Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2024 | Apr. 30, 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 | 001-40249 | |
Entity Registrant Name | ThredUp Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 26-4009181 | |
Entity Address, Address Line One | 969 Broadway | |
Entity Address, Address Line Two | Suite 200 | |
Entity Address, City or Town | Oakland | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 94607 | |
City Area Code | 415 | |
Local Phone Number | 402-5202 | |
Title of 12(b) Security | Class A Common Stock, $0.0001 par value per share | |
Trading Symbol | TDUP | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Amendment Flag | false | |
Entity Central Index Key | 0001484778 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q1 | |
Class A common stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 80,571,704 | |
Class B common stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 29,684,496 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Current assets: | ||
Cash and cash equivalents | $ 50,112 | $ 56,084 |
Marketable securities | 12,399 | 8,100 |
Accounts receivable, net | 6,929 | 7,813 |
Inventory | 11,582 | 15,687 |
Other current assets | 5,834 | 6,204 |
Total current assets | 86,856 | 93,888 |
Operating lease right-of-use assets | 47,138 | 42,118 |
Property and equipment, net | 85,083 | 87,672 |
Goodwill | 11,677 | 11,957 |
Intangible assets | 7,329 | 8,156 |
Other assets | 6,196 | 6,176 |
Total assets | 244,279 | 249,967 |
Current liabilities: | ||
Accounts payable | 9,133 | 9,457 |
Accrued and other current liabilities | 37,541 | 35,934 |
Seller payable | 21,037 | 21,495 |
Operating lease liabilities, current | 5,517 | 5,949 |
Current portion of long-term debt | 3,843 | 3,838 |
Total current liabilities | 77,071 | 76,673 |
Operating lease liabilities, non-current | 49,750 | 44,621 |
Long-term debt, net of current portion | 21,044 | 22,006 |
Other non-current liabilities | 2,884 | 2,750 |
Total liabilities | 150,749 | 146,050 |
Commitments and contingencies (Note 10) | ||
Stockholders’ equity: | ||
Class A and B common stock, $0.0001 par value; 1,120,000 shares authorized as of March 31, 2024 and December 31, 2023; 110,217 and 108,784 shares issued and outstanding as of March 31, 2024 and December 31, 2023, respectively | 11 | 11 |
Additional paid-in capital | 592,193 | 585,156 |
Accumulated other comprehensive loss | (3,245) | (2,375) |
Accumulated deficit | (495,429) | (478,875) |
Total stockholders’ equity | 93,530 | 103,917 |
Total liabilities and stockholders’ equity | $ 244,279 | $ 249,967 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2024 | Dec. 31, 2023 |
Stockholders’ equity: | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 1,120,000,000 | 1,120,000,000 |
Common stock, shares issued (in shares) | 110,217,000 | 108,784,000 |
Common stock, shares outstanding (in shares) | 110,217,000 | 108,784,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Revenue: | ||
Total revenue | $ 79,588 | $ 75,922 |
Cost of revenue: | ||
Total cost of revenue | 24,262 | 24,829 |
Gross profit | 55,326 | 51,093 |
Operating expenses: | ||
Operations, product, and technology | 41,051 | 38,347 |
Marketing | 13,413 | 16,870 |
Sales, general, and administrative | 17,573 | 16,059 |
Total operating expenses | 72,037 | 71,276 |
Operating loss | (16,711) | (20,183) |
Interest expense | (677) | (77) |
Other income, net | 845 | 476 |
Loss before provision for income taxes | (16,543) | (19,784) |
Provision for income taxes | 11 | 9 |
Net loss | $ (16,554) | $ (19,793) |
Loss per share, basic (in dollars per share) | $ (0.15) | $ (0.19) |
Loss per share, diluted (in dollars per share) | $ (0.15) | $ (0.19) |
Weighted-average shares used in computing loss per share, basic (in shares) | 109,292 | 101,984 |
Weighted-average shares used in computing loss per share, diluted (in shares) | 109,292 | 101,984 |
Consignment | ||
Revenue: | ||
Total revenue | $ 61,225 | $ 46,479 |
Cost of revenue: | ||
Total cost of revenue | 10,502 | 9,220 |
Product | ||
Revenue: | ||
Total revenue | 18,363 | 29,443 |
Cost of revenue: | ||
Total cost of revenue | $ 13,760 | $ 15,609 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Statement of Comprehensive Income [Abstract] | ||
Net loss | $ (16,554) | $ (19,793) |
Other comprehensive income (loss), net of tax: | ||
Foreign currency translation adjustments | (864) | 544 |
Unrealized gain (loss) on available-for-sale securities | (6) | 610 |
Total other comprehensive income (loss) | (870) | 1,154 |
Total comprehensive loss | $ (17,424) | $ (18,639) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Loss | Accumulated Deficit |
Beginning balance (in shares) at Dec. 31, 2022 | 101,532,000 | ||||
Beginning balance at Dec. 31, 2022 | $ 140,001 | $ 10 | $ 551,852 | $ (4,234) | $ (407,627) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock from exercise of stock options and restricted stock units (in shares) | 1,484,000 | ||||
Issuance of common stock from exercise of stock options and restricted stock units | 275 | 275 | |||
Stock-based compensation | 9,720 | 9,720 | |||
Shares withheld for net share settlement (in shares) | (180,000) | ||||
Shares withheld for net share settlement | (270) | (270) | |||
Net loss | (19,793) | (19,793) | |||
Other comprehensive loss | 1,154 | 1,154 | |||
Ending balance (in shares) at Mar. 31, 2023 | 102,836,000 | ||||
Ending balance at Mar. 31, 2023 | $ 131,087 | $ 10 | 561,577 | (3,080) | (427,420) |
Beginning balance (in shares) at Dec. 31, 2023 | 108,784,000 | 108,784,000 | |||
Beginning balance at Dec. 31, 2023 | $ 103,917 | $ 11 | 585,156 | (2,375) | (478,875) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock from exercise of stock options and restricted stock units (in shares) | 56,000 | 1,694,000 | |||
Issuance of common stock from exercise of stock options and restricted stock units | $ 81 | 81 | |||
Stock-based compensation | 7,506 | 7,506 | |||
Shares withheld for net share settlement (in shares) | (261,000) | ||||
Shares withheld for net share settlement | (550) | (550) | |||
Net loss | (16,554) | (16,554) | |||
Other comprehensive loss | $ (870) | (870) | |||
Ending balance (in shares) at Mar. 31, 2024 | 110,217,000 | 110,217,000 | |||
Ending balance at Mar. 31, 2024 | $ 93,530 | $ 11 | $ 592,193 | $ (3,245) | $ (495,429) |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Cash flows from operating activities: | ||
Net loss | $ (16,554) | $ (19,793) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 4,933 | 3,681 |
Stock-based compensation expense | 7,211 | 9,391 |
Reduction in carrying amount of right-of-use assets | 1,667 | 1,207 |
Other | 28 | 41 |
Changes in operating assets and liabilities: | ||
Accounts receivable, net | 815 | 1,010 |
Inventory | 3,825 | (3,157) |
Other current and non-current assets | 312 | 22 |
Accounts payable | (223) | 4,102 |
Accrued and other current liabilities | 1,742 | (1,851) |
Seller payable | (442) | 1,696 |
Operating lease liabilities | (1,986) | (2,062) |
Other non-current liabilities | 65 | 1,255 |
Net cash provided by (used in) operating activities | 1,393 | (4,458) |
Cash flows from investing activities: | ||
Purchases of marketable securities | (8,665) | 0 |
Maturities of marketable securities | 4,500 | 24,579 |
Purchases of property and equipment | (1,620) | (5,679) |
Net cash provided by (used in) investing activities | (5,785) | 18,900 |
Cash flows from financing activities: | ||
Repayment of debt | (1,000) | (1,000) |
Proceeds from issuance of stock-based awards | 727 | 446 |
Payments of withholding taxes on stock-based awards | (1,207) | (638) |
Net cash used in financing activities | (1,480) | (1,192) |
Effect of exchange rate changes on cash, cash equivalents, and restricted cash | (115) | (540) |
Net change in cash, cash equivalents, and restricted cash | (5,987) | 12,710 |
Cash, cash equivalents, and restricted cash, beginning of period | 61,469 | 44,051 |
Cash, cash equivalents, and restricted cash, end of period | $ 55,482 | $ 56,761 |
Organization and Description of
Organization and Description of Business | 3 Months Ended |
Mar. 31, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Description of Business | Organization and Description of Business ThredUp Inc. (“ThredUp” or the “Company”) was formed as a corporation in the State of Delaware in January 2009. ThredUp operates a large resale platform that enables consumers to buy and sell primarily secondhand apparel, shoes, and accessories. |
