LegalZoom.com (LZ) 10-Q 7 May 24 2024 Q1 Quarterly report Financial data

Cover

Cover - shares	3 Months Ended
	Mar. 31, 2024	May 01, 2024
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Mar. 31, 2024
Document Transition Report	false
Entity File Number	001-35618
Entity Registrant Name	LegalZoom.com, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	95-4752856
Entity Address, Address Line One	954 Villa Street
Entity Address, City or Town	Mountain View
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94041
City Area Code	323
Local Phone Number	962-8600
Title of 12(b) Security	Common Stock, par value $0.001 per share
Trading Symbol	LZ
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		188,195,829
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q1
Entity Central Index Key	0001286139
Former Address
Document Information [Line Items]
Entity Address, Address Line One	101 North Brand Boulevard
Entity Address, Address Line Two	11th Floor
Entity Address, City or Town	Glendale
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	91203

Unaudited Condensed Consolidate

Unaudited Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Current assets:
Cash and cash equivalents	$ 228,129	$ 225,719
Accounts receivable, net of allowances of $3,433 and $4,906, respectively	15,726	11,738
Prepaid expenses and other current assets	17,914	15,159
Current assets held for sale	22,722	22,722
Total current assets	284,491	275,338
Property and equipment, net	53,154	48,232
Goodwill	63,318	63,318
Intangible assets, net	12,465	13,735
Operating lease right-of-use assets	7,895	8,518
Deferred income taxes	28,855	29,015
Available-for-sale debt securities	1,160	1,159
Other assets	8,407	8,503
Total assets	459,745	447,818
Current liabilities:
Accounts payable	34,150	32,282
Accrued expenses and other current liabilities	52,569	61,678
Deferred revenue	187,547	167,951
Operating lease liabilities	1,831	2,052
Total current liabilities	276,097	263,963
Operating lease liabilities, non-current	6,645	6,966
Deferred revenue	486	490
Other liabilities	8,611	7,565
Total liabilities	291,839	278,984
Commitments and contingencies
Stockholders’ equity:
Preferred stock, $0.001 par value; 100,000 shares authorized at March 31, 2024 and December 31, 2023, none issued or outstanding at March 31, 2024 and December 31, 2023	0	0
Common stock, $0.001 par value; 1,000,000 shares authorized; 188,875 shares and 188,538 shares issued and outstanding at March 31, 2024 and December 31, 2023, respectively	190	189
Additional paid-in capital	1,108,263	1,101,474
Accumulated deficit	(941,075)	(933,061)
Accumulated other comprehensive income	528	232
Total stockholders’ equity	167,906	168,834
Total liabilities and stockholders’ equity	$ 459,745	$ 447,818

Unaudited Condensed Consolida_2

Unaudited Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) shares in Thousands, $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Statement of Financial Position [Abstract]
Accounts receivable, allowances	$ 3,433	$ 4,906
Preferred stock par value (in dollars per share)	$ 0.001	$ 0.001
Preferred stock shares authorized (in shares)	100,000	100,000
Preferred stock shares issued (in shares)	0	0
Preferred stock shares outstanding (in shares)	0	0
Common stock par value (in dollars per share)	$ 0.001	$ 0.001
Common stock shares authorized (in shares)	1,000,000	1,000,000
Common stock shares issued (in shares)	188,875	188,538
Common stock shares outstanding (in shares)	188,875	188,538

Unaudited Condensed Consolida_3

Unaudited Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Income Statement [Abstract]
Revenue	$ 174,214	$ 165,936
Cost of revenue	68,384	60,395
Gross profit	105,830	105,541
Operating expenses:
Sales and marketing	53,753	60,150
Technology and development	23,957	19,683
General and administrative	23,065	26,504
Total operating expenses	100,775	106,337
Income (loss) from operations	5,055	(796)
Interest expense	(61)	(84)
Interest income	2,887	1,665
Other (expense) income, net	93	694
Income before income taxes	7,974	1,479
Provision for income taxes	3,230	3,837
Net income (loss)	$ 4,744	$ (2,358)
Net income (loss) per share —basic (in dollars per share)	$ 0.03	$ (0.01)
Net income (loss) per share —diluted (in dollars per share)	$ 0.02	$ (0.01)
Weighted-average shares used to compute net income (loss) per share —basic (in shares)	188,618	191,293
Weighted-average shares used to compute net income (loss) per share —diluted (in shares)	193,397	191,293

Unaudited Condensed Consolida_4

Unaudited Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Statement of Comprehensive Income [Abstract]
Net income (loss)	$ 4,744	$ (2,358)
Other comprehensive income (loss), net of tax:
Change in foreign currency translation adjustments	296	(631)
Total other comprehensive income (loss)	296	(631)
Total comprehensive income (loss)	$ 5,040	$ (2,989)

Unaudited Condensed Consolida_5

Unaudited Condensed Consolidated Statements of Stockholders’ Equity - USD ($) shares in Thousands, $ in Thousands	Total	Common Stock	Additional Paid-In Capital	Accumulated Deficit	Accumulated Other Comprehensive Income
Beginning Balance (in shares) at Dec. 31, 2022		190,822
Beginning balance at Dec. 31, 2022	$ 142,375	$ 190	$ 1,032,550	$ (891,862)	$ 1,497
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock upon exercise of stock options (in shares)		28
Issuance of common stock upon exercise of stock options	22		22
Issuance of common stock upon vesting of restricted stock awards (in shares)		1,164
Issuance of common stock upon vesting of restricted stock awards	0	$ 1	(1)
Stock-based compensation	17,378		17,378
Repurchased common stock (in shares)		(771)
Repurchased common stock	(6,768)	$ (1)		(6,767)
Other comprehensive income (loss)	(631)				(631)
Net income (loss)	(2,358)			(2,358)
Ending Balance (in shares) at Mar. 31, 2023		191,244
Ending balance at Mar. 31, 2023	$ 150,017	$ 190	1,049,948	(900,987)	866
Beginning Balance (in shares) at Dec. 31, 2023	188,538	188,538
Beginning balance at Dec. 31, 2023	$ 168,834	$ 189	1,101,474	(933,061)	232
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock upon exercise of stock options (in shares)		161
Issuance of common stock upon exercise of stock options	82		82
Issuance of common stock upon vesting of restricted stock awards (in shares)		2,236
Issuance of common stock upon vesting of restricted stock awards	0	$ 2	(2)
Shares surrendered for settlement of minimum statutory tax withholdings (in shares)		(888)
Shares surrendered for settlement of minimum statutory tax withholdings	(9,564)		(9,564)
Stock-based compensation	$ 16,273		16,273
Repurchased common stock (in shares)	(1,200)	(1,172)
Repurchased common stock	$ (12,759)	$ (1)		(12,758)
Other comprehensive income (loss)	296				296
Net income (loss)	$ 4,744			4,744
Ending Balance (in shares) at Mar. 31, 2024	188,875	188,875
Ending balance at Mar. 31, 2024	$ 167,906	$ 190	$ 1,108,263	$ (941,075)	$ 528

