Stock-based Compensation | Stock-based Compensation Stock Options Squarespace, Inc. Amended and Restated 2008 Equity Incentive Plan In January 2008, the Company established and approved the Squarespace, Inc. 2008 Equity Incentive Plan which was ratified in 2010 and was subsequently amended and restated in March 2016 (“the 2008 Plan”). Under the 2008 Plan, which covers certain employees and consultants, the Company granted shares of its Class B common stock in the form of stock options. After November 17, 2017, there were no additional grants from the 2008 Plan. Stock options in common stock exercised were 19,564 and 54,249 during the three and nine months ended September 30, 2023, respectively, and 29,797 and 642,548 during the three and nine months ended September 30, 2022, respectively. Cash consideration for stock options exercised was $57 and $191 during the three and nine months ended September 30, 2023, respectively, and $48 and $2,158 during the three and nine months ended September 30, 2022, respectively. Restricted Stock Units (RSUs) and Performance Stock Units (PSUs) Squarespace, Inc. 2017 Equity Incentive Plan On November 17, 2017, the Company’s board of directors approved the Squarespace, Inc. 2017 Equity Incentive Plan (“the 2017 Plan”). Under the 2017 Plan, the Company may grant shares of its Class A common stock in the form of RSUs, PSUs, stock options, stock appreciation rights and other stock awards. RSUs generally vest over four years and are measured based on the fair market value of the underlying Class A common stock on the date of grant, as determined by the Company’s board of directors. There were 232,212 and 839,044 shares that vested under the 2017 Plan of which 96,422 and 353,009 shares were reacquired in order to satisfy employee tax obligations during the three and nine months ended September 30, 2023, respectively, and 211,261 and 1,624,883 shares that vested under the 2017 Plan of which 85,992 and 697,527 shares were reacquired in order to satisfy employee tax obligations during the three and nine months ended September 30, 2022, respectively. After April 15, 2021, no additional grants were issued from the 2017 Plan. Squarespace, Inc. 2021 Equity Incentive Plan On March 25, 2021, the Company’s board of directors adopted the Squarespace, Inc. 2021 Equity Incentive Plan (“the 2021 Plan”) which was approved by the stockholders on May 3, 2021 and went into effect on May 9, 2021. Under the 2021 Plan, the Company may grant shares of its Class A common stock in the form of RSUs, PSUs, stock options, stock appreciation rights and other stock awards. The Company granted 495,466 and 5,799,474 shares of Class A common stock in the form of RSUs under the 2021 Plan during the three and nine months ended September 30, 2023, respectively, and 659,452 and 5,851,643 shares of Class A common stock in the form of RSUs under the 2021 Plan during the three and nine months ended September 30, 2022, respectively. RSUs are subject to continuous service and generally vest over four years and are measured based on the closing price of the Company's Class A common stock as reported on the date of grant. During the three and nine months ended September 30, 2023, there were 409,950 and 1,801,142 shares that vested under the 2021 Plan of which 164,704 and 715,523 shares were reacquired in order to satisfy employee tax obligations, respectively. During the three and nine months ended September 30, 2022, there were 26,585 and 120,246 shares that vested under the 2021 Plan of which 11,354 and 37,430 shares were reacquired in order to satisfy employee tax obligations, respectively. During the three and nine months ended September 30, 2023, the Company granted 45,150 and 193,381 shares of Class A common stock in the form of PSUs under the 2021 Plan, respectively. PSUs will generally vest over 3 years and are subject to continuous service and the achievement of certain unlevered free cash flow margin and revenue growth targets. The percentage of PSUs that will vest can range from 0% to 200% based on the growth targets that are achieved. PSUs are measured based on the closing price of the Company's Class A common stock as reported on the date of grant. The related stock-based compensation expenses are recorded over the vesting period or requisite service period if the performance conditions are probable of being met and included in the condensed consolidated statements of operations. Casalena Performance Award On April 15, 2021 (“Grant Date”), the board of directors of the Company approved an RSU grant to Anthony Casalena, CEO, of 2,750,000 Class A common shares (“Casalena Performance Award”). The Casalena Performance Award vesting is contingent on both service- and market-based vesting conditions. The Company estimated the fair value of the Casalena Performance Award using a Monte Carlo simulation with a weighted-average grant date fair value of $30.38 per Class A common share. The Company will recognize the fair value of the award as stock-based compensation expense using the accelerated attribution method over the longer of (i) the period of time the market condition for each tranche is expected to be met (i.e., the derived service period) or (ii) the service vesting condition of four years. The Company recorded compensation expense of $4,923 and $14,607 during the three and nine months ended September 30, 2023, respectively, and $7,816 and $23,193 during the three and nine months ended September 30, 2022, respectively, related to the Casalena Performance Award in general and administrative expenses in the condensed consolidated statements of operations. Stock-based Compensation The classification of stock-based