Significant Accounting Policies
Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies Basis of Presentation and Use of Estimates The accompanying unaudited condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany account balances and transactions have been eliminated upon consolidation. The unaudited condensed consolidated financial statements were prepared in accordance with the United States (“U.S.”) Generally Accepted Accounting Principles (“GAAP”) for interim financial information and with the instructions to Quarterly Report on Form 10‑Q and Article 10 of Regulation S-X. As permitted under those rules, certain footnotes or other financial information may be condensed or omitted. The preparation of consolidated financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the amounts that are reported in the consolidated financial statements and the related disclosures. Actual results could differ from those estimates. Significant items subject to such estimates and assumptions include, but are not limited to: the useful lives of property and equipment and intangibles, allowance for sales returns, breakage on loyalty points and rewards and gift cards, valuation of inventory, stock-based compensation, lease liabilities, goodwill and acquired intangible assets, and income taxes. In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all normal and recurring adjustments necessary to present fairly the financial position of the Company as of March 31, 2024, and the results of operations and cash flows for the interim periods presented. The accompanying unaudited condensed consolidated financial statements and related financial information should be read in conjunction with the Company’s audited consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 (the “2023 10-K”). Recently Adopted Accounting Pronouncements There were no accounting pronouncements adopted during the three months ended March 31, 2024. Accounting Pronouncements Not Yet Effective In October 2023, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2023-06, “Disclosure Improvements: Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative,” to amend certain disclosure and presentation requirements for a variety of topics within the Accounting Standards Codification (the “ASC”). These amendments align the requirements in the ASC to the removal of certain disclosure requirements set out in Regulation S-X and Regulation S-K, announced by the SEC. The effective date for each amended topic in the ASC is either the date on which the SEC’s removal of the related disclosure requirement from Regulation S-X or Regulation S-K becomes effective, or on June 30, 2027, if the SEC has not removed the requirements by that date. Early adoption is prohibited. The Company does not expect that the application of this standard will have an impact on our consolidated financial statements and disclosures. In November 2023, the FASB issued ASU 2023-07, Improvements to Reportable Segment Disclosures. This new guidance is designed to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024 on a retrospective basis. Early adoption is permitted. The Company is currently assessing the impact of adopting this new accounting standard on its consolidated financial statements. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. ASU 2023-09 requires additional quantitative and qualitative income tax disclosures to enable financial statements users to better assess how an entity’s operations and related tax risks and tax planning and operational opportunities affect its tax rate and prospects for future cash flows. For public business entities, ASU 2023-09 is effective for annual periods beginning after December 15, 2024, which will be the fiscal year ending December 31, 2025 for us. We expect the adoption will result in enhanced income tax disclosures. Revenue from Loyalty Reward Redemption and Expiration The Company has a customer loyalty program, which allows end-customers to earn and accumulate points with each qualifying purchase. Earned points can be redeemed for loyalty rewards, such as non-cashoutable shopping credit, free shipping, or waived restocking fee, which can be applied to future purchases or returns. Unredeemed points expire after one year from the date the points were earned. Reward coupons expire six months from the date the reward is claimed. Points earned on purchases are a material right, representing a separate performance obligation. The allocated consideration for the points earned through qualifying purchase transactions is deferred based on the standalone selling price of the points, adjusted for expected breakage in proportion to the pattern of redemption, and recorded within deferred revenue under accrued and other current liabilities within the Company’s condensed consolidated balance sheets. Revenue is recognized for these performance obligations at a point in time when rewards are redeemed by the end customer or expired. As of March 31, 2024 and December 31, 2023, the Company had a deferred revenue liability of $1.6 million and $3.1 million, respectively, related to its customer loyalty program, which is included in accrued and other current liabilities within the Company’s condensed consolidated balance sheets. The Company recognized revenue from loyalty reward redemption of $3.7 million and $2.1 million for the three months ended March 31, 2024 and 2023, respectively. As our loyalty points expire in 12 months and coupon rewards expire in six months, the revenue for the remaining performance obligation is expected to be recognized within a 12-month period. Gift Cards and Site Credits The Company sells ThredUp gift cards on its e-commerce website and may also convert seller payables and site credits to ThredUp gift cards beginning after one year at the discretion of the Company. ThredUp gift cards do not expire or lose value over periods of inactivity. The Company accounts for gift cards by recognizing a gift card liability at the time a gift card is delivered to the customer. As of March 31, 2024 and December 31, 2023, $6.9 million and $6.6 million, respectively, of gift card liability was included in accrued and other current liabilities within the Company’s condensed consolidated balance sheets. Revenue from gift cards is generally recognized when the gift cards are redeemed by the customer and amounted to $0.3 million and $0.5 million for the three months ended March 31, 2024 and 2023, respectively. The Company recognizes breakage revenue when it determines that the redemption of gift cards is remote. Breakage revenue was $1.3 million for the three months ended March 31, 2024. Breakage revenue was not material for the three months ended March 31, 2023. The Company issues site credits for returns, which can be applied toward future charges but may not be converted into cash. Site credits may also be converted to ThredUp gift cards beginning after one year at the discretion of the Company. These credits are recognized as revenue when used. As of March 31, 2024 and December 31, 2023, $5.2 million and $4.8 million, respectively, of such customer site credits were included in accrued and other current liabilities within the Company’s condensed consolidated balance sheets. Revenue recognized from the redemption of site credits was $13.5 million and $9.4 million for the three months ended March 31, 2024 and 2023, respectively. Cash, Cash Equivalents and Restricted Cash The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the Company’s condensed consolidated balance sheets that sum to the total of the same such amounts shown in the Company’s condensed consolidated statements of cash flows: March 31, December 31, (in thousands) Cash and cash equivalents $ 50,112 $ 56,084 Restricted cash included in Other current assets 335 462 Restricted cash included in Other assets 5,035 4,923 Total cash, cash equivalents, and restricted cash shown in the statement of cash flows $ 55,482 $ 61,469 Fair Value Measurements The Company applies the provisions of FASB ASC Topic 820, Fair Value Measurements and Disclosures , for its financial and non-financial assets and liabilities. ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC 820 establishes a fair value hierarchy, which prioritizes the inputs used in measuring fair value into three broad levels as follows: • Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. • Level 2 inputs include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability and inputs that are derived principally from or corroborated by observable market data by correlation or other means. • Level 3 inputs are unobservable inputs for the asset or liability. The Company measures certain assets and liabilities at fair value as discussed throughout the notes to its condensed consolidated financial statements. As of March 31, 2024 and December 31, 2023, the carrying amounts of the Company’s accounts receivable, other current assets, other assets, accounts payable, seller payable and accrued and other current liabilities approximated their estimated fair values due to their relatively short maturities. Management believes the terms of its long-term variable-rate debt reflect current market conditions for an instrument with similar terms and maturity, and as such, the carrying value of the Company’s long-term debt approximated its fair value as of March 31, 2024 and December 31, 2023. |