Unaudited Condensed Consolida_6

Unaudited Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Cash flows from operating activities
Net income (loss)	$ 4,744	$ (2,358)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization	7,670	5,569
Amortization of right-of-use assets	687	687
Amortization of debt issuance costs	57	56
Stock-based compensation	14,856	16,467
Deferred income taxes	1,263	2,763
Change in fair value of contingent consideration	0	(631)
Unrealized foreign exchange (gain) loss	346	(579)
Changes in operating assets and liabilities:
Accounts receivable	(3,989)	(2,588)
Prepaid expenses and other current assets	(2,758)	(2,869)
Other assets	44	348
Accounts payable	1,428	936
Accrued expenses and other liabilities	(9,086)	(4,947)
Operating lease liabilities	(606)	(572)
Income tax payable	(55)	7
Deferred revenue	19,593	16,918
Net cash provided by operating activities	34,194	29,208
Cash flows from investing activities
Purchase of property and equipment	(9,477)	(7,428)
Net cash used in investing activities	(9,477)	(7,428)
Cash flows from financing activities
Repayment of capital lease obligations	(6)	(9)
Repurchase of common stock	(12,783)	(6,768)
Shares surrendered for settlement of minimum statutory tax withholding	(9,564)	0
Proceeds from issuance of stock under employee stock plans	82	22
Net cash used in financing activities	(22,271)	(6,755)
Effect of exchange rate changes on cash and cash equivalents	(36)	19
Net increase in cash and cash equivalents	2,410	15,044
Cash and cash equivalents, at beginning of the period	225,719	189,082
Cash and cash equivalents, at end of the period	228,129	204,126
Non-cash operating, investing, and financing activities:
Purchase of property and equipment included in accounts payable and accrued expenses and other current liabilities	3,004	1,120
Capitalized stock-based compensation	$ 1,417	$ 911

Description of the Business

Description of the Business	3 Months Ended
	Mar. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description of the Business	Description of the Business LegalZoom.com, Inc., was initially formed as a California corporation in 1999 and reincorporated as a Delaware corporation in 2007. LegalZoom.com, Inc., and its wholly owned subsidiaries, are referred to herein as the “Company”, “we,” “us,” or “our”. We are a provider of services that meet the legal needs of small businesses and consumers. Our position at business inception allows us to become a trusted business advisor, supporting the evolving needs of a new business across its lifecycle, and we have expanded our platform to include professional expertise and other products, both legal and non-legal, to better meet the needs of small businesses. Along with business formation, our offerings include ongoing compliance and tax advice and filings, business licenses, accounting, virtual mailbox and e-signature solutions, trademark filings, and estate plans. Additionally, we have insights into our customers and leverage our offerings as a channel to introduce small businesses to leading brands in our partner ecosystem, solving even more of their business needs.

Summary of Significant Accounti

Summary of Significant Accounting Policies	3 Months Ended
	Mar. 31, 2024
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Summary of Significant Accounting Policies A summary of the significant accounting policies we follow in the preparation of the accompanying unaudited condensed consolidated financial statements is set forth below. Basis of Presentation and Consolidation The accompanying unaudited condensed consolidated financial statements are presented in accordance with accounting principles generally accepted in the United States of America, or GAAP, for interim financial information. Certain information and disclosures normally included in consolidated financial statements prepared in accordance with GAAP have been condensed or omitted. Accordingly, these unaudited condensed consolidated financial statements should be read in conjunction with our audited consolidated financial statements and the related notes thereto included in the Annual Report on Form 10-K for the year ended December 31, 2023. The December 31, 2023 unaudited condensed consolidated balance sheet was derived from our audited consolidated financial statements as of that date. Our unaudited condensed consolidated financial statements include, in the opinion of management, all adjustments, consisting of normal and recurring items, necessary for the fair statement of the unaudited condensed consolidated financial statements. All intercompany balances and transactions have been eliminated in consolidation. There have been no significant changes in accounting policies during the three months ended March 31, 2024 from those disclosed in the annual consolidated financial statements for the year ended December 31, 2023 and the related notes, except as noted below under Recently Adopted Accounting Pronouncements . The operating results for the three months ended March 31, 2024 are not necessarily indicative of the results expected for the full year ending December 31, 2024. Beginning in the fourth quarter of 2023, we include partner revenue in transaction and subscription revenue to conform with how we evaluate our performance. This change had no impact on total revenue. Prior period disaggregated revenue disclosures have been conformed to the current period presentation. Certain other reclassifications have been made to prior periods amounts to conform to the current period presentation. Use of Estimates The preparation of financial statements in conformity with GAAP requires estimates and assumptions that affect the reported amounts of assets and liabilities, revenue and expenses, and related disclosures of contingent liabilities in the consolidated financial statements and accompanying notes. Estimates are used for, however not limited to, revenue recognition, sales allowances and expected credit loss allowances, available-for-sale debt securities, other equity securities, recoverability of long-lived assets and goodwill, income taxes, commitments and contingencies, valuation of assets and liabilities acquired in business combinations, valuation of assets in asset acquisitions, and fair value of stock-based compensation. Actual results could differ materially from those estimates. On an ongoing basis, we evaluate the estimates compared to historical experience and other factors including the current economic and regulatory environment, which form the basis for our judgments about the carrying value of assets and liabilities. Significant Accounting Policies Significant accounting policies are detailed in "Note 2. Summary of Significant Accounting Policies" of our Annual Report on Form 10-K for the year ended December 31, 2023. Segment and Geographic Information Our Chief Executive Officer, as the Chief Operating Decision Maker, organizes our company, manages resource allocations, and measures performance on the basis of one operating segment. Revenue outside of the U.S., based on the location of the customer, represented less than 1% of our unaudited consolidated revenue for the three months ended March 31, 2024 and 2023. Our property and equipment and right-of-use, or ROU, assets located outside of the U.S. were immaterial as of March 31, 2024 and December 31, 2023. Concentrations of Credit Risk We maintain accounts in U.S. and U.K. banks with funds insured by the Federal Deposit Insurance Corporation, or FDIC, and the Financial Services Compensation Scheme, or FSCS, respectively. Our bank accounts may, at times, exceed the FDIC and FSCS insured limits. Financial instruments that potentially subject us to credit risk consist principally of cash and cash equivalents. Management believes that we are not exposed to any significant credit risk related to our cash or cash equivalents and have not experienced any losses in such accounts. Due to a large and diverse customer base, no individual customer represented more t han 10% of total r evenue for the three months ended March 31, 2024 and 2023. At March 31, 2024 and December 31, 2023, there were no customers with an outstanding balance of 10% or more of our total accounts receivable balance. Accounts Receivable and Allowance for Credit Losses Our accounts receivable balances, which are not collateralized and do not bear interest, primarily consist of amounts receivable from our credit and debit card merchant processors, customer receivables, and fees due from third-parties for services purchased by our customers from such third-parties. We reduce our accounts receivable for sales allowances and a reserve for potentially uncollectible receivables. We determine the amount of the allowances based on various factors, including historical collection experience, the age of the accounts receivable balances, credit quality of our customers, current economic conditions, reasonable and supportable forecasts of future economic conditions, and other factors that may affect our ability to collect from customers. Account balances are charged off against the allowance when we determine that it is not probable we will collect the receivable. At March 31, 2024 and December 31, 2023 the allowance for credit losses was not material. Investments in Other Equity Securities We hold an equity investment in LawPath, Pty Ltd, or LawPath, an Australian proprietary limited company that provides an online legal platform to individuals and small and medium sized businesses. At both March 31, 2024 and December 31, 2023, the carrying amount of our investment in LawPath was $4.4 million. The investment in LawPath does not have a readily determinable fair value. Revenue Recognition We derive our revenue from the following sources: Transaction revenue —Transaction revenue is primarily generated from our customized legal document services upon fulfillment of these services. Transaction revenue includes filing fees and is net of cancellations, promotional discounts, sales allowances and credit reserves. Tax preparation services are recognized at the point in time when the customer’s tax return is filed and accepted by the applicable government authority. We also earn fees from third-party providers from leads generated to such providers through our online legal platform. Subscription revenue —Subscription revenue is generated primarily from subscriptions to our registered agent, compliance packages, attorney advice, legal forms, tax and accounting, virtual mail and e-signature services, and software-as-a-service, or SaaS, accounting solution subscriptions and SaaS subscriptions in the U.K. We generally recognize revenue from our subscriptions ratably over the subscription term. Subscription terms generally range from thirty days to one year. Subscription revenue includes the transaction price allocated to bundled free trials for our subscription services and is net of promotional discounts, cancellations, sales allowances and credit reserves and payments to third-party service providers. For transaction and subscription revenue, we generally collect payments and fees at the time orders are placed and prior to services being rendered. We record amounts collected for services that have not been performed as deferred revenue on our consolidated balance sheet. The transaction price that we record is generally based on the contractual amounts and is reduced for estimated sales allowances for price concessions, charge-backs, sales credits and refunds, which are accounted for as variable consideration when estimating the amount of revenue to recognize. Our transaction and subscription revenue is as follows (in thousands): Three Months Ended March 31, 2024 2023 Transaction $ 66,317 $ 68,027 Subscription 107,897 97,909 Total revenue $ 174,214 $ 165,936 Recently Adopted Accounting Pronouncements In September 2022, the Financial Accounting Standards Board, or FASB, issued Accounting Standards Update, or ASU 2022-04, Liabilities—Supplier Finance Programs (Subtopic 405-50): Disclosure of Supplier Finance Program Obligations , which requires that a buyer in a supplier finance program disclose qualitative and quantitative information about its supplier finance programs. We adopted ASU 2022-04 effective January 1, 2023. The adoption of this accounting standard did not have a material impact on our consolidated financial statements. In March 2023, the FASB issued ASU 2023-01, Leases (Topic 842): Common Control Arrangements, which amends certain provisions of ASC 842 related to the accounting for leasehold improvements in common-control arrangements. ASU 2023-01 is effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. We early adopted ASU 2023-01 effective January 1, 2023. The adoption of this accounting standard did not have a material impact on our consolidated financial statements. In March 2023, the FASB issued ASU 2023-02, Accounting for Investments in Tax Credit Structures Using the Proportional Amortization Method, which allows reporting entities to elect to account for qualifying tax equity investments using the proportional amortization method, regardless of the program giving rise to the related income tax credits. ASU 2023-02 is effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. We early adopted ASU 2023-02 effective January 1, 2023. The adoption of this accounting standard did not have a material impact on our consolidated financial statements. In July 2023, the FASB issued ASU 2023-03 to amend various paragraphs in the Accounting Standards Codification, or ASC, to align with the previously issued SEC guidance. ASU 2023-03 did not provide any new guidance, and there is no transition or effective date associated with it resulting in the ASU 2023-03 being effective upon issuance. Consequently, the adoption of this accounting standard did not have a material impact on our consolidated financial statements. Accounting Pronouncements Not Yet Adopted In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures , which requires public entities to disclose information about their reportable segments’ significant expenses on an interim and annual basis. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Entities must adopt the changes to the segment reporting guidance on a retrospective basis, and early adoption is permitted. We are currently evaluating the impact of the adoption on our consolidated financial statements. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which requires entities to disclose more detailed information in the reconciliation of their statutory tax rate to their effective tax rate. This accounting standard is effective for fiscal years beginning after December 15, 2024, and interim periods within fiscal years beginning after December 15, 2025. ASU 2023-09 will be applied prospectively with an option for retroactive application to each period in the financial statements, and early adoption is permitted. We are currently evaluating the impact of the adoption on our consolidated financial statements. In March 2024, the FASB issued ASU 2024-01, which clarifies how an entity determines whether a profits interest or similar award is a share-based payment arrangement that is within the scope of ASC 718, Compensation - Stock Compensation . This accounting standard is effective for fiscal years beginning after December 15, 2024, including interim periods within those years, and early adoption is permitted. ASU 2024-01 can be applied retrospectively to all prior periods presented in the financial statements or prospectively to profits interest and similar awards granted or modified on or after the date at which the entity first applies this accounting standard. We are currently evaluating the impact of the adoption on our consolidated financial statements. In March 2024, the FASB issued ASU 2024-02, Codification Improvements , to amend a variety of topics in the accounting codification by removing references to various FASB concepts statements. This accounting standard is effective for fiscal years beginning after December 15, 2024, and early adoption is permitted. ASU 2024-02 can be applied retrospectively to the beginning of the earliest comparative period presented in which the amendments were first applied or prospectively to all new transactions recognized on or after the date that the entity first applies the amendments. We are currently evaluating the impact of the adoption on our consolidated financial statements.

