 0 | $ 0 |
Minimum | Sales and Use Tax Assessments | ||
Loss Contingencies [Line Items] | ||
Loss contingency, estimate of possible loss | 0 | |
Maximum | Sales and Use Tax Assessments | ||
Loss Contingencies [Line Items] | ||
Loss contingency, estimate of possible loss | $ 400,000 |
Stockholders_ Equity and Equi_3
Stockholders’ Equity and Equity Incentive Plan - Preferred Stock (Details) - Undesignated Preferred Stock | Feb. 05, 2021 $ / shares shares |
Class Of Stock [Line Items] | |
Undesignated preferred stock shares authorized (in shares) | shares | 10,000,000 |
Undesignated preferred stock par value (in dollars per share) | $ / shares | $ 0.0001 |
Stockholders_ Equity and Equi_4
Stockholders’ Equity and Equity Incentive Plan- Common Stock (Details) | Feb. 05, 2021 vote $ / shares shares | Dec. 31, 2023 $ / shares shares | Dec. 31, 2022 $ / shares shares |
Class Of Stock [Line Items] | |||
Common stock, authorized (in shares) | 500,000,000 | 500,000,000 | |
Common stock, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Number of votes per share | vote | 1 | ||
Common Stock | |||
Class Of Stock [Line Items] | |||
Common stock, authorized (in shares) | 500,000,000 |
Stockholders_ Equity and Equi_5
Stockholders’ Equity and Equity Incentive Plan - Common Stock Reserved for Future Issuance (Details) - shares | Dec. 31, 2023 | Dec. 31, 2022 |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Stock options outstanding (in shares) | 6,974,082 | 7,756,680 |
Number of shares available for future issuance (in shares) | 19,084,305 | |
2021 Equity Incentive Plan | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Common stock, shares available for grant (in shares) | 3,709,039 | |
2021 Employee Stock Purchase Plan | Employee Stock | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Common stock, shares available for grant (in shares) | 1,818,023 | |
Restricted Stock | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Restricted stock outstanding (in shares) | 6,583,161 |
Stockholders_ Equity and Equi_6
Stockholders’ Equity and Equity Incentive Plan- Equity Incentive Plan (Details) - shares | Feb. 05, 2021 | Jan. 01, 2024 | Dec. 31, 2023 |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Number of shares available for future issuance (in shares) | 19,084,305 | ||
2021 Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Number of shares available for future issuance (in shares) | 6,400,000 | ||
Percent of outstanding stock from Jan 1, 2022 to Jan 1, 2031, maximum | 5% | ||
2021 Plan | Subsequent Event | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Number of additional shares authorized (in shares) | 2,059,466 | ||
2021 Plan | Maximum | Employee Stock Option | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Term of stock options granted | 10 years | ||
2014 Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Number of shares available for future issuance (in shares) | 1,882,313 |
Stockholders_ Equity and Equi_7
Stockholders’ Equity and Equity Incentive Plan - Repurchase of Common Stock (Details) - USD ($) $ / shares in Units, $ in Thousands | 2 Months Ended | 12 Months Ended | |||
Feb. 15, 2024 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Mar. 31, 2023 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Capital return program, authorized amount | $ 125,000 | ||||
Number of shares repurchased (in shares) | 9,762,758 | 2,460,361 | 428,218 | ||
Average price per share, including commissions (in dollars per share) | $ 7.64 | $ 11.84 | $ 16.88 | ||
Total repurchase costs, including commissions (in millions) | $ 74,569 | $ 29,127 | $ 7,228 | ||
Subsequent Event | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Number of shares repurchased (in shares) | 702,620 | ||||
Average price per share, including commissions (in dollars per share) | $ 7.50 | ||||
Special Dividend | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Capital return program, authorized amount | 50,000 | ||||
Stock Repurchase | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Capital return program, authorized amount | $ 75,000 |
Stockholders_ Equity and Equi_8
Stockholders’ Equity and Equity Incentive Plan - Dividends (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||||