Financial Instruments and Fair
Financial Instruments and Fair Value Measurements | 3 Months Ended |
Mar. 31, 2024 | |
Fair Value Disclosures [Abstract] | |
Financial Instruments and Fair Value Measurements | Financial Instruments and Fair Value Measurements The following tables provide information about the Company’s financial instruments that are measured at fair value on a recurring basis and indicate the fair value hierarchy of the valuation techniques utilized to determine such values as of March 31, 2024 and December 31, 2023: March 31, 2024 Level 1 Level 2 Level 3 Total (in thousands) Assets: Cash equivalents: Money market funds $ 5,067 $ — $ — $ 5,067 U.S. treasury securities — 7,647 — 7,647 Commercial paper — 12,568 — 12,568 Total cash equivalents 5,067 20,215 — 25,282 Marketable securities: U.S. treasury securities — 10,419 — 10,419 U.S. government agency bonds — 1,980 — 1,980 Total marketable securities — 12,399 — 12,399 Total assets at fair value $ 5,067 $ 32,614 $ — $ 37,681 December 31, 2023 Level 1 Level 2 Level 3 Total (in thousands) Assets: Cash equivalents: Money market funds $ 8,028 $ — $ — $ 8,028 Commercial paper — 14,954 — 14,954 U.S. treasury securities — 7,976 — 7,976 U.S. government agency bonds — 1,108 — 1,108 Total cash equivalents 8,028 24,038 — 32,066 Marketable securities: U.S. treasury securities — 7,405 — 7,405 U.S. government agency bonds — 695 — 695 Total marketable securities — 8,100 — 8,100 Total assets at fair value $ 8,028 $ 32,138 $ — $ 40,166 The following tables summarize the cost, gross unrealized gains, gross unrealized losses and fair value of the marketable securities as of March 31, 2024 and December 31, 2023: March 31, 2024 Cost or Amortized Cost Unrealized Fair Value Gains Losses (in thousands) U.S. treasury securities $ 10,421 $ — $ (2) $ 10,419 U.S. government agency bonds 1,983 — (3) 1,980 Total $ 12,404 $ — $ (5) $ 12,399 December 31, 2023 Cost or Amortized Cost Unrealized Fair Value Gains Losses (in thousands) U.S. treasury securities $ 7,403 $ 2 $ — $ 7,405 U.S. government agency bonds 695 — — 695 Total $ 8,098 $ 2 $ — $ 8,100 As of March 31, 2024 and December 31, 2023, the Company’s cash equivalents approximated their estimated fair value. As such, there were no unrealized gains or losses related to the Company’s cash equivalents. For the Company’s marketable securities, which were all classified as available-for-sale, the Company utilizes third-party pricing services to obtain fair value. Third-party pricing methodologies incorporate bond terms and conditions, current performance data, proprietary pricing models, real-time quotes from contributing dealers, trade prices and other market data. The Company determined that the declines in the fair value of its marketable securities were not driven by credit-related factors. During the three months ended March 31, 2024 and 2023, the Company did not recognize any losses on its marketable securities due to credit-related factors. As of March 31, 2024, the Company’s money market funds were valued using Level 1 inputs because they were valued using quoted prices in active markets. The Company’s U.S. treasury securities, commercial paper and U.S. government agency bonds were valued using Level 2 inputs because they were valued using quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active. There were no transfers into or out of Level 3 during the three months ended March 31, 2024. As of March 31, 2024, all of the $12.4 million carrying amount of marketable securities had a contractual maturity date of less than one year. |
Property and Equipment, Net
Property and Equipment, Net | 3 Months Ended |
Mar. 31, 2024 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | Property and Equipment, Net Property and equipment, net consisted of the following: March 31, December 31, (in thousands) Property and equipment, at cost: Machinery and equipment $ 79,166 $ 79,273 Leasehold improvements 27,993 27,620 Internal-use software 12,263 11,284 Computers and software 7,756 8,260 Construction in progress 6,865 6,542 Furniture and fixtures 2,571 2,574 Total property and equipment, at cost 136,614 135,553 Less: accumulated depreciation and amortization (51,531) (47,881) Property and equipment, net $ 85,083 $ 87,672 Depreciation and amortization expense of property and equipment was $4.3 million and $3.0 million for the three months ended March 31, 2024 and 2023, respectively. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 3 Months Ended |
Mar. 31, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets Goodwill is primarily attributable to the planned growth in the combined business after the acquisition of Remix Global EAD (“Remix”). Goodwill is reviewed for impairment at least annually, absent any interim indicators of impairment. Goodwill was $11.7 million and $12.0 million as of March 31, 2024 and December 31, 2023, respectively. The change in goodwill during the three months ended March 31, 2024 was due to foreign currency translation adjustments. The gross carrying amounts and accumulated amortization of the Company’s intangible assets with determinable lives as of March 31, 2024 and December 31, 2023 were as follows: March 31, 2024 Amortization Period Gross Carrying Amount Accumulated Amortization Net Carrying Amount (in years) (in thousands) Customer relationships 8 $ 4,849 $ (1,498) $ 3,351 Developed technology 3 4,569 (3,776) 793 Trademarks 9 4,389 (1,204) 3,185 Total $ 13,807 $ (6,478) $ 7,329 December 31, 2023 Amortization Period Gross Carrying Amount Accumulated Amortization Net Carrying Amount (in years) (in thousands) Customer relationships 8 $ 4,965 $ (1,386) $ 3,579 Developed technology 3 4,679 (3,482) 1,197 Trademarks 9 4,494 (1,114) 3,380 Total $ 14,138 $ (5,982) $ 8,156 The changes in the gross carrying amounts were due to foreign currency translation adjustments. Amortization expense related to developed technology, customer relationships, and trademarks is recorded within operations, product, and technology; sales, general, and administrative; and marketing expense, respectively, within the Company’s condensed consolidated statements of operations. Amortization expense of intangible assets with determinable lives was $0.6 million and $0.6 million for the three months ended March 31, 2024 and 2023, respectively. |
Balance Sheet Components
Balance Sheet Components | 3 Months Ended |
Mar. 31, 2024 | |
Balance Sheet Related Disclosures [Abstract] | |
Balance Sheet Components | Balance Sheet Components Inventories consisted of the following: March 31, December 31, (in thousands) Work in process $ 1,779 $ 3,333 Finished goods 9,803 12,354 Total $ 11,582 $ 15,687 Work in process inventory relates to items that are currently undergoing preparation for sale, including itemization, cleaning, and repair. Accrued and other current liabilities consisted of the following: March 31, December 31, (in thousands) Gift card and site credit liabilities $ 12,129 $ 11,407 Accrued compensation 6,505 4,092 Accrued vendor liabilities 4,937 4,080 Accrued taxes 4,733 4,967 Allowance for returns 4,155 3,817 Deferred revenue 3,730 6,377 Accrued other 1,352 1,194 Total $ 37,541 $ 35,934 |