Other Financial Statement Infor

Other Financial Statement Information	3 Months Ended
	Mar. 31, 2024
Other Financial Information [Abstract]
Other Financial Statement Information	Other Financial Statement Information Accounts Receivable Changes in the allowances consisted of the following (in thousands): Three Months Ended March 31, 2024 2023 Beginning balance $ 4,906 $ 4,730 Add: amounts recognized as a reduction of revenue 1,545 2,116 Add (less): allowance for credit losses recognized in general and administrative expense (154) 64 Less: write-offs, net of recoveries (2,864) (2,040) Ending balance $ 3,433 $ 4,870 The allowance recognized as a reduction of revenue primarily relates to our installment plan receivables for which we expect we will not be entitled to a portion of the transaction price based on our historical experience with similar transactions. The allowance recognized against general and administrative expense represents an allowance relating to receivables from partners that are no longer considered collectible. Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consisted of the following (in thousands): March 31, 2024 December 31, 2023 Prepaid expenses $ 11,697 $ 10,423 Deferred cost of revenue 2,039 1,678 Capitalized cloud computing development costs 1,488 1,085 Other current assets 2,690 1,973 Total prepaid expenses and other current assets $ 17,914 $ 15,159 Accrued Expenses and Other Current Liabilities Accrued expenses and other current liabilities consisted of the following (in thousands): March 31, 2024 December 31, 2023 Accrued payroll and related expenses $ 20,256 $ 33,635 Accrued vendor payables 18,338 11,223 Sales allowances 3,344 3,412 Accrued sales, use and business taxes 6,869 9,795 Other 3,762 3,613 Total accrued expenses and other current liabilities $ 52,569 $ 61,678 Depreciation and Amortization Depreciation and amortization expense of our property and equipment, including capitalized internal-use software, and intangible assets consisted of the following (in thousands): Three Months Ended March 31, 2024 2023 Cost of revenue $ 4,467 $ 2,622 Sales and marketing 799 1,257 Technology and development 1,477 858 General and administrative 927 832 Total depreciation and amortization expense $ 7,670 $ 5,569 Deferred revenue Deferred revenue as of March 31, 2024 and December 31, 2023 was $188.0 million and $168.4 million, respectively. Revenue recognized in the three months ended March 31, 2024 and 2023 that was included in deferred revenue as of December 31, 2023 and 2022 was $84.1 million and $79.5 million, respectively. We have omitted disclosure on the transaction price allocated to remaining performance obligations and the estimated timing of revenue recognition as our contracts with customers that have a duration of more than one year are immaterial.