Jun. 15, 2023 | May 08, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Payments of cash dividends | $ 49,872 | $ 0 | $ 0 | ||
Capital Return Program | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Declared cash dividend (in dollars per share) | $ 1.09 | $ 1.09 | |||
Payments of cash dividends | $ 49,900 |
Stockholders_ Equity and Equi_9
Stockholders’ Equity and Equity Incentive Plan - Antidilution Adjustments to the Outstanding Awards (Details) | May 08, 2023 USD ($) |
Equity [Abstract] | |
Share-based payment arrangement, antidilution adjustment, incremental cost | $ 0 |
Stockholders_ Equity and Equ_10
Stockholders’ Equity and Equity Incentive Plan - Schedule of Stock Options (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Number of Shares | |||
Beginning balance (in shares) | 7,756,680 | ||
Granted (in shares) | 0 | 0 | |
Anti-dilution adjustment (in shares) | 389,037 | ||
Exercised (in shares) | (873,389) | ||
Cancelled and forfeited (in shares) | (298,246) | ||
Ending balance (in shares) | 6,974,082 | 7,756,680 | |
Vested and exercisable (in shares) | 6,341,680 | ||
Weighted- Average Exercise Price | |||
Beginning balance (in dollars per share) | $ 6.96 | ||
Granted (in dollars per share) | 0 | ||
Anti-dilution adjustment (in dollars per share) | 1.92 | ||
Exercised (in dollars per share) | 1.87 | ||
Cancelled and forfeited (in dollars per share) | 17.43 | ||
Ending Balance (in dollars per share) | 5.98 | $ 6.96 | |
Vested and exercisable (in dollars per share) | $ 5.15 | ||
Ending balance, weighted average remaining contractual life | 4 years 10 months 9 days | ||
Vested and exercisable, weighted average remaining contractual life | 4 years 7 months 28 days | ||
Exercised, aggregate intrinsic value | $ 5,198 | $ 12,600 | $ 65,900 |
Outstanding ending balance, aggregate intrinsic value | 30,580 | ||
Vested and exercisable, aggregate intrinsic value | $ 30,016 | ||
Weighted-average grant date fair value of options granted (in dollars per share) | $ 25.18 |
Stockholders_ Equity and Equ_11
Stockholders’ Equity and Equity Incentive Plan - Schedule of RSU Activity Under Equity Incentive Plans and Related Information (Details) - Restricted Stock Units | 12 Months Ended |
Dec. 31, 2023 $ / shares shares | |
Number of Shares | |
Unvested beginning balance (in shares) | shares | 5,134,934 |
Granted (in shares) | shares | 3,431,542 |
Anti-dilution adjustment (in shares) | shares | 950,208 |
Vested (in shares) | shares | (2,349,607) |
Cancelled and forfeited (in shares) | shares | (1,214,691) |
Unvested ending balance (in shares) | shares | 5,952,386 |
Weighted-Average Grant Date Fair Value | |
Unvested beginning balance (in dollars per share) | $ / shares | $ 14.37 |
Granted (in dollars per share) | $ / shares | 8.03 |
Anti-dilution adjustment (in dollars per share) | $ / shares | 12.43 |
Vested (in dollars per share) | $ / shares | 13.90 |
Cancelled and forfeited (in dollars per share) | $ / shares | 12.91 |
Unvested ending balance (in dollars per share) | $ / shares | $ 10.89 |
Stockholders_ Equity and Equ_12
Stockholders’ Equity and Equity Incentive Plan - Restricted Stock Units (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Restricted Stock Units | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Total fair value of RSU vested | $ 32.6 | $ 20.7 | $ 1 |
Stockholders_ Equity and Equ_13
Stockholders’ Equity and Equity Incentive Plan - Restricted Stock Unit with Performance Conditions (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | 15 Months Ended | ||||||
Feb. 02, 2021 | May 31, 2023 | Jan. 31, 2014 | Jun. 30, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2014 | Dec. 31, 2023 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Stock-based compensation expense | $ 45,017 | $ 38,543 | $ 25,650 | ||||||||
Executive Officer | Market-performance based restricted stock units | Share-based Payment Arrangement, Employee | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Granted (in shares) | 187,500 | ||||||||||
Requisite service period | 1 year | ||||||||||
Number of shares vested (in shares) | 187,500 | ||||||||||
Grant date fair value | $ 500 | ||||||||||
Stock-based compensation expense | $ 500 | ||||||||||
