Employee Stock Plans | Note 17. Employee Stock Plans Equity Incentive Plans Our 2018 Equity Incentive Plan (2018 Plan) authorizes the award of stock options, restricted stock awards, stock appreciation rights, restricted stock units (RSUs), performance awards, and stock bonuses. As of July 31, 2024, approximately 29.7 million shares of Class A common stock were reserved and available for issuance under the 2018 Plan. In addition, as of July 31, 2024, 2.5 million stock options and RSUs exercisable or settleable for Class B common stock were outstanding in the aggregate under our 2006 Stock Plan (2006 Plan) and 2015 Equity Incentive Plan (2015 Plan), which plans were terminated in May 2015 and April 2018, respectively. The 2006 Plan and 2015 Plan continue to govern outstanding equity awards granted thereunder. Stock Options The following tables summarize stock option activity and related information (in thousands, except weighted-average exercise price, weighted-average grant date fair value and average remaining contractual term): Shares Weighted-Average Average Aggregate Balance, January 31, 2024 6,083 $ 9.21 3.6 $ 15,984 Exercised (991) 3.30 Forfeited (371) 12.35 Balance, July 31, 2024 4,721 10.20 3.7 9,952 Exercisable as of July 31, 2024 2,512 5.11 2.2 9,952 Vested and expected to vest as of July 31, 2024 4,716 $ 10.20 3.7 $ 9,952 Three Months Ended Six Months Ended 2024 2023 2024 2023 Aggregate intrinsic value of options exercised during each respective period $ 2,840 $ 651 $ 5,902 $ 1,030 No stock options were granted during the three and six months ended July 31, 2024 and 2023. RSUs The following table summarizes RSU activity and related information (in thousands, except weighted-average grant date fair value): Number of RSUs Outstanding Weighted-Average Grant Date Fair Value Balance, January 31, 2024 11,686 $ 10.24 Granted 6,117 9.56 Vested (3,614) 10.88 Forfeited (1,154) 10.52 Balance, July 31, 2024 13,035 $ 9.73 Performance Stock Units (PSUs) We have granted PSUs to certain executives and other employees under our 2018 Plan as described below. In March 2022 (which were subsequently amended in fiscal 2024), July 2023 and September 2023, we granted PSUs to certain executives. These PSUs are divided into two or three tranches, each tranche having pre-established performance targets that if met, as determined quarterly by our Compensation Committee, would result in the shares attributable to such tranche being earned, subject to a service-based vesting condition. The shares attributable to unearned tranches will expire on January 31, 2025 if the applicable performance criteria for such tranches are not met. As we previously disclosed in our Form 10-Q for the three months ended April 30, 2023 filed with the SEC on June 1, 2023, we modified the performance targets associated with these PSUs that were granted in March 2022. This resulted in $9.6 million of incremental compensation expense that was being recognized over the remaining vesting periods of the awards. During the three months ended April 30, 2024, we deemed these outstanding PSUs to be improbable of vesting and we recorded an adjustment to reverse all $3.4 million of previously recognized expense in the current quarter. In April 2024, we granted 300,000 PSUs to our CEO. The PSUs are divided into two tranches, each tranche having a pre-established stock price target that if met, as determined by the Chair of our Compensation Committee, would result in the shares attributable to such tranche being earned and then subject to vesting on a graded basis over a period of four years from the grant date, subject to continued service. The shares attributable to unearned tranches will expire on April 28, 2028 if the applicable stock price targets for such tranches are not met. We used a Monte Carlo simulation to estimate the fair value of the award and the date when the stock price target date is expected to be met for each tranche of the award. We are recognizing the related stock-based compensation expense for each tranche using a graded attribution method over four years following the grant date. In April 2024, we also granted 34,000 PSUs to certain non-executive employees. The fair value of each PSU was equal to the closing price of our common stock on the date of grant. The PSUs are subject to pre-established performance targets that if met as of January 31, 2025 will be earned and subsequently vest on March 31, 2025, subject to continued service through such vesting date, or will otherwise expire unvested. We are recognizing the related stock-based compensation expense using the straight-line attribution method over the expected vesting period of the award. The following table summarizes PSU activity and related information (in thousands, except weighted-average grant date fair value): Number of PSUs Outstanding Weighted-Average Grant Date Fair Value Balance, January 31, 2024 2,310 $ 14.31 Granted 334 8.04 Forfeited (120) 9.15 Balance, July 31, 2024 2,524 $ 13.72 2018 Employee Stock Purchase Plan Our 2018 Employee Stock Purchase Plan (ESPP) is broadly available to our employees in the United States and certain other countries in which we operate. A total of 5.0 million shares of Class A common stock were reserved and available for issuance under the ESPP as of July 31, 2024. The ESPP provides for 24-month offering periods beginning June 15 and December 15 of each year, and each offering period contains four six-month purchase periods. On each purchase date, ESPP participants will purchase shares of our Class A common stock at a price per share equal to 85% of the lesser of (1) the fair market value of the Class A common stock on the offering date or (2) the fair market value of the Class A common stock on the purchase date. We estimated the fair value of ESPP purchase rights using a Black-Scholes option pricing model with the following assumptions: Three and Six Months Ended July 31, 2024 Three and Six Months Ended July 31, 2023 Fair value of common stock $ 9.50 $ 11.55 Expected volatility 41.7% - 52.2% 37.1% - 45.7% Expected term (in years) 0.5 - 2.0 0.5 - 2.0 Risk-free interest rate 5.1% - 5.5% 3.0% - 4.8% Expected dividend yield — % — % Stock-Based Compensation Expense Stock-based compensation expense was recorded in the following cost and expense categories in the accompanying unaudited condensed consolidated statements of comprehensive loss (in thousands): Three Months Ended Six Months Ended 2024 2023 2024 2023 Cost of subscription revenue $ 2,377 $ 2,180 $ 3,960 $ 4,539 Cost of professional services revenue 2,723 3,229 4,761 6,250 Research and development 8,080 6,752 13,983 13,496 Sales and marketing 7,521 8,689 12,996 16,666 General and administrative 5,007 5,798 8,469 10,921 Total stock-based compensation expense $ 25,708 $ 26,648 $ 44,169 $ 51,872 As of July 31, 2024, unrecognized compensation costs related to unvested equity awards and the weighted-average remaining period over which those costs are expected to be recognized were as follows (dollars in thousands): Stock Options RSUs PSUs ESPP Unrecognized compensation costs $ 733 $ 105,026 $ 24,474 $ 1,838 Weighted-average remaining recognition period 0.7 years 1.9 years 0.9 years 0.6 years |