Long-Term Debt
Long-Term Debt | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt In February 2019, the Company entered into a loan and security agreement (“Term Loan”) with Western Alliance Bank for an aggregate amount of up to $40.0 million. The Term Loan was subsequently amended several times, with the most recent amendment taking place in December 2023. As amended, the Term Loan matures on July 14, 2027 and provides for an aggregate borrowing amount of up to $48.8 million, of which $22.5 million is designated for the purchase of certain equipment. The Term Loan bears interest at the prime rate published in the Wall Street Journal plus a margin of 1.25%, with a floor of 4.75%. The Term Loan requires the Company to comply with certain financial covenants, including, among other things, liquidity requirements, minimum cash deposits with Western Alliance Bank, performance metrics, and a debt service coverage ratio. The Term Loan also contains affirmative and negative covenants customary for financings of this type, including, among other things, limitations or prohibitions on repurchasing common shares, declaring and paying dividends and other distributions, redeeming and repurchasing certain other indebtedness, loans and investments, additional indebtedness, liens, mergers, asset sales and transactions with affiliates. In addition, the Term Loan contains customary events of default. As of March 31, 2024 and December 31, 2023, the Company was in compliance with its debt covenants under the Term Loan. The Term Loan is payable in consecutive monthly installments. Interest is due monthly on amounts outstanding under the Term Loan. The Company is permitted to make voluntary prepayments without penalty or premium at any time. As of March 31, 2024 and December 31, 2023, the effective interest rate for borrowings under the Term Loan was 10.73%. During the three months ended March 31, 2024 and 2023, the Company did not make any borrowings under the Term Loan and repaid a total of $1.0 million in each of the periods on amounts outstanding under the Term Loan. As of March 31, 2024 and December 31, 2023, the amounts outstanding under the Term Loan were $25.3 million and $26.3 million, respectively. The Company incurred $0.7 million of interest costs relating to the Term Loan during each of the three months ended March 31, 2024 and 2023. There was no capitalized interest during the three months ended March 31, 2024, and $0.6 million was capitalized as part of an asset for the three months ended March 31, 2023. As of March 31, 2024, the future annual principal payments of the Term Loan were as follows: Amount (in thousands) 2024 (Remaining nine months) $ 3,000 2025 4,000 2026 4,000 2027 14,333 Total principal payments 25,333 Less: unamortized debt discount (446) Less: current portion of long-term debt (3,843) Non-current portion of long-term debt $ 21,044 |
Common Stock and Stockholders_
Common Stock and Stockholders’ Equity | 3 Months Ended |
Mar. 31, 2024 | |
Equity [Abstract] | |
Common Stock and Stockholders’ Equity | Common Stock and Stockholders’ Equity Each share of Class A common stock is entitled to one vote per share. Each share of Class B common stock is entitled to ten votes per share and is convertible at any time into one share of Class A common stock. The table below summarizes the Class A common stock and Class B common stock authorized, issued and outstanding as of March 31, 2024 and December 31, 2023: March 31, 2024 Authorized Issued and Outstanding (in thousands) Class A common stock 1,000,000 80,273 Class B common stock 120,000 29,944 Total 1,120,000 110,217 December 31, 2023 Authorized Issued and Outstanding (in thousands) Class A common stock 1,000,000 78,830 Class B common stock 120,000 29,954 Total 1,120,000 108,784 |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation The Company has stock-based compensation plans, which are more fully described in Note 10, Stock-Based Compensation Plans, to the Consolidated Financial Statements included in the 2023 10-K. During the three months ended March 31, 2024, the Company granted restricted stock units subject to service conditions. Stock-Based Compensation Expense The following table provides information about stock-based compensation expense by financial statement line item: Three Months Ended March 31, March 31, (in thousands) Operations, product, and technology $ 2,571 $ 3,671 Marketing 202 1,205 Sales, general, and administrative 4,438 4,515 Total stock-based compensation expense $ 7,211 $ 9,391 Stock-based compensation expense capitalized in internal use software was not material for the three months ended March 31, 2024 and 2023, respectively. Stock Options The following table summarizes the activities for all stock options under the Company’s share-based compensation plans for the three months ended March 31, 2024: Number of Options Outstanding Weighted-Average Exercise Price Per Share Weighted-Average Remaining Contractual Life Aggregate Intrinsic Value (1) (in thousands) (in thousands) Outstanding as of December 31, 2023 16,247 $ 1.99 4.14 years $ 5,861 Granted — $ — Exercised (56) $ 1.44 Forfeited or expired (88) $ 2.29 Outstanding as of March 31, 2024 16,103 $ 1.99 3.84 years $ 2,539 Exercisable as of March 31, 2024 14,977 $ 1.97 3.65 years $ 2,539 (1) The intrinsic value is the amount by which the current market value of the underlying stock exceeds the exercise price of the stock awards. There were no options granted during the three months ended March 31, 2024 and 2023. The total intrinsic value of stock options exercised during the three months ended March 31, 2024 and 2023 was not material. As of March 31, 2024, the total unrecognized compensation cost related to all nonvested stock options was $0.8 million and the related weighted-average period over which it is expected to be recognized was approximately 0.83 years. Restricted Stock Units The following table summarizes the activities for all restricted stock units (“RSUs”) under the Company’s share-based compensation plans for the three months ended March 31, 2024: Number of Shares Weighted-Average Grant Date Fair Value Per Share (in thousands) Outstanding and nonvested as of December 31, 2023 8,538 $ 4.39 Granted 5,058 $ 1.98 Vested (1,638) $ 4.25 Forfeited (970) $ 5.21 Outstanding and nonvested as of March 31, 2024 10,988 $ 3.23 The total vesting date fair value of RSUs that vested during the three months ended March 31, 2024 and 2023 was $3.5 million and $8.0 million, respectively. During the three months ended March 31, 2023, the Company modified the vesting schedule of substantially all RSUs outstanding as of December 31, 2022 from 4 years to 3 years and recognized compensation expense of $2.4 million related to the acceleration of the vesting schedule. As of March 31, 2024, the total unrecognized compensation cost related to all nonvested RSUs was $32.4 million and the related weighted-average period over which it is expected to be recognized was approximately 1.94 years. |
Commitment and Contingencies
Commitment and Contingencies | 3 Months Ended |
Mar. 31, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Legal Contingencies The Company is subject to litigation claims and assessments from time to time in the ordinary course of business. The Company’s management does not believe that any such matters, individually or in the aggregate, will have a material adverse effect on the Company’s business, financial condition, results of operations or cash flows. Indemnifications In the normal course of business, the Company enters into contracts and agreements that contain a variety of representations and warranties and provide for limited and customary indemnification obligations. The Company’s exposure under these agreements is unknown because it involves claims that may be made against the Company in the future, but that have not yet been made. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2024 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The quarterly income tax provision reflects an estimate of the corresponding quarter’s state taxes in the U.S. The provision for income tax expense for the three months ended March 31, 2024 and 2023 was determined based upon estimates of the Company’s annual effective tax rate for the years ending December 31, 2024 and 2023, respectively. Since the Company is in a full valuation allowance position due to losses incurred since inception, the provision for taxes consists solely of certain state income taxes. |