Executive Officer | PSUs Granted in Fourth Quarter 2022 | Market-performance based restricted stock units | Share-based Payment Arrangement, Employee | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Granted (in shares) | 341,404 | ||||||||||
Grant date fair value | $ 4,200 | ||||||||||
Requisite service period | 3 years | ||||||||||
Maximum payout range (as a percentage) | 200% | ||||||||||
Performance periods, maximum earned PSUs cap | 2 years | ||||||||||
Anti-dilution adjustment (in shares) | 54,167 | ||||||||||
Number of shares vested (in shares) | 0 | ||||||||||
Executive Officer | PSUs Granted in Fourth Quarter 2022 | Market-performance based restricted stock units | Share-based Payment Arrangement, Employee | Share-Based Payment Arrangement, Tranche One | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Award vesting percentage | 33.33% | ||||||||||
Maximum payout range (as a percentage) | 125% | ||||||||||
Executive Officer | PSUs Granted in Fourth Quarter 2022 | Market-performance based restricted stock units | Share-based Payment Arrangement, Employee | Share-Based Payment Arrangement, Tranche Two | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Award vesting percentage | 33.33% | ||||||||||
Maximum payout range (as a percentage) | 125% | ||||||||||
Executive Officer | PSUs Granted in Fourth Quarter 2022 | Market-performance based restricted stock units | Share-based Payment Arrangement, Employee | Share-Based Payment Arrangement, Tranche Three | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Award vesting percentage | 33.34% | ||||||||||
Executive Officer | PSUs Granted in Fourth Quarter 2022 | Market-performance based restricted stock units | Share-based Payment Arrangement, Employee | Minimum | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Payout range (as a percentage) | 0% | ||||||||||
Executive Officer | PSUs Granted in Fourth Quarter 2022 | Market-performance based restricted stock units | Share-based Payment Arrangement, Employee | Maximum | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Payout range (as a percentage) | 200% | ||||||||||
Executive Officer | PSUs Granted in Second Quarter 2023 | Market-performance based restricted stock units | Share-based Payment Arrangement, Employee | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Granted (in shares) | 203,000 | ||||||||||
Grant date fair value | $ 2,500 | ||||||||||
Requisite service period | 3 years | ||||||||||
Maximum payout range (as a percentage) | 200% | ||||||||||
Performance periods, maximum earned PSUs cap | 2 years | ||||||||||
Anti-dilution adjustment (in shares) | 32,204 | ||||||||||
Number of shares vested (in shares) | 0 | ||||||||||
Executive Officer | PSUs Granted in Second Quarter 2023 | Market-performance based restricted stock units | Share-based Payment Arrangement, Employee | Share-Based Payment Arrangement, Tranche One | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Award vesting percentage | 33.33% | ||||||||||
Maximum payout range (as a percentage) | 125% | ||||||||||
Executive Officer | PSUs Granted in Second Quarter 2023 | Market-performance based restricted stock units | Share-based Payment Arrangement, Employee | Share-Based Payment Arrangement, Tranche Two | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Award vesting percentage | 33.33% | ||||||||||
Maximum payout range (as a percentage) | 125% | ||||||||||
Executive Officer | PSUs Granted in Second Quarter 2023 | Market-performance based restricted stock units | Share-based Payment Arrangement, Employee | Share-Based Payment Arrangement, Tranche Three | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Award vesting percentage | 33.34% | ||||||||||
Executive Officer | PSUs Granted in Second Quarter 2023 | Market-performance based restricted stock units | Share-based Payment Arrangement, Employee | Minimum | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Payout range (as a percentage) | 0% | ||||||||||
Executive Officer | PSUs Granted in Second Quarter 2023 | Market-performance based restricted stock units | Share-based Payment Arrangement, Employee | Maximum | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Payout range (as a percentage) | 200% |
Stockholders_ Equity and Equ_14