Assets Held for Sale

Assets Held for Sale	3 Months Ended
	Mar. 31, 2024
Discontinued Operations and Disposal Groups [Abstract]
Assets Held for Sale	Assets Held for Sale During the quarter ended September 30, 2022, following an evaluation of our office space and business requirements, we commenced a plan to sell our operational headquarters in Austin, Texas, consisting of land, a building and building improvements, and determined that these assets met the held for sale criteria. We ceased recording depreciation on these assets upon meeting the held for sale criteria. At March 31, 2024, the total carrying value of the assets held for sale remains at $22.7 million as follows: March 31, 2024 Land $ 6,400 Building and building improvements 16,322 Total assets held for sale $ 22,722

Long-term Debt

Long-term Debt	3 Months Ended
	Mar. 31, 2024
Debt Disclosure [Abstract]
Long-term Debt	Long-term Debt In 2021, we entered into an amended and restated credit and guaranty agreement, or 2021 Revolving Facility, providing for revolving borrowings of up to $150.0 million with an availability period of five years. Under the 2021 Revolving Facility, we can use up to $20.0 million in letters of credit and up to $10.0 million in borrowings on same-day notice, referred to as swingline loans. Additional debt issuance costs of $0.8 million were allocated to the 2021 Revolving Facility. On May 5, 2023, we entered into an amendment to the 2021 Revolving Facility to replace the LIBOR interest rate benchmark with the Secured Overnight Financing Rate, or SOFR, benchmark, with a 0.10% credit spread adjustment to the SOFR benchmark, or Adjusted Term SOFR, for all available interest periods, provided that if the Adjusted Term SOFR is less than zero, the Adjusted Term SOFR shall be deemed to be zero. Other than the foregoing, the remaining terms of the 2021 Revolving Facility remained unchanged. The interest rate applicable to the 2021 Revolving Facility is subject to a 1.0% floor and is a rate equal to the greatest of (i) the administrative agent’s prime rate (ii) the federal funds effective rate plus 1/2 of 1.0% or (iii) Adjusted Term SOFR plus 1.0%. The interest rate margins under the 2021 Revolving Facility are subject to a reduction of 0.25% and a further reduction of 0.25% upon achieving total net first lien leverage ratios of 3.50 to 1.00 and 2.50 to 1.00, respectively. We are required to pay a commitment fee in respect of unutilized commitments under the 2021 Revolving Facility. The commitment fee is, initially, 0.35% per annum. The commitment fee is subject to a reduction of 0.10% if the total net first lien leverage ratio does not exceed 3.50 to 1.00. We are also required to pay customary letter of credit fees and agency fees. We have the option to voluntarily repay outstanding loans under the 2021 Revolving Facility at any time without premium or penalty, other than customary “breakage” costs with respect to SOFR loans. There is no scheduled amortization under the 2021 Revolving Facility. Any principal amount outstanding is due and payable in full at maturity, five years from the closing date of the 2021 Revolving Facility. Obligations under the 2021 Revolving Facility are guaranteed by our existing and future direct and indirect material wholly-owned domestic subsidiaries, subject to certain exceptions. The 2021 Revolving Facility is secured by a first-priority security interest in substantially all of our assets, subject to certain exceptions. The 2021 Revolving Facility contains a number of covenants that, among other things, subject to certain exceptions, restrict our ability and the ability of our restricted subsidiaries to incur additional indebtedness and guarantee indebtedness; create or incur liens; pay dividends and distributions or repurchase capital stock; merge, liquidate and make asset sales; change lines of business; change our fiscal year; incur restrictions on our subsidiaries’ ability to make distributions and create liens; modify our organizational documents; make investments, loans and advances; and enter into certain transactions with affiliates. The 2021 Revolving Facility requires compliance with a total net first lien leverage ratio of 4.50 to 1.00, or Financial Covenant. The Financial Covenant will be tested at quarter-end only if the total principal amount of all revolving loans, swingline loans and drawn letters of credit that have not been reimbursed exceeds 35% of the total commitments under the 2021 Revolving Facility on the last day of such fiscal quarter. At March 31, 2024 and December 31, 2023, we had no amounts outstanding under our 2021 Revolving Facility or any outstanding letters of credit and we were in compliance with all financial covenants.

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2024
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies Legal Proceedings From time to time, we may become subject to legal proceedings, claims and litigation arising in the ordinary course of business. We are not currently a party to any material legal proceedings, nor are we aware of any pending or threatened litigation that could have a material adverse effect on our results of operations, cash flows, and financial condition, should such litigation be resolved unfavorably. Indemnifications Indemnification provisions in our third-party service provider agreements provide that we will indemnify, hold harmless, and reimburse the indemnified parties on a case-by-case basis for losses suffered or incurred by the indemnified parties in connection with any claim by any third-party as a result of our website, advertising, marketing, payment processing, collection or customer service activities. The maximum potential amount of future payments we could be required to make under these indemnification provisions is undeterminable. No amounts have been accrued or have been paid during any period presented as we believe the fair value of these indemnification obligations is immaterial.

Stockholders' Equity

Stockholders' Equity	3 Months Ended
	Mar. 31, 2024
Equity [Abstract]
Stockholders' Equity	Stockholders’ Equity Stock Repurchase Program In October 2023, our board of directors approved a new stock repurchase program authorizing repurchases of up to $100.0 million of our common stock, with no fixed expiration. Under this program, we are authorized to repurchase our common stock through any manner, including open market transactions, accelerated stock repurchase agreements, or privately negotiated transactions with third parties, and in such amounts as management deems appropriate. Open market repurchases may be structured to occur in accordance with applicable federal securities laws, including within the pricing and volume requirements of Rule 10b-18 under the Securities Exchange Act of 1934, as amended. We may also, from time to time, enter into Rule 10b5-1 plans to facilitate repurchases of our shares of common stock under this authorization. This program does not obligate us to acquire any particular amount of common stock and may be modified, suspended or terminated at any time at the discretion of our board of directors. Shares repurchased under our stock repurchase program are purchased for immediate retirement. During the three months ended March 31, 2024, using Rule 10b5-1 plans, we repurchased a total of 1.2 million shares of our common stock through open market purchases at an average per share price of $10.91 for a total repurchase of $12.8 million including broker commissions. The repurchases were recorded as a reduction to stockholders' equity. Approximately $87.2 million remains available for future repurchases under the stock repurchase program as of March 31, 2024. We have made additional open market repurchases under the stock repurchase program subsequent to March 31, 2024 of 0.9 million shares of our common stock, amounting to $11.4 million, as of the date of filing.

Stock-based Compensation

Stock-based Compensation	3 Months Ended
	Mar. 31, 2024
Share-Based Payment Arrangement [Abstract]
Stock-based Compensation	Stock-based Compensation Stock-based Compensation Expense We recorded stock-based compensation expense in the following categories in the accompanying unaudited condensed consolidated statements of operations and balance sheets (in thousands): Three Months Ended March 31, 2024 2023 Cost of revenue $ 1,593 $ 874 Sales and marketing 1,579 1,532 Technology and development 5,703 4,320 General and administrative 5,981 9,741 Total stock-based compensation expense 14,856 16,467 Amount capitalized to internal-use software 1,417 911 Total stock-based compensation $ 16,273 $ 17,378 Restricted and Performance Stock Units During the three months ended March 31, 2024, we granted 5.2 million restricted stock units, or RSUs, with a total grant date fair value of $69.2 million to various employees. RSUs are measured based on the fair market value of the underlying stock on the date of grant and recognized as expense over the requisite service period. During the three months ended March 31, 2024, we also granted 1.5 million RSUs with performance conditions, or PSUs, to members of our senior leadership team. Vesting of the PSUs is contingent upon the recipient’s continuous employment over the requisite service period and is subject to fulfillment by the Company of a predefined profitability target during the performance period. The number of PSUs subject to vesting is determined at the end of the performance period and may equal zero percent (0%) to two hundred percent (200%) of the target award. If the performance criteria are achieved, one third of the PSUs will vest on the date the compensation committee of the board of directors certifies achievement of the performance criteria, and the remaining awards will vest quarterly thereafter through February 2027. These PSU awards also include a modifier to the total number of shares earned based on the Company’s total shareholder return, or TSR, compared to the TSR of the Nasdaq Composite Index during the performance period. The total number of shares issued pursuant to the PSU award may be increased, decreased, or remain unchanged based on the TSR modifier. The TSR modifier applicable to the PSUs is considered a market condition and therefore is reflected in the grant date fair value of the award. A Monte Carlo simulation has been used to account for this market condition in the grant date fair value of the award. Expense related to the PSUs is recognized over the employee’s requisite service period using graded vesting attribution method to the extent it is probable that the performance conditions will be achieved. We recognized $0.5 million in stock-based compensation expense during three months ended March 31, 2024 related to these awards. The assumptions that were used to calculate the grant-date fair value of our PSU grants using a Monte Carlo simulation model were as follows: Three Months Ended March 31, 2024 Expected life (years) 0.8 Risk-free interest rate 5.2 % Expected volatility 47.4 % Expected dividend yield —