Loss Per Share
Loss Per Share | 3 Months Ended |
Mar. 31, 2024 | |
Earnings Per Share [Abstract] | |
Loss Per Share | Loss Per Share The following participating securities have been excluded from the computation of diluted loss per share for the periods presented because including them would have been anti-dilutive: March 31, March 31, (in thousands) Outstanding stock options 16,103 17,569 Restricted stock units 10,988 14,615 Delayed share issuance related to acquisition — 130 Employee stock purchase plan 216 152 Total 27,307 32,466 |
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 loss | $ (16,554) | $ (19,793) |
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 |
James Reinhart [Member] | |
Trading Arrangements, by Individual | |
Material Terms of Trading Arrangement | On March 15, 2024, James Reinhart, Chief Executive Officer, adopted a Rule 10b5-1 trading arrangement that is intended to satisfy the affirmative defense of Rule 10b5-1(c) of the Exchange Act for the sale of up to 692,152 shares of the Company’s Class A common stock until June 13, 2024. |
Name | James Reinhart |
Title | Chief Executive Officer |
Rule 10b5-1 Arrangement Adopted | true |
Adoption Date | March 15, 2024 |
Arrangement Duration | 90 days |
Aggregate Available | 692,152 |
Alon Rotem [Member] | |
Trading Arrangements, by Individual | |
Material Terms of Trading Arrangement | On March 15, 2024, Alon Rotem, Chief Legal Officer, adopted a Rule 10b5-1 trading arrangement that is intended to satisfy the affirmative defense of Rule 10b5-1(c) of the Exchange Act for the sale of up to 310,135 shares of the Company’s Class A common stock until June 13, 2024. |
Name | Alon Rotem |
Title | Chief Legal Officer |
Rule 10b5-1 Arrangement Adopted | true |
Adoption Date | March 15, 2024 |
Arrangement Duration | 90 days |
Aggregate Available | 310,135 |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Basis of Presentation | The accompanying unaudited condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany account balances and transactions have been eliminated upon consolidation. The unaudited condensed consolidated financial statements were prepared in accordance with the United States (“U.S.”) Generally Accepted Accounting Principles (“GAAP”) for interim financial information and with the instructions to Quarterly Report on Form 10‑Q and Article 10 of Regulation S-X. As permitted under those rules, certain footnotes or other financial information may be condensed or omitted. |
Use of Estimates | The preparation of consolidated financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the amounts that are reported in the consolidated financial statements and the related disclosures. Actual results could differ from those estimates. Significant items subject to such estimates and assumptions include, but are not limited to: the useful lives of property and equipment and intangibles, allowance for sales returns, breakage on loyalty points and rewards and gift cards, valuation of inventory, stock-based compensation, lease liabilities, goodwill and acquired intangible assets, and income taxes. |
Recently Adopted Accounting Pronouncements | There were no accounting pronouncements adopted during the three months ended March 31, 2024. Accounting Pronouncements Not Yet Effective In October 2023, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2023-06, “Disclosure Improvements: Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative,” to amend certain disclosure and presentation requirements for a variety of topics within the Accounting Standards Codification (the “ASC”). These amendments align the requirements in the ASC to the removal of certain disclosure requirements set out in Regulation S-X and Regulation S-K, announced by the SEC. The effective date for each amended topic in the ASC is either the date on which the SEC’s removal of the related disclosure requirement from Regulation S-X or Regulation S-K becomes effective, or on June 30, 2027, if the SEC has not removed the requirements by that date. Early adoption is prohibited. The Company does not expect that the application of this standard will have an impact on our consolidated financial statements and disclosures. In November 2023, the FASB issued ASU 2023-07, Improvements to Reportable Segment Disclosures. This new guidance is designed to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024 on a retrospective basis. Early adoption is permitted. The Company is currently assessing the impact of adopting this new accounting standard on its consolidated financial statements. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. ASU 2023-09 requires additional quantitative and qualitative income tax disclosures to enable financial statements users to better assess how an entity’s operations and related tax risks and tax planning and operational opportunities affect its tax rate and prospects for future cash flows. For public business entities, ASU 2023-09 is effective for annual periods beginning after December 15, 2024, which will be the fiscal year ending December 31, 2025 for us. We expect the adoption will result in enhanced income tax disclosures. |
Revenue from Loyalty Reward Redemption and Expiration, Gift Cards and Site Credits | The Company has a customer loyalty program, which allows end-customers to earn and accumulate points with each qualifying purchase. Earned points can be redeemed for loyalty rewards, such as non-cashoutable shopping credit, free shipping, or waived restocking fee, which can be applied to future purchases or returns. Unredeemed points expire after one year from the date the points were earned. Reward coupons expire six months from the date the reward is claimed. Points earned on purchases are a material right, representing a separate performance obligation. The allocated consideration for the points earned through qualifying purchase transactions is deferred based on the standalone selling price of the points, adjusted for expected breakage in proportion to the pattern of redemption, and recorded within deferred revenue under accrued and other current liabilities within the Company’s condensed consolidated balance sheets. Revenue is recognized for these performance obligations at a point in time when rewards are redeemed by the end customer or expired. |
Fair Value Measurements | The Company applies the provisions of FASB ASC Topic 820, Fair Value Measurements and Disclosures , for its financial and non-financial assets and liabilities. ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC 820 establishes a fair value hierarchy, which prioritizes the inputs used in measuring fair value into three broad levels as follows: • Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. • Level 2 inputs include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability and inputs that are derived principally from or corroborated by observable market data by correlation or other means. • Level 3 inputs are unobservable inputs for the asset or liability. The Company measures certain assets and liabilities at fair value as discussed throughout the notes to its condensed consolidated financial statements. As of March 31, 2024 and December 31, 2023, the carrying amounts of the Company’s accounts receivable, other current assets, other assets, accounts payable, seller payable and accrued and other current liabilities approximated their estimated fair values due to their relatively short maturities. Management believes the terms of its long-term variable-rate debt reflect current market conditions for an instrument with similar terms and maturity, and as such, the carrying value of the Company’s long-term debt approximated its fair value as of March 31, 2024 and December 31, 2023. |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Schedule of Cash and Cash Equivalents | The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the Company’s condensed consolidated balance sheets that sum to the total of the same such amounts shown in the Company’s condensed consolidated statements of cash flows: March 31, December 31, (in thousands) Cash and cash equivalents $ 50,112 $ 56,084 Restricted cash included in Other current assets 335 462 Restricted cash included in Other assets 5,035 4,923 Total cash, cash equivalents, and restricted cash shown in the statement of cash flows $ 55,482 $ 61,469 |