Stockholders’ Equity and Equity Incentive Plan - Employee Stock Purchase Plan (Details) - $ / shares | 12 Months Ended | ||||
Feb. 05, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Jan. 01, 2024 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Number of shares available for future issuance (in shares) | 19,084,305 | ||||
Common Stock | Employee Stock | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Maximum Percentage of employees earnings contribution for purchase of common stock under ESPP | 20% | ||||
Purchase of common stock under ESPP (in shares) | 159,536 | 200,235 | 75,027 | ||
Employee stock purchase plan, shares purchased price paid per share (in dollars per share) | $ 6.32 | $ 7.90 | $ 14.04 | ||
Common Stock | Employee Stock | First Date of ESPP Offering | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Percentage of purchase price of common stock to fair market value of common stock on offering or purchase date | 85% | ||||
Common Stock | Employee Stock | Date of Purchase of ESPP Offering | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Percentage of purchase price of common stock to fair market value of common stock on offering or purchase date | 85% | ||||
2021 Employee Stock Purchase Plan | Employee Stock | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Maximum percentage of number of shares of stock issued and outstanding on the immediately preceding December 31 reserved for ESPP increases | 1% | ||||
Numbers of additional shares authorized from Jan 1, 2022 to Jan 1, 2031 under the plan | 1,300,000 | ||||
2021 Employee Stock Purchase Plan | Employee Stock | Subsequent Event | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Number of additional shares reserved pursuant to automatic annual increase (in shares) | 411,893 | ||||
2021 Employee Stock Purchase Plan | Common Stock | Employee Stock | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Number of shares available for future issuance (in shares) | 1,300,000 |
Stockholders_ Equity and Equ_15
Stockholders’ Equity and Equity Incentive Plan - Schedule of Black-Scholes Assumptions Used to Value the Employee Stock Purchase Rights (Detail) - shares | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Granted (in shares) | 0 | 0 | |
Dividend yield | 0% | ||
Employee Stock | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Expected term | 6 months | 6 months | |
Expected volatility, minimum | 43.79% | 48.27% | 34.08% |
Expected volatility, maximum | 49.38% | 54.22% | 61% |
Risk-free interest rate, minimum | 5.26% | 1.54% | 0.06% |
Risk-free interest rate, maximum | 5.38% | 4.54% | 0.07% |
Dividend yield | 0% | 0% | 0% |
Employee Stock Option | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Granted (in shares) | 0 | 0 | |
Expected volatility, minimum | 53.82% | ||
Expected volatility, maximum | 54.98% | ||
Risk-free interest rate, minimum | 0.62% | ||
Risk-free interest rate, maximum | 0.96% | ||
Dividend yield | 0% | ||
Performance stock units | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Granted (in shares) | 0 | ||
Expected term | 2 years 8 months 8 days | 3 years 3 days | |
Expected volatility | 53.10% | 59% | |
Risk-free interest rate | 3.98% | 4.16% | |
Dividend yield | 0% | 0% | |
Minimum | Employee Stock | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Expected term | 1 month 17 days | ||
Minimum | Employee Stock Option | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Expected term | 5 years 11 months 1 day | ||
Maximum | Employee Stock | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Expected term | 7 months 17 days | ||
Maximum | Employee Stock Option | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Expected term | 6 years 25 days |
Stockholders_ Equity and Equ_16
Stockholders’ Equity and Equity Incentive Plan - Expected Dividend Yield (Details) | 12 Months Ended |
Dec. 31, 2023 $ / shares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Dividend yield | 0% |
Other Than One-Time 2023 Special Dividend Declared | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Cash dividends payment (in dollars per share) | $ 0 |
Declared cash dividend (in dollars per share) | $ 0 |
Stockholders_ Equity and Equ_17