Income Taxes

Income Taxes	3 Months Ended
	Mar. 31, 2024
Income Tax Disclosure [Abstract]
Income Taxes	Income Taxes We recorded a provision for income taxes of $3.2 million and $3.8 million for the three months ended March 31, 2024 and 2023, respectively. The effective tax rate for the three months ended March 31, 2024 and 2023 was 40.5% and 259.4%, respectively. The difference from the federal statutory rate of 21% is primarily due to the recognition of significant non-deductible stock-based compensation and other discrete adjustments. Gross unrecognized tax benefits were $12.0 million and $11.5 million as of March 31, 2024 and December 31, 2023, respectively. The gross unrecognized tax benefits, if recognized by us, will result in a reduction of approximately $12.0 million, excluding interest and penalties, to the provision for income taxes, thereby favorably impacting our effective tax rate. Our policy is to recognize interest and penalties related to income tax matters in income tax expense. For the periods presented, interest and penalties related to income tax positions were not material to our unaudited condensed consolidated financial statements. We are subject to taxation and file income tax returns in the U.S. federal, state, and foreign jurisdictions. The federal income tax returns for the years 2018 and forward and state income tax returns for the tax years 2008 and forward remain open to examination. We are under examination in two states which are not expected to have an impact on our results of operations, cash flows and financial condition.

Net Income (Loss) Per Share

Net Income (Loss) Per Share	3 Months Ended
	Mar. 31, 2024
Earnings Per Share [Abstract]
Net Income (Loss) Per Share	Net Income (Loss) Per Share The following table shows the computation of basic and diluted net income (loss) per share (in thousands, except per share amounts): Three Months Ended March 31, 2024 2023 Numerator: Net income (loss) $ 4,744 $ (2,358) Denominator: Weighted-average common stock used in computing net income (loss) per share attributable to common stockholders—basic 188,618 191,293 Effect of potentially dilutive securities Options to purchase common stock 2,055 — RSUs 2,718 — Employee stock purchase plan 6 — Weighted-average common stock used in computing net income (loss) per share—diluted 193,397 191,293 Net income (loss) per share —basic $ 0.03 $ (0.01) Net income (loss) per share —diluted $ 0.02 $ (0.01) The following table presents the number of stock options, RSUs, and PSUs excluded from the calculation of diluted net income (loss) per share because they are anti-dilutive (in thousands): Three Months Ended March 31, 2024 2023 Options to purchase common stock 6,910 21,066 RSUs 5,223 16,101 Employee stock purchase plan 30 136 Total 12,163 37,303

Restructuring

Restructuring	3 Months Ended
	Mar. 31, 2024
Restructuring and Related Activities [Abstract]
Restructuring	RestructuringFrom time to time, we initiate cost reduction activities to integrate acquired businesses, to align our workforce with strategic business activities, or to improve efficiencies in our operations. During the three months ended March 31, 2023, we incurred $0.6 million in severance costs related to the reduction of our U.K. headcount, which was substantially complete by December 31, 2023. Restructuring expenses include severance for the impacted employees and are included in general and administrative expenses in the accompanying unaudited condensed consolidated financial statements

Fair Value Measurements

Fair Value Measurements	3 Months Ended
	Mar. 31, 2024
Fair Value Disclosures [Abstract]
Fair Value Measurements	Fair Value Measurements Fair value is defined as the price that would be received from selling an asset, or paid to transfer a liability, in an orderly transaction between market participants at the measurement date. The standard establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The fair value hierarchy is as follows: Level 1 — Quoted prices in active markets for identical assets and liabilities. Level 2 — Quoted prices for identical assets and liabilities in markets that are not active, quoted prices for similar assets and liabilities in active markets or financial instruments for which significant inputs are observable, either directly or indirectly. Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. At March 31, 2024 and December 31, 2023, our financial assets recorded at fair value on a recurring basis consist of cash equivalents and available-for-sale debt securities. The cash equivalents consist of money market funds valued using quoted prices in active markets, which represents Level 1 inputs in the fair value hierarchy. The available-for-sale debt securities are valued using a Monte Carlo simulation, which include inputs that represent Level 3 inputs in the fair value hierarchy. The carrying amounts of accounts receivable, accounts payable and accrued expenses and other current liabilities approximate fair values because of the short-term nature of these items. The following tables summarize our assets and liabilities that are measured at fair value on a recurring basis, by level, within the fair value hierarchy (in thousands): As of March 31, 2024 Level 1 Level 2 Level 3 Available-for-sale debt securities $ — $ — $ 1,160 Money market funds 211,755 — — Total assets $ 211,755 $ — $ 1,160 As of December 31, 2023 Level 1 Level 2 Level 3 Available-for-sale debt securities $ — $ — $ 1,159 Money market funds 208,970 — — Total assets $ 208,970 $ — $ 1,159

Pay vs Performance Disclosure

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Pay vs Performance Disclosure
Net income (loss)	$ 4,744	$ (2,358)

Insider Trading Arrangements

Insider Trading Arrangements	3 Months Ended
	Mar. 31, 2024 shares
Trading Arrangements, by Individual
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false
Dan Wernikoff [Member]
Trading Arrangements, by Individual
Material Terms of Trading Arrangement	On March 7, 2024, Dan Wernikoff, our Chief Executive Officer, entered into a trading plan intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act. The 10b5-1 plan, which was entered into during an open trading window under the Company’s insider trading policy, will be in effect until the earlier of (1) March 7, 2025, and (2) the date on which 1,000,000 shares of the Company’s common stock have been sold under such 10b5-1 plan.
Name	Dan Wernikoff
Title	Chief Executive Officer
Rule 10b5-1 Arrangement Adopted	true
Adoption Date	March 7, 2024
Arrangement Duration	365 days
Aggregate Available	1,000,000