Schedule of Restrictions on Cash and Cash Equivalents | The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the Company’s condensed consolidated balance sheets that sum to the total of the same such amounts shown in the Company’s condensed consolidated statements of cash flows: March 31, December 31, (in thousands) Cash and cash equivalents $ 50,112 $ 56,084 Restricted cash included in Other current assets 335 462 Restricted cash included in Other assets 5,035 4,923 Total cash, cash equivalents, and restricted cash shown in the statement of cash flows $ 55,482 $ 61,469 |
Financial Instruments and Fai_2
Financial Instruments and Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Fair Value Disclosures [Abstract] | |
Schedule of Financial Instruments Measured at Fair Value | The following tables provide information about the Company’s financial instruments that are measured at fair value on a recurring basis and indicate the fair value hierarchy of the valuation techniques utilized to determine such values as of March 31, 2024 and December 31, 2023: March 31, 2024 Level 1 Level 2 Level 3 Total (in thousands) Assets: Cash equivalents: Money market funds $ 5,067 $ — $ — $ 5,067 U.S. treasury securities — 7,647 — 7,647 Commercial paper — 12,568 — 12,568 Total cash equivalents 5,067 20,215 — 25,282 Marketable securities: U.S. treasury securities — 10,419 — 10,419 U.S. government agency bonds — 1,980 — 1,980 Total marketable securities — 12,399 — 12,399 Total assets at fair value $ 5,067 $ 32,614 $ — $ 37,681 December 31, 2023 Level 1 Level 2 Level 3 Total (in thousands) Assets: Cash equivalents: Money market funds $ 8,028 $ — $ — $ 8,028 Commercial paper — 14,954 — 14,954 U.S. treasury securities — 7,976 — 7,976 U.S. government agency bonds — 1,108 — 1,108 Total cash equivalents 8,028 24,038 — 32,066 Marketable securities: U.S. treasury securities — 7,405 — 7,405 U.S. government agency bonds — 695 — 695 Total marketable securities — 8,100 — 8,100 Total assets at fair value $ 8,028 $ 32,138 $ — $ 40,166 The following tables summarize the cost, gross unrealized gains, gross unrealized losses and fair value of the marketable securities as of March 31, 2024 and December 31, 2023: March 31, 2024 Cost or Amortized Cost Unrealized Fair Value Gains Losses (in thousands) U.S. treasury securities $ 10,421 $ — $ (2) $ 10,419 U.S. government agency bonds 1,983 — (3) 1,980 Total $ 12,404 $ — $ (5) $ 12,399 December 31, 2023 Cost or Amortized Cost Unrealized Fair Value Gains Losses (in thousands) U.S. treasury securities $ 7,403 $ 2 $ — $ 7,405 U.S. government agency bonds 695 — — 695 Total $ 8,098 $ 2 $ — $ 8,100 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment, Net | Property and equipment, net consisted of the following: March 31, December 31, (in thousands) Property and equipment, at cost: Machinery and equipment $ 79,166 $ 79,273 Leasehold improvements 27,993 27,620 Internal-use software 12,263 11,284 Computers and software 7,756 8,260 Construction in progress 6,865 6,542 Furniture and fixtures 2,571 2,574 Total property and equipment, at cost 136,614 135,553 Less: accumulated depreciation and amortization (51,531) (47,881) Property and equipment, net $ 85,083 $ 87,672 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Finite-Lived Intangible Assets | The gross carrying amounts and accumulated amortization of the Company’s intangible assets with determinable lives as of March 31, 2024 and December 31, 2023 were as follows: March 31, 2024 Amortization Period Gross Carrying Amount Accumulated Amortization Net Carrying Amount (in years) (in thousands) Customer relationships 8 $ 4,849 $ (1,498) $ 3,351 Developed technology 3 4,569 (3,776) 793 Trademarks 9 4,389 (1,204) 3,185 Total $ 13,807 $ (6,478) $ 7,329 December 31, 2023 Amortization Period Gross Carrying Amount Accumulated Amortization Net Carrying Amount (in years) (in thousands) Customer relationships 8 $ 4,965 $ (1,386) $ 3,579 Developed technology 3 4,679 (3,482) 1,197 Trademarks 9 4,494 (1,114) 3,380 Total $ 14,138 $ (5,982) $ 8,156 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Balance Sheet Related Disclosures [Abstract] | |
Schedule of Inventory | Inventories consisted of the following: March 31, December 31, (in thousands) Work in process $ 1,779 $ 3,333 Finished goods 9,803 12,354 Total $ 11,582 $ 15,687 |
Schedule of Other Current Liabilities | Accrued and other current liabilities consisted of the following: March 31, December 31, (in thousands) Gift card and site credit liabilities $ 12,129 $ 11,407 Accrued compensation 6,505 4,092 Accrued vendor liabilities 4,937 4,080 Accrued taxes 4,733 4,967 Allowance for returns 4,155 3,817 Deferred revenue 3,730 6,377 Accrued other 1,352 1,194 Total $ 37,541 $ 35,934 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Schedule of Maturities of Long-Term Debt | As of March 31, 2024, the future annual principal payments of the Term Loan were as follows: Amount (in thousands) 2024 (Remaining nine months) $ 3,000 2025 4,000 2026 4,000 2027 14,333 Total principal payments 25,333 Less: unamortized debt discount (446) Less: current portion of long-term debt (3,843) Non-current portion of long-term debt $ 21,044 |
Common Stock and Stockholders_2
Common Stock and Stockholders’ Equity (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Equity [Abstract] | |
Schedule of Common Stock Issued and Outstanding | The table below summarizes the Class A common stock and Class B common stock authorized, issued and outstanding as of March 31, 2024 and December 31, 2023: March 31, 2024 Authorized Issued and Outstanding (in thousands) Class A common stock 1,000,000 80,273 Class B common stock 120,000 29,944 Total 1,120,000 110,217 December 31, 2023 Authorized Issued and Outstanding (in thousands) Class A common stock 1,000,000 78,830 Class B common stock 120,000 29,954 Total 1,120,000 108,784 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Stock-Based Compensation Expense | The following table provides information about stock-based compensation expense by financial statement line item: Three Months Ended March 31, March 31, (in thousands) Operations, product, and technology $ 2,571 $ 3,671 Marketing 202 1,205 Sales, general, and administrative 4,438 4,515 Total stock-based compensation expense $ 7,211 $ 9,391 |
Schedule of Stock Option Activity | The following table summarizes the activities for all stock options under the Company’s share-based compensation plans for the three months ended March 31, 2024: Number of Options Outstanding Weighted-Average Exercise Price Per Share Weighted-Average Remaining Contractual Life Aggregate Intrinsic Value (1) (in thousands) (in thousands) Outstanding as of December 31, 2023 16,247 $ 1.99 4.14 years $ 5,861 Granted — $ — Exercised (56) $ 1.44 Forfeited or expired (88) $ 2.29 Outstanding as of March 31, 2024 16,103 $ 1.99 3.84 years $ 2,539 Exercisable as of March 31, 2024 14,977 $ 1.97 3.65 years $ 2,539 (1) The intrinsic value is the amount by which the current market value of the underlying stock exceeds the exercise price of the stock awards. |
Schedule of Restricted Stock Unit Activity | The following table summarizes the activities for all restricted stock units (“RSUs”) under the Company’s share-based compensation plans for the three months ended March 31, 2024: Number of Shares Weighted-Average Grant Date Fair Value Per Share (in thousands) Outstanding and nonvested as of December 31, 2023 8,538 $ 4.39 Granted 5,058 $ 1.98 Vested (1,638) $ 4.25 Forfeited (970) $ 5.21 Outstanding and nonvested as of March 31, 2024 10,988 $ 3.23 |
Loss Per Share (Tables)
Loss Per Share (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Earnings Per Share [Abstract] | |
Schedule of Antidilutive Securities Excluded from Computation of Loss Per Share | The following participating securities have been excluded from the computation of diluted loss per share for the periods presented because including them would have been anti-dilutive: March 31, March 31, (in thousands) Outstanding stock options 16,103 17,569 Restricted stock units 10,988 14,615 Delayed share issuance related to acquisition — 130 Employee stock purchase plan 216 152 Total 27,307 32,466 |