Stockholders’ Equity and Equity Incentive Plan - Schedule of Share-based Compensation Expense by line item in the Condensed Consolidated Statements of Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Class Of Stock [Line Items] | |||
Stock-based compensation expense | $ 45,017 | $ 38,543 | $ 25,650 |
Cost of revenue | |||
Class Of Stock [Line Items] | |||
Stock-based compensation expense | 3,359 | 4,051 | 2,279 |
Cost of revenue | Subscription and other platform | |||
Class Of Stock [Line Items] | |||
Stock-based compensation expense | 2,814 | 3,375 | 1,897 |
Cost of revenue | Professional services | |||
Class Of Stock [Line Items] | |||
Stock-based compensation expense | 545 | 676 | 382 |
Sales and marketing | |||
Class Of Stock [Line Items] | |||
Stock-based compensation expense | 13,974 | 14,304 | 8,806 |
Research and development | |||
Class Of Stock [Line Items] | |||
Stock-based compensation expense | 9,126 | 7,958 | 4,402 |
General and administrative | |||
Class Of Stock [Line Items] | |||
Stock-based compensation expense | $ 18,558 | $ 12,230 | $ 10,163 |
Stockholders_ Equity and Equ_18
Stockholders’ Equity and Equity Incentive Plan - Schedule of Unrecognized Stock-based Compensation Expense (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2023 USD ($) | |
Employee Stock | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Unrecognized stock-based compensation expense | $ 106 |
Weighted-average amortization period | 4 months 13 days |
Stock options | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Unrecognized stock-based compensation expense | $ 11,215 |
Weighted-average amortization period | 1 year 3 months |
Restricted Stock | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Unrecognized stock-based compensation expense | $ 52,554 |
Weighted-average amortization period | 2 years 1 month 13 days |
Employees Benefit Plan (Details
Employees Benefit Plan (Details) - Other Postretirement Benefits Plan - 401K Plan - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Defined Contribution Plan Disclosure [Line Items] | |||
Amount of compensation automatically deferred | 3% | ||
Amount of compensation automatically deferred, annual escalator amount | 1% | ||
Deferral rate, percent | 6% | ||
Amount of deferrals, rollovers and matching contributions automatically vested when contributed | 100% | ||
Contribution expense | $ 200,000 | $ 300,000 | $ 300,000 |
Maximum | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Maximum contribution amount per participant | $ 500 | $ 500 | $ 500 |
Other (Income) Expense, Net (De
Other (Income) Expense, Net (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Other Income and Expenses [Abstract] | |||
Interest income | $ (3,913) | $ (1,914) | $ (685) |
(Accretion) amortization on marketable securities | (7,716) | (1,242) | 504 |
Foreign currency losses | 374 | 910 | 768 |
Other | (48) | (268) | (100) |
Other (income) expense, net | $ (11,303) | $ (2,514) | $ 487 |
Income Taxes - Components of In
Income Taxes - Components of Income (Loss) Before Provision for (Benefit from) Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |||
Domestic | $ (54,585) | $ (59,414) | $ (25,983) |
Foreign | 3,794 | 2,164 | 1,442 |
Loss before provision for (benefit from) income taxes | $ (50,791) | $ (57,250) | $ (24,541) |
Income Taxes - Provision for (B
Income Taxes - Provision for (Benefit from) Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Current tax expense | |||
Federal | $ 0 | $ 0 | $ 0 |
State | 31 | 18 | 2 |
Foreign | 773 | 1,201 | (10) |
Total current tax (benefit) expense | 804 | 1,219 | (8) |
Deferred tax expense: | |||
Federal | 0 | 0 | 0 |
State | 0 | 0 | 0 |
Foreign | 191 | (261) | (277) |
Total deferred tax (benefit) expense | 191 | (261) | (277) |
Provision for (benefit from) income taxes | $ 995 | $ 958 | $ (285) |
Income Taxes - Reconciliation f
Income Taxes - Reconciliation for Provision for (Benefit from) Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |||
Tax benefit at U.S. statutory rate | $ (10,666) | $ (12,023) | $ (5,154) |
State income taxes, net of federal benefit | 24 | 14 | 10 |
Foreign income and withholding taxes | 135 | 26 | 79 |
Change in uncertain tax positions | 115 | 2 | 64 |
Stock-based compensation | 2,728 | 2,518 | (6,386) |