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2024
Accounting Policies [Abstract]
Basis of Presentation and Consolidation	Basis of Presentation and Consolidation The accompanying unaudited condensed consolidated financial statements are presented in accordance with accounting principles generally accepted in the United States of America, or GAAP, for interim financial information. Certain information and disclosures normally included in consolidated financial statements prepared in accordance with GAAP have been condensed or omitted. Accordingly, these unaudited condensed consolidated financial statements should be read in conjunction with our audited consolidated financial statements and the related notes thereto included in the Annual Report on Form 10-K for the year ended December 31, 2023. The December 31, 2023 unaudited condensed consolidated balance sheet was derived from our audited consolidated financial statements as of that date. Our unaudited condensed consolidated financial statements include, in the opinion of management, all adjustments, consisting of normal and recurring items, necessary for the fair statement of the unaudited condensed consolidated financial statements. All intercompany balances and transactions have been eliminated in consolidation. There have been no significant changes in accounting policies during the three months ended March 31, 2024 from those disclosed in the annual consolidated financial statements for the year ended December 31, 2023 and the related notes, except as noted below under Recently Adopted Accounting Pronouncements . The operating results for the three months ended March 31, 2024 are not necessarily indicative of the results expected for the full year ending December 31, 2024. Beginning in the fourth quarter of 2023, we include partner revenue in transaction and subscription revenue to conform with how we evaluate our performance. This change had no impact on total revenue. Prior period disaggregated revenue disclosures have been conformed to the current period presentation. Certain other reclassifications have been made to prior periods amounts to conform to the current period presentation.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with GAAP requires estimates and assumptions that affect the reported amounts of assets and liabilities, revenue and expenses, and related disclosures of contingent liabilities in the consolidated financial statements and accompanying notes. Estimates are used for, however not limited to, revenue recognition, sales allowances and expected credit loss allowances, available-for-sale debt securities, other equity securities, recoverability of long-lived assets and goodwill, income taxes, commitments and contingencies, valuation of assets and liabilities acquired in business combinations, valuation of assets in asset acquisitions, and fair value of stock-based compensation. Actual results could differ materially from those estimates. On an ongoing basis, we evaluate the estimates compared to historical experience and other factors including the current economic and regulatory environment, which form the basis for our judgments about the carrying value of assets and liabilities.
Segment and Geographic Information	Segment and Geographic Information Our Chief Executive Officer, as the Chief Operating Decision Maker, organizes our company, manages resource allocations, and measures performance on the basis of one operating segment.
Concentrations of Credit Risk	Concentrations of Credit Risk We maintain accounts in U.S. and U.K. banks with funds insured by the Federal Deposit Insurance Corporation, or FDIC, and the Financial Services Compensation Scheme, or FSCS, respectively. Our bank accounts may, at times, exceed the FDIC and FSCS insured limits. Financial instruments that potentially subject us to credit risk consist principally of cash and cash equivalents. Management believes that we are not exposed to any significant credit risk related to our cash or cash equivalents and have not experienced any losses in such accounts.
Accounts Receivable and Allowance for Credit Losses	Accounts Receivable and Allowance for Credit Losses
Revenue Recognition	Revenue Recognition We derive our revenue from the following sources: Transaction revenue —Transaction revenue is primarily generated from our customized legal document services upon fulfillment of these services. Transaction revenue includes filing fees and is net of cancellations, promotional discounts, sales allowances and credit reserves. Tax preparation services are recognized at the point in time when the customer’s tax return is filed and accepted by the applicable government authority. We also earn fees from third-party providers from leads generated to such providers through our online legal platform. Subscription revenue —Subscription revenue is generated primarily from subscriptions to our registered agent, compliance packages, attorney advice, legal forms, tax and accounting, virtual mail and e-signature services, and software-as-a-service, or SaaS, accounting solution subscriptions and SaaS subscriptions in the U.K. We generally recognize revenue from our subscriptions ratably over the subscription term. Subscription terms generally range from thirty days to one year. Subscription revenue includes the transaction price allocated to bundled free trials for our subscription services and is net of promotional discounts, cancellations, sales allowances and credit reserves and payments to third-party service providers. For transaction and subscription revenue, we generally collect payments and fees at the time orders are placed and prior to services being rendered. We record amounts collected for services that have not been performed as deferred revenue on our consolidated balance sheet. The transaction price that we record is generally based on the contractual amounts and is reduced for estimated sales allowances for price concessions, charge-backs, sales credits and refunds, which are accounted for as variable consideration when estimating the amount of revenue to recognize.
Recently Adopted Accounting Pronouncements and Accounting Pronouncements Not Yet Adopted	Recently Adopted Accounting Pronouncements In September 2022, the Financial Accounting Standards Board, or FASB, issued Accounting Standards Update, or ASU 2022-04, Liabilities—Supplier Finance Programs (Subtopic 405-50): Disclosure of Supplier Finance Program Obligations , which requires that a buyer in a supplier finance program disclose qualitative and quantitative information about its supplier finance programs. We adopted ASU 2022-04 effective January 1, 2023. The adoption of this accounting standard did not have a material impact on our consolidated financial statements. In March 2023, the FASB issued ASU 2023-01, Leases (Topic 842): Common Control Arrangements, which amends certain provisions of ASC 842 related to the accounting for leasehold improvements in common-control arrangements. ASU 2023-01 is effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. We early adopted ASU 2023-01 effective January 1, 2023. The adoption of this accounting standard did not have a material impact on our consolidated financial statements. In March 2023, the FASB issued ASU 2023-02, Accounting for Investments in Tax Credit Structures Using the Proportional Amortization Method, which allows reporting entities to elect to account for qualifying tax equity investments using the proportional amortization method, regardless of the program giving rise to the related income tax credits. ASU 2023-02 is effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. We early adopted ASU 2023-02 effective January 1, 2023. The adoption of this accounting standard did not have a material impact on our consolidated financial statements. In July 2023, the FASB issued ASU 2023-03 to amend various paragraphs in the Accounting Standards Codification, or ASC, to align with the previously issued SEC guidance. ASU 2023-03 did not provide any new guidance, and there is no transition or effective date associated with it resulting in the ASU 2023-03 being effective upon issuance. Consequently, the adoption of this accounting standard did not have a material impact on our consolidated financial statements. Accounting Pronouncements Not Yet Adopted In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures , which requires public entities to disclose information about their reportable segments’ significant expenses on an interim and annual basis. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Entities must adopt the changes to the segment reporting guidance on a retrospective basis, and early adoption is permitted. We are currently evaluating the impact of the adoption on our consolidated financial statements. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which requires entities to disclose more detailed information in the reconciliation of their statutory tax rate to their effective tax rate. This accounting standard is effective for fiscal years beginning after December 15, 2024, and interim periods within fiscal years beginning after December 15, 2025. ASU 2023-09 will be applied prospectively with an option for retroactive application to each period in the financial statements, and early adoption is permitted. We are currently evaluating the impact of the adoption on our consolidated financial statements. In March 2024, the FASB issued ASU 2024-01, which clarifies how an entity determines whether a profits interest or similar award is a share-based payment arrangement that is within the scope of ASC 718, Compensation - Stock Compensation . This accounting standard is effective for fiscal years beginning after December 15, 2024, including interim periods within those years, and early adoption is permitted. ASU 2024-01 can be applied retrospectively to all prior periods presented in the financial statements or prospectively to profits interest and similar awards granted or modified on or after the date at which the entity first applies this accounting standard. We are currently evaluating the impact of the adoption on our consolidated financial statements. In March 2024, the FASB issued ASU 2024-02, Codification Improvements , to amend a variety of topics in the accounting codification by removing references to various FASB concepts statements. This accounting standard is effective for fiscal years beginning after December 15, 2024, and early adoption is permitted. ASU 2024-02 can be applied retrospectively to the beginning of the earliest comparative period presented in which the amendments were first applied or prospectively to all new transactions recognized on or after the date that the entity first applies the amendments. We are currently evaluating the impact of the adoption on our consolidated financial statements.