Significant Accounting Polici_4
Significant Accounting Policies - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Revenue from External Customer [Line Items] | |||
Customer liability | $ 12,129 | $ 11,407 | |
Coupon Rewards | |||
Revenue from External Customer [Line Items] | |||
Performance obligation, expiration period | 6 months | ||
Loyalty Program | |||
Revenue from External Customer [Line Items] | |||
Revenue recognized | $ 3,700 | $ 2,100 | |
Loyalty Program | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-04-01 | |||
Revenue from External Customer [Line Items] | |||
Revenue, remaining performance obligation, expected timing of satisfaction, period | 12 months | ||
Loyalty Program | Transferred over Time | |||
Revenue from External Customer [Line Items] | |||
Customer liability | $ 1,600 | 3,100 | |
Loyalty Points | |||
Revenue from External Customer [Line Items] | |||
Performance obligation, expiration period | 12 months | ||
Gift Card | |||
Revenue from External Customer [Line Items] | |||
Customer liability | $ 6,900 | 6,600 | |
Revenue recognized | $ 300 | 500 | |
Conversion period | 1 year | ||
Gift Card Breakage | |||
Revenue from External Customer [Line Items] | |||
Revenue recognized | $ 1,300 | 0 | |
Site Credit | |||
Revenue from External Customer [Line Items] | |||
Customer liability | $ 5,200 | $ 4,800 | |
Conversion period | 1 year | ||
Revenue recognized from the redemption | $ 13,500 | $ 9,400 |
Significant Accounting Polici_5
Significant Accounting Policies - Schedule of Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 | Mar. 31, 2023 | Dec. 31, 2022 |
Accounting Policies [Abstract] | ||||
Cash and cash equivalents | $ 50,112 | $ 56,084 | ||
Restricted cash included in Other current assets | 335 | 462 | ||
Restricted cash included in Other assets | 5,035 | 4,923 | ||
Total cash, cash equivalents, and restricted cash shown in the statement of cash flows | $ 55,482 | $ 61,469 | $ 56,761 | $ 44,051 |
Financial Instruments and Fai_3
Financial Instruments and Fair Value Measurements – Schedule of Financial Instruments Measured at Fair Value (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Marketable securities: | ||
Total marketable securities | $ 12,399 | $ 8,100 |
Fair Value, Recurring | ||
Cash equivalents: | ||
Total cash equivalents | 25,282 | 32,066 |
Marketable securities: | ||
Total marketable securities | 12,399 | 8,100 |
Total assets at fair value | 37,681 | 40,166 |
Fair Value, Recurring | U.S. treasury securities | ||
Marketable securities: | ||
Total marketable securities | 10,419 | 7,405 |
Fair Value, Recurring | U.S. government agency bonds | ||
Marketable securities: | ||
Total marketable securities | 1,980 | 695 |
Fair Value, Recurring | Money market funds | ||
Cash equivalents: | ||
Total cash equivalents | 5,067 | 8,028 |
Fair Value, Recurring | U.S. treasury securities | ||
Cash equivalents: | ||
Total cash equivalents | 7,647 | 7,976 |
Fair Value, Recurring | Commercial paper | ||
Cash equivalents: | ||
Total cash equivalents | 12,568 | 14,954 |
Fair Value, Recurring | U.S. government agency bonds | ||
Cash equivalents: | ||
Total cash equivalents | 1,108 | |
Level 1 | Fair Value, Recurring | ||
Cash equivalents: | ||
Total cash equivalents | 5,067 | 8,028 |
Marketable securities: | ||
Total marketable securities | 0 | 0 |
Total assets at fair value | 5,067 | 8,028 |
Level 1 | Fair Value, Recurring | U.S. treasury securities | ||
Marketable securities: | ||
Total marketable securities | 0 | 0 |
Level 1 | Fair Value, Recurring | U.S. government agency bonds | ||
Marketable securities: | ||
Total marketable securities | 0 | 0 |
Level 1 | Fair Value, Recurring | Money market funds | ||
Cash equivalents: | ||
Total cash equivalents | 5,067 | 8,028 |
Level 1 | Fair Value, Recurring | U.S. treasury securities | ||
Cash equivalents: | ||
Total cash equivalents | 0 | 0 |
Level 1 | Fair Value, Recurring | Commercial paper | ||
Cash equivalents: | ||
Total cash equivalents | 0 | 0 |
Level 1 | Fair Value, Recurring | U.S. government agency bonds | ||
Cash equivalents: | ||
Total cash equivalents | 0 | |
Level 2 | Fair Value, Recurring | ||
Cash equivalents: | ||
Total cash equivalents | 20,215 | 24,038 |
Marketable securities: | ||
Total marketable securities | 12,399 | 8,100 |
Total assets at fair value | 32,614 | 32,138 |
Level 2 | Fair Value, Recurring | U.S. treasury securities | ||
Marketable securities: | ||
Total marketable securities | 10,419 | 7,405 |
Level 2 | Fair Value, Recurring | U.S. government agency bonds | ||
Marketable securities: | ||
Total marketable securities | 1,980 | 695 |
Level 2 | Fair Value, Recurring | Money market funds | ||
Cash equivalents: | ||
Total cash equivalents | 0 | 0 |
Level 2 | Fair Value, Recurring | U.S. treasury securities | ||
Cash equivalents: | ||
Total cash equivalents | 7,647 | 7,976 |
Level 2 | Fair Value, Recurring | Commercial paper | ||
Cash equivalents: | ||
Total cash equivalents | 12,568 | 14,954 |
Level 2 | Fair Value, Recurring | U.S. government agency bonds | ||
Cash equivalents: | ||
Total cash equivalents | 1,108 | |
Level 3 | Fair Value, Recurring | ||
Cash equivalents: | ||
Total cash equivalents | 0 | 0 |
Marketable securities: | ||
Total marketable securities | 0 | 0 |
Total assets at fair value | 0 | 0 |
Level 3 | Fair Value, Recurring | U.S. treasury securities | ||
Marketable securities: | ||
Total marketable securities | 0 | 0 |
Level 3 | Fair Value, Recurring | U.S. government agency bonds | ||
Marketable securities: | ||
Total marketable securities | 0 | 0 |
Level 3 | Fair Value, Recurring | Money market funds | ||
Cash equivalents: | ||
Total cash equivalents | 0 | 0 |
Level 3 | Fair Value, Recurring | U.S. treasury securities | ||
Cash equivalents: | ||
Total cash equivalents | 0 | 0 |
Level 3 | Fair Value, Recurring | Commercial paper | ||
Cash equivalents: | ||
Total cash equivalents | $ 0 | 0 |
Level 3 | Fair Value, Recurring | U.S. government agency bonds | ||
Cash equivalents: | ||
Total cash equivalents | $ 0 |
Financial Instruments and Fai_4
Financial Instruments and Fair Value Measurements - Schedule of Amortized Cost, Unrealized Gain (Loss), and Fair Value (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Marketable securities: | ||
Cost or Amortized Cost | $ 12,404 | $ 8,098 |
Unrealized Gains | 0 | 2 |
Unrealized Losses | (5) | 0 |
Fair Value | 12,399 | 8,100 |
U.S. treasury securities | ||
Marketable securities: | ||
Cost or Amortized Cost | 10,421 | 7,403 |
Unrealized Gains | 0 | 2 |
Unrealized Losses | (2) | 0 |
Fair Value | 10,419 | 7,405 |
U.S. government agency bonds | ||
Marketable securities: | ||
Cost or Amortized Cost | 1,983 | 695 |
Unrealized Gains | 0 | 0 |
Unrealized Losses | (3) | 0 |
Fair Value | $ 1,980 | $ 695 |
Financial Instruments and Fai_5
Financial Instruments and Fair Value Measurements - Narrative (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | $ 12,399 | $ 8,100 |
Fair Value, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | $ 12,399 | $ 8,100 |
Property and Equipment, Net - S
Property and Equipment, Net - Schedule of Property and Equipment, Net (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, at cost | $ 136,614 | $ 135,553 |
Less: accumulated depreciation and amortization | (51,531) | (47,881) |
Property and equipment, net | 85,083 | 87,672 |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, at cost | 79,166 | 79,273 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, at cost | 27,993 | 27,620 |
Internal-use software | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, at cost | 12,263 | 11,284 |
Computers and software | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, at cost | 7,756 | 8,260 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, at cost | 6,865 | 6,542 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, at cost | $ 2,571 | $ 2,574 |
Property and Equipment, Net - N
Property and Equipment, Net - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation | $ 4.3 | $ 3 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Goodwill | $ 11,677 | $ 11,957 | |