Section 162(m) | 2,311 | 1,490 | 621 |
Expired attributes | 49 | 953 | 3,118 |
Change in valuation allowance | 5,791 | 8,148 | 6,986 |
Research and development credits | (599) | (759) | (43) |
Global Intangible Low-Taxed Income | 495 | 140 | 0 |
Non-deductible transactions costs | 554 | 0 | 0 |
Other | 58 | 449 | 420 |
Provision for (benefit from) income taxes | $ 995 | $ 958 | $ (285) |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Deferred tax assets | ||
Accrued expense and others | $ 3,816 | $ 3,981 |
Stock-based compensation | 5,458 | 4,778 |
Net operating losses | 31,761 | 31,803 |
Tax credit carryforwards | 8,404 | 7,416 |
Fixed assets | 548 | 83 |
Intangibles and Section 174 costs | 9,054 | 5,298 |
Lease liability | 1,201 | 1,540 |
Gross deferred tax assets | 60,242 | 54,899 |
Valuation allowance | (52,151) | (45,510) |
Total deferred tax assets | 8,091 | 9,389 |
Deferred tax liabilities | ||
Right-of-use Asset | (633) | (1,032) |
Deferred commissions | (7,136) | (7,845) |
Total deferred tax liabilities | (7,769) | (8,877) |
Net deferred tax assets | $ 322 | $ 512 |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Reconciliation of Total Unrecognized Tax Position | |||
Beginning balance | $ 2,882 | $ 2,515 | $ 2,397 |
Increase (decrease) related to prior year tax provisions | 0 | (151) | |
Increase (decrease) related to prior year tax provisions | 44 | ||
Increase related to current year tax positions | 289 | 438 | 341 |
Decrease due to lapse of applicable statute of limitations | (20) | (115) | (72) |
Ending balance | $ 3,151 | $ 2,882 | $ 2,515 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Investments, Owned, Federal Income Tax Note [Line Items] | |||
Undistributed earnings of the Company's foreign subsidiaries | $ 4,900,000 | $ 4,300,000 | $ 3,400,000 |
Increase in valuation allowance | 6,600,000 | ||
Valuation allowance | (52,151,000) | $ (45,510,000) | |
Tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly increase or decrease | 0 | ||
Amount of of unrecognized tax benefits that would affect Company's effective tax rate if recognized | $ 500,000 | ||
Minimum | |||
Investments, Owned, Federal Income Tax Note [Line Items] | |||
Years remaining open to examination | 3 years | ||
Maximum | |||
Investments, Owned, Federal Income Tax Note [Line Items] | |||
Years remaining open to examination | 4 years | ||
Foreign Tax Authority | |||
Investments, Owned, Federal Income Tax Note [Line Items] | |||
Valuation allowance | $ 0 | ||
Federal | |||
Investments, Owned, Federal Income Tax Note [Line Items] | |||
Net operating loss carryforwards | 123,700,000 | ||
Net operating loss carryforwards indefinitely | $ 70,200,000 | ||
Net operating loss carryover limit based on taxable income | 80% | ||
Federal | Research Tax Credit Carryforward | |||
Investments, Owned, Federal Income Tax Note [Line Items] | |||
Research and development credit carryforwards | $ 6,100,000 | ||
State | |||
Investments, Owned, Federal Income Tax Note [Line Items] | |||
Net operating loss carryforwards | 91,000,000 | ||
State | Research Tax Credit Carryforward | |||
Investments, Owned, Federal Income Tax Note [Line Items] | |||
Research and development credit carryforwards | $ 6,000,000 |
Net Loss Per Share Attributab_3
Net Loss Per Share Attributable to Common Stockholders - Schedule of Computation of Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Basic net income (loss) per share | |||
Net loss | $ (51,786) | $ (58,208) | $ (24,256) |
Cumulative preferred dividends allocated to preferred stockholders | 0 | 0 | (558) |
Net loss attributable to common stockholders | $ (51,786) | $ (58,208) | $ (24,814) |
Net loss per share of common stock, basic (in dollars per share) | $ (1.16) | $ (1.23) | $ (0.57) |
Net loss per share of common stock, diluted (in dollars per share) | $ (1.16) | $ (1.23) | $ (0.57) |
Weighted-average common stock outstanding, basic (in shares) | 44,644,792 | 47,486,225 | 43,562,604 |
Weighted-average common stock outstanding, diluted (in shares) | 44,644,792 | 47,486,225 | 43,562,604 |
Net Loss Per Share Attributab_4