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Tables)	3 Months Ended
	Mar. 31, 2024
Accounting Policies [Abstract]
Schedule of Revenue Recognition	Our transaction and subscription revenue is as follows (in thousands): Three Months Ended March 31, 2024 2023 Transaction $ 66,317 $ 68,027 Subscription 107,897 97,909 Total revenue $ 174,214 $ 165,936

Other Financial Statement Inf_2

Other Financial Statement Information (Tables)	3 Months Ended
	Mar. 31, 2024
Other Financial Information [Abstract]
Schedule of Changes in the Allowance	Changes in the allowances consisted of the following (in thousands): Three Months Ended March 31, 2024 2023 Beginning balance $ 4,906 $ 4,730 Add: amounts recognized as a reduction of revenue 1,545 2,116 Add (less): allowance for credit losses recognized in general and administrative expense (154) 64 Less: write-offs, net of recoveries (2,864) (2,040) Ending balance $ 3,433 $ 4,870
Schedule of Prepaid Expenses and Other Current Assets	Prepaid expenses and other current assets consisted of the following (in thousands): March 31, 2024 December 31, 2023 Prepaid expenses $ 11,697 $ 10,423 Deferred cost of revenue 2,039 1,678 Capitalized cloud computing development costs 1,488 1,085 Other current assets 2,690 1,973 Total prepaid expenses and other current assets $ 17,914 $ 15,159
Schedule of Prepaid Expenses and Other Current Assets	Accrued expenses and other current liabilities consisted of the following (in thousands): March 31, 2024 December 31, 2023 Accrued payroll and related expenses $ 20,256 $ 33,635 Accrued vendor payables 18,338 11,223 Sales allowances 3,344 3,412 Accrued sales, use and business taxes 6,869 9,795 Other 3,762 3,613 Total accrued expenses and other current liabilities $ 52,569 $ 61,678
Schedule of Depreciation and Amortization Expense	Depreciation and amortization expense of our property and equipment, including capitalized internal-use software, and intangible assets consisted of the following (in thousands): Three Months Ended March 31, 2024 2023 Cost of revenue $ 4,467 $ 2,622 Sales and marketing 799 1,257 Technology and development 1,477 858 General and administrative 927 832 Total depreciation and amortization expense $ 7,670 $ 5,569

Assets Held for Sale (Tables)

Assets Held for Sale (Tables)	3 Months Ended
	Mar. 31, 2024
Discontinued Operations and Disposal Groups [Abstract]
Schedule of Disclosure of Long-Lived Assets Held-for-sale	At March 31, 2024, the total carrying value of the assets held for sale remains at $22.7 million as follows: March 31, 2024 Land $ 6,400 Building and building improvements 16,322 Total assets held for sale $ 22,722

Stock-based Compensation (Table

Stock-based Compensation (Tables)	3 Months Ended
	Mar. 31, 2024
Share-Based Payment Arrangement [Abstract]
Schedule of Stock Based Compensation Cost	We recorded stock-based compensation expense in the following categories in the accompanying unaudited condensed consolidated statements of operations and balance sheets (in thousands): Three Months Ended March 31, 2024 2023 Cost of revenue $ 1,593 $ 874 Sales and marketing 1,579 1,532 Technology and development 5,703 4,320 General and administrative 5,981 9,741 Total stock-based compensation expense 14,856 16,467 Amount capitalized to internal-use software 1,417 911 Total stock-based compensation $ 16,273 $ 17,378
Schedule of Fair Value Assumptions and Techniques for Performance Shares	The assumptions that were used to calculate the grant-date fair value of our PSU grants using a Monte Carlo simulation model were as follows: Three Months Ended March 31, 2024 Expected life (years) 0.8 Risk-free interest rate 5.2 % Expected volatility 47.4 % Expected dividend yield —

Net Income (Loss) Per Share (Ta

Net Income (Loss) Per Share (Tables)	3 Months Ended
	Mar. 31, 2024
Earnings Per Share [Abstract]
Schedule of Earnings Per Share, Basic and Diluted	The following table shows the computation of basic and diluted net income (loss) per share (in thousands, except per share amounts): Three Months Ended March 31, 2024 2023 Numerator: Net income (loss) $ 4,744 $ (2,358) Denominator: Weighted-average common stock used in computing net income (loss) per share attributable to common stockholders—basic 188,618 191,293 Effect of potentially dilutive securities Options to purchase common stock 2,055 — RSUs 2,718 — Employee stock purchase plan 6 — Weighted-average common stock used in computing net income (loss) per share—diluted 193,397 191,293 Net income (loss) per share —basic $ 0.03 $ (0.01) Net income (loss) per share —diluted $ 0.02 $ (0.01)
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share	The following table presents the number of stock options, RSUs, and PSUs excluded from the calculation of diluted net income (loss) per share because they are anti-dilutive (in thousands): Three Months Ended March 31, 2024 2023 Options to purchase common stock 6,910 21,066 RSUs 5,223 16,101 Employee stock purchase plan 30 136 Total 12,163 37,303

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	3 Months Ended
	Mar. 31, 2024
Fair Value Disclosures [Abstract]
Schedule of Assets and Liabilities that are Measured at Fair Value on a Recurring Basis	The following tables summarize our assets and liabilities that are measured at fair value on a recurring basis, by level, within the fair value hierarchy (in thousands): As of March 31, 2024 Level 1 Level 2 Level 3 Available-for-sale debt securities $ — $ — $ 1,160 Money market funds 211,755 — — Total assets $ 211,755 $ — $ 1,160 As of December 31, 2023 Level 1 Level 2 Level 3 Available-for-sale debt securities $ — $ — $ 1,159 Money market funds 208,970 — — Total assets $ 208,970 $ — $ 1,159

Summary of Significant Accoun_4

Summary of Significant Accounting Policies - Additional Information (Details) $ in Millions	3 Months Ended
	Mar. 31, 2024 USD ($) segment	Mar. 31, 2023	Dec. 31, 2023 USD ($)
Accounting Policies [Line Items]
Number of operating segments | segment	1
LawPath
Accounting Policies [Line Items]
Carrying amount of investment | $	$ 4.4		$ 4.4
Revenue Benchmark | Geographic Concentration Risk | Outside United States
Accounting Policies [Line Items]
Concentration risk percentage	1%	1%

Summary of Significant Accoun_5

Summary of Significant Accounting Policies - Schedule of Revenue Recognition (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Disaggregation of Revenue [Line Items]
Total revenue	$ 174,214	$ 165,936
Transaction
Disaggregation of Revenue [Line Items]
Total revenue	66,317	68,027
Subscription
Disaggregation of Revenue [Line Items]
Total revenue	$ 107,897	$ 97,909

Other Financial Statement Inf_3

Other Financial Statement Information - Schedule of Changes in the Allowance (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Accounts Receivable, Allowance for Credit Loss [Roll Forward]
Beginning balance	$ 4,906	$ 4,730
Less: write-offs, net of recoveries	(2,864)	(2,040)
Ending balance	3,433	4,870
Revenue
Accounts Receivable, Allowance for Credit Loss [Roll Forward]
Add (less): amounts recognized	1,545	2,116
Selling, General and Administrative Expenses
Accounts Receivable, Allowance for Credit Loss [Roll Forward]
Add (less): amounts recognized	$ (154)	$ 64

Other Financial Statement Inf_4

Other Financial Statement Information - Schedule of Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Other Financial Information [Abstract]
Prepaid expenses	$ 11,697	$ 10,423
Deferred cost of revenue	2,039	1,678
Capitalized cloud computing development costs	1,488	1,085
Other current assets	2,690	1,973
Total prepaid expenses and other current assets	$ 17,914	$ 15,159

Other Financial Statement Inf_5

Other Financial Statement Information - Schedule of Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Other Financial Information [Abstract]
Accrued payroll and related expenses	$ 20,256	$ 33,635
Accrued vendor payables	18,338	11,223
Sales allowances	3,344	3,412
Accrued sales, use and business taxes	6,869	9,795
Other	3,762	3,613
Total accrued expenses and other current liabilities	$ 52,569	$ 61,678