Amortization expense | $ 600 | $ 600 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Schedule of Finite-Lived Intangible Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 13,807 | $ 14,138 |
Accumulated Amortization | (6,478) | (5,982) |
Net Carrying Amount | $ 7,329 | $ 8,156 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 8 years | 8 years |
Gross Carrying Amount | $ 4,849 | $ 4,965 |
Accumulated Amortization | (1,498) | (1,386) |
Net Carrying Amount | $ 3,351 | $ 3,579 |
Developed technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 3 years | 3 years |
Gross Carrying Amount | $ 4,569 | $ 4,679 |
Accumulated Amortization | (3,776) | (3,482) |
Net Carrying Amount | $ 793 | $ 1,197 |
Trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 9 years | 9 years |
Gross Carrying Amount | $ 4,389 | $ 4,494 |
Accumulated Amortization | (1,204) | (1,114) |
Net Carrying Amount | $ 3,185 | $ 3,380 |
Balance Sheet Components - Sche
Balance Sheet Components - Schedule of Inventory (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Balance Sheet Related Disclosures [Abstract] | ||
Work in process | $ 1,779 | $ 3,333 |
Finished goods | 9,803 | 12,354 |
Total | $ 11,582 | $ 15,687 |
Balance Sheet Components - Sc_2
Balance Sheet Components - Schedule of Other Current Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Balance Sheet Related Disclosures [Abstract] | ||
Gift card and site credit liabilities | $ 12,129 | $ 11,407 |
Accrued compensation | 6,505 | 4,092 |
Accrued vendor liabilities | 4,937 | 4,080 |
Accrued taxes | 4,733 | 4,967 |
Allowance for returns | 4,155 | 3,817 |
Deferred revenue | 3,730 | 6,377 |
Accrued other | 1,352 | 1,194 |
Total | $ 37,541 | $ 35,934 |
Long-Term Debt - Narrative (Det
Long-Term Debt - Narrative (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | ||
Dec. 31, 2023 | Mar. 31, 2024 | Mar. 31, 2023 | Feb. 28, 2019 | |
Debt Instrument [Line Items] | ||||
Repayment of debt | $ 1,000 | $ 1,000 | ||
Medium-term Notes | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity | $ 48,800 | |||
Medium-term Notes | Equipment | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity | $ 22,500 | |||
Term Loan | Medium-term Notes | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity | $ 40,000 | |||
Debt instrument, floor percentage | 4.75% | |||
Effective interest rate | 10.73% | 10.73% | ||
Borrowed amount | $ 0 | 0 | ||
Repayment of debt | 1,000 | 1,000 | ||
Principal outstanding | $ 26,300 | 25,300 | ||
Interest costs incurred relating to the term loan | 700 | 700 | ||
Interest costs capitalized as part of an asset | $ 0 | $ 600 | ||
Term Loan | Medium-term Notes | Prime Rate | ||||
Debt Instrument [Line Items] | ||||
Variable interest rate | 1.25% |
Long-Term Debt - Schedule of Ma
Long-Term Debt - Schedule of Maturities of Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Debt Disclosure [Abstract] | ||
2024 (Remaining nine months) | $ 3,000 | |
2025 | 4,000 | |
2026 | 4,000 | |
2027 | 14,333 | |
Total principal payments | 25,333 | |
Less: unamortized debt discount | (446) | |
Less: current portion of long-term debt | (3,843) | $ (3,838) |
Non-current portion of long-term debt | $ 21,044 | $ 22,006 |
Common Stock and Stockholders_3
Common Stock and Stockholders’ Equity - Narrative (Details) | 3 Months Ended |
Mar. 31, 2024 vote shares | |
Class of Stock [Line Items] | |
Conversion of stock (in shares) | shares | 1 |
Class A common stock | |
Class of Stock [Line Items] | |
Number of votes for each share | 1 |
Class B common stock | |
Class of Stock [Line Items] | |
Number of votes for each share | 10 |
Common Stock and Stockholders_4
Common Stock and Stockholders’ Equity - Schedule of Common Stock Issued and Outstanding (Details) - shares | Mar. 31, 2024 | Dec. 31, 2023 |
Class of Stock [Line Items] | ||
Authorized (in shares) | 1,120,000,000 | 1,120,000,000 |
Issued (in shares) | 110,217,000 | 108,784,000 |
Outstanding (in shares) | 110,217,000 | 108,784,000 |
Class A common stock | ||
Class of Stock [Line Items] | ||
Authorized (in shares) | 1,000,000,000 | 1,000,000,000 |
Issued (in shares) | 80,273,000 | 78,830,000 |
Outstanding (in shares) | 80,273,000 | 78,830,000 |
Class B common stock | ||
Class of Stock [Line Items] | ||
Authorized (in shares) | 120,000,000 | 120,000,000 |
Issued (in shares) | 29,944,000 | 29,954,000 |
Outstanding (in shares) | 29,944,000 | 29,954,000 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Total stock-based compensation expense | $ 7,211 | $ 9,391 |
Operations, product, and technology | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Total stock-based compensation expense | 2,571 | 3,671 |
Marketing | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Total stock-based compensation expense | 202 | 1,205 |
Sales, general, and administrative | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Total stock-based compensation expense | $ 4,438 | $ 4,515 |
Stock-Based Compensation - Sc_2
Stock-Based Compensation - Schedule of Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2024 | Dec. 31, 2023 | |
Number of Options Outstanding | ||
Options outstanding, beginning balance (in shares) | 16,247,000 | |
Options granted (in shares) | 0 | |
Options exercised (in shares) | (56,000) | |
Options forfeited or expired (in shares) | (88,000) | |
Options outstanding, ending balance (in shares) | 16,103,000 | 16,247,000 |
Options exercisable (in shares) | 14,977,000 | |
Weighted-Average Exercise Price Per Share | ||
Beginning balance (in dollars per share) | $ 1.99 | |
Options granted (in dollars per share) | 0 | |
Options exercised (in dollars per share) | 1.44 | |
Options forfeited or expired (in dollars per share) | 2.29 | |
Ending balance (in dollars per share) | 1.99 | $ 1.99 |
Options exercisable (in dollars per share) | $ 1.97 | |
Weighted-Average Remaining Contractual Life | ||
Options outstanding | 3 years 10 months 2 days | 4 years 1 month 20 days |
Options exercisable | 3 years 7 months 24 days | |
Aggregate Intrinsic Value | ||
Options outstanding | $ 2,539 | $ 5,861 |
Options exercisable | $ 2,539 |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2022 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||
Share-based compensation capitalized costs | $ 0 | $ 0 | |
Total intrinsic value of stock options exercised | 0 | 0 | |
Outstanding stock options | |||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||
Unrecognized compensation expense | $ 0.8 | ||
Weighted average period unrecognized stock-based compensation expense | 9 months 29 days | ||
Restricted stock units | |||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||
Unrecognized compensation expense | $ 32.4 | ||
Weighted average period unrecognized stock-based compensation expense | 1 year 11 months 8 days | ||
Stock-based compensation vesting expense | $ 3.5 | $ 8 | |
Award vesting period (in years) | 3 years | 4 years | |
Accelerated compensation expense | $ 2.4 |
Stock-Based Compensation - Sc_3
Stock-Based Compensation - Schedule of RSU Activity (Details) - Restricted stock units shares in Thousands | 3 Months Ended |
Mar. 31, 2024 $ / shares shares | |
Number of Shares | |
Outstanding at beginning of period (in shares) | shares | 8,538 |
Granted (in shares) | shares | 5,058 |
Vested (in shares) | shares | (1,638) |
Forfeited (in shares) | shares | (970) |
Outstanding at end of period (in shares) | shares | 10,988 |
Weighted-Average Grant Date Fair Value Per Share | |
Outstanding at beginning of period (in dollars per share) | $ / shares | $ 4.39 |
Granted (in dollars per share) | $ / shares | 1.98 |
Vested (in dollars per share) | $ / shares | 4.25 |
Forfeited (in dollars per share) | $ / shares | 5.21 |
Outstanding at end of period (in dollars per share) | $ / shares | $ 3.23 |
Loss Per Share (Details)
Loss Per Share (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] | ||
Total (in shares) | 27,307 | 32,466 |
Outstanding stock options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total (in shares) | 16,103 | 17,569 |
Restricted stock units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total (in shares) | 10,988 | 14,615 |
Delayed share issuance related to acquisition | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total (in shares) | 0 | 130 |
Employee stock purchase plan | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total (in shares) | 216 | 152 |