Net Loss Per Share Attributable to Common Stockholders - Schedule of Potential Shares of Common Stock Excluded from Computation of Diluted Net Loss Per Share (Details) - shares | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Total antidilutive securities (in shares) | 13,634,377 | 13,332,253 | 13,166,866 |
Stock options | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Total antidilutive securities (in shares) | 6,974,082 | 7,756,680 | 9,341,242 |
Restricted stock units | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Total antidilutive securities (in shares) | 5,952,386 | 5,134,934 | 3,737,565 |
Performance stock units | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Total antidilutive securities (in shares) | 630,775 | 341,404 | 0 |
ESPP purchase rights | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Total antidilutive securities (in shares) | 77,134 | 99,235 | 88,059 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Related Party Transaction [Line Items] | |||
Research and development | $ 41,122 | $ 44,102 | $ 34,835 |
Accounts payable | 1,914 | 4,611 | |
Chief Executive Officer of Third-party Vendor | Accounts Payable | |||
Related Party Transaction [Line Items] | |||
Accounts payable | 200 | ||
Chief Executive Officer of Third-party Vendor | Accounts Payable and Accrued Liabilities | |||
Related Party Transaction [Line Items] | |||
Accounts payable and accrued liabilities, current | 700 | ||
Research and development | Chief Executive Officer of Third-party Vendor | |||
Related Party Transaction [Line Items] | |||
Research and development | $ 2,700 | $ 3,000 | $ 2,500 |
Restructuring - Schedule of Res
Restructuring - Schedule of Restructuring Costs (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Restructuring Cost and Reserve [Line Items] | |||
Lease Impairment Charges | $ 1,461 | $ 0 | $ 0 |
Cost Reduction And Cost Structure Reduction Plans | |||
Restructuring Cost and Reserve [Line Items] | |||
Severance and Related Charges | 6,398 | 1,659 | |
Lease Impairment Charges | 1,461 | 0 | |
Total | 7,859 | 1,659 | |
Cost Reduction And Cost Structure Reduction Plans | Cost of revenue | |||
Restructuring Cost and Reserve [Line Items] | |||
Severance and Related Charges | 2,364 | 390 | |
Lease Impairment Charges | 227 | 0 | |
Total | 2,591 | 390 | |
Cost Reduction And Cost Structure Reduction Plans | Sales and marketing | |||
Restructuring Cost and Reserve [Line Items] | |||
Severance and Related Charges | 2,246 | 1,146 | |
Lease Impairment Charges | 256 | 0 | |
Total | 2,502 | 1,146 | |
Cost Reduction And Cost Structure Reduction Plans | Research and development | |||
Restructuring Cost and Reserve [Line Items] | |||
Severance and Related Charges | 1,397 | 86 | |
Lease Impairment Charges | 569 | 0 | |
Total | 1,966 | 86 | |
Cost Reduction And Cost Structure Reduction Plans | General and administrative | |||
Restructuring Cost and Reserve [Line Items] | |||
Severance and Related Charges | 391 | 37 | |
Lease Impairment Charges | 409 | 0 | |
Total | 800 | 37 | |
Subscription and other platform | Cost Reduction And Cost Structure Reduction Plans | |||
Restructuring Cost and Reserve [Line Items] | |||
Severance and Related Charges | 2,215 | 363 | |
Lease Impairment Charges | 108 | 0 | |
Total | 2,323 | 363 | |
Professional services | Cost Reduction And Cost Structure Reduction Plans | |||
Restructuring Cost and Reserve [Line Items] | |||
Severance and Related Charges | 149 | 27 | |
Lease Impairment Charges | 119 | 0 | |
Total | $ 268 | $ 27 |
Restructuring - Additional Info
Restructuring - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Mar. 31, 2024 | |
Restructuring Cost and Reserve [Line Items] | |||
Restructuring, incurred cost, statement of income or comprehensive income, extensible enumeration, not disclosed, flag | restructuring costs | restructuring costs | |
Cost Reduction And Cost Structure Reduction Plans | |||
Restructuring Cost and Reserve [Line Items] | |||
Payment for restructuring costs | $ 6,500 | $ 1,500 | |
Restructuring liability | $ 100 | $ 200 | |
Cost Structure Reduction Plan | Minimum | Forecast | |||
Restructuring Cost and Reserve [Line Items] | |||
Expected restructuring costs | $ 600 | ||
Cost Structure Reduction Plan | Maximum | Forecast | |||
Restructuring Cost and Reserve [Line Items] | |||
Expected restructuring costs | $ 900 |