Other Financial Statement Inf_6

Other Financial Statement Information - Schedule of Depreciation and Amortization Expense (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Disclosure Details Of Depreciation And Amortization [Line Items]
Total depreciation and amortization expense	$ 7,670	$ 5,569
Cost of revenue
Disclosure Details Of Depreciation And Amortization [Line Items]
Total depreciation and amortization expense	4,467	2,622
Sales and marketing
Disclosure Details Of Depreciation And Amortization [Line Items]
Total depreciation and amortization expense	799	1,257
Technology and development
Disclosure Details Of Depreciation And Amortization [Line Items]
Total depreciation and amortization expense	1,477	858
General and administrative
Disclosure Details Of Depreciation And Amortization [Line Items]
Total depreciation and amortization expense	$ 927	$ 832

Other Financial Statement Inf_7

Other Financial Statement Information - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
Other Financial Information [Abstract]
Deferred revenue	$ 188		$ 168.4
Deferred revenue recognized	$ 84.1	$ 79.5

Assets Held for Sale (Details)

Assets Held for Sale (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Total assets held for sale	$ 22,722	$ 22,722
Disposal Group, Held-for-sale, Not Discontinued Operations | Austin, Texas Operational Headquarters
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Total assets held for sale	22,722
Disposal Group, Held-for-sale, Not Discontinued Operations | Austin, Texas Operational Headquarters | Land
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Total assets held for sale	6,400
Disposal Group, Held-for-sale, Not Discontinued Operations | Austin, Texas Operational Headquarters | Building and building improvements
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Total assets held for sale	$ 16,322

Long-term Debt (Details)

Long-term Debt (Details) - USD ($)		12 Months Ended
	May 05, 2023	Dec. 31, 2021	Mar. 31, 2024	Dec. 31, 2023
Debt Instrument [Line Items]
Maturity period		5 years
Letters of credit outstanding			$ 0	$ 0
2021 Revolving Facility
Debt Instrument [Line Items]
Total net first lien leverage ratio		4.50
Percent of total commitments not reimbursed		35%
Line of credit outstanding			$ 0	$ 0
2021 Revolving Facility | Federal Funds Effective Rate
Debt Instrument [Line Items]
Effective interest rate		0.50%
Revolving Credit Facility | 2021 Revolving Facility
Debt Instrument [Line Items]
Line of credit maximum borrowing capacity		$ 150,000,000
Debt issuance costs		$ 800,000
One month LIBOR floor		1%
Rate added to one month LIBOR		1%
Basis spread on variable rate, initial reduction		0.25%
Basis spread on variable rate, further reduction		0.25%
Total net first lien leverage ratio, first reduction requirement		3.50
Total net first lien leverage ratio, second reduction requirement		2.50
Commitment fee		0.35%
Commitment fee reduction		0.10%
Total net first lien leverage ratio, maximum		3.50
Revolving Credit Facility | 2021 Revolving Facility | Secured Overnight Financing Rate (SOFR)
Debt Instrument [Line Items]
Basis spread	0.10%
Letter of Credit
Debt Instrument [Line Items]
Line of credit maximum borrowing capacity		$ 20,000,000
Swingline Loan
Debt Instrument [Line Items]
Line of credit maximum borrowing capacity		$ 10,000,000

Stockholders' Equity (Details)

Stockholders' Equity (Details) - USD ($) $ / shares in Units, shares in Millions	1 Months Ended	3 Months Ended
	May 07, 2024	Mar. 31, 2024	Mar. 31, 2023	Oct. 31, 2023
Equity, Class of Treasury Stock [Line Items]
Shares repurchased (in shares)		1.2
Average price per share (in dollars per share)		$ 10.91
Shares repurchased, value		$ 12,800,000
Shares repurchased, value		12,759,000	$ 6,768,000
Excise tax liability		0
Subsequent Event
Equity, Class of Treasury Stock [Line Items]
Shares repurchased (in shares)	0.9
Shares repurchased, value	$ 11,400,000
2023 Stock Repurchase Program
Equity, Class of Treasury Stock [Line Items]
Stock repurchase program, amount authorized for repurchase				$ 100,000,000
Funds available for future repurchases		$ 87,200,000

Stock-based Compensation - Sche

Stock-based Compensation - Schedule of Stock Based Compensation Cost (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	$ 14,856	$ 16,467
Amount capitalized to internal-use software	1,417	911
Total stock-based compensation	16,273	17,378
Cost of revenue
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	1,593	874
Sales and marketing
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	1,579	1,532
Technology and development
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	5,703	4,320
General and administrative
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	$ 5,981	$ 9,741

Stock-Based Compensation - Addi

Stock-Based Compensation - Additional Information (Details) - USD ($) $ in Thousands, shares in Millions	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
stock-based compensation expense	$ 14,856	$ 16,467
RSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Units granted (in shares)	5.2
Units granted, fair value	$ 69,200
Performance Shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Units granted (in shares)	1.5
stock-based compensation expense	$ 500
Performance Shares | Share-Based Payment Arrangement, Tranche One
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting percentage	33.33%
Performance Shares | Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting percentage that was modified	0%
Performance Shares | Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting percentage that was modified	200%

Stock-based Compensation - Sc_2

Stock-based Compensation - Schedule of Fair Value Assumptions and Techniques for Performance Shares (Details) - Performance Shares	3 Months Ended
	Mar. 31, 2024
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected life (years)	9 months 18 days
Risk-free interest rate	5.20%
Expected volatility	47.40%
Expected dividend yield	0%

Income Taxes (Details)

Income Taxes (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
Income Tax Disclosure [Abstract]
Provision for income taxes	$ 3,230	$ 3,837
Effective tax rate	40.50%	259.40%
Gross unrecognized tax benefits	$ 12,000		$ 11,500
Unrecognized tax benefits that would impact effective tax rate	$ 12,000

Net Income (Loss) Per Share - E

Net Income (Loss) Per Share - Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Numerator:
Net income (loss)	$ 4,744	$ (2,358)
Denominator:
Weighted-average shares used to compute net income (loss) per share attributable to common stockholders—basic (in shares)	188,618	191,293
Weighted-average common stock used in computing net income (loss) per share—diluted (in shares)	193,397	191,293
Net income (loss) per share —basic (in dollars per share)	$ 0.03	$ (0.01)
Net income (loss) per share —diluted (in dollar per share)	$ 0.02	$ (0.01)
Options to purchase common stock
Denominator:
Effect of potential dilutive securities (in shares)	2,055	0
RSUs
Denominator:
Effect of potential dilutive securities (in shares)	2,718	0
Employee stock purchase plan
Denominator:
Effect of potential dilutive securities (in shares)	6	0

Net Income (Loss) Per Share - A

Net Income (Loss) Per Share - Antidilutive Securities (Details) - shares shares in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share, amount (in shares)	12,163	37,303
Options to purchase common stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share, amount (in shares)	6,910	21,066
RSUs
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share, amount (in shares)	5,223	16,101
Employee stock purchase plan
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share, amount (in shares)	30	136

Restructuring (Details)

Restructuring (Details) $ in Millions	3 Months Ended
	Mar. 31, 2023 USD ($)
UNITED KINGDOM
Restructuring Cost and Reserve [Line Items]
Severance costs	$ 0.6

Fair Value Measurements (Detail

Fair Value Measurements (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale debt securities	$ 0	$ 0
Total assets	211,755	208,970
Level 1 | Money market funds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Money market funds	211,755	208,970
Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale debt securities	0	0
Total assets	0	0
Level 2 | Money market funds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Money market funds	0	0
Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale debt securities	1,160	1,159
Total assets	1,160	1,159
Level 3 | Money market funds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Money market funds	$ 0	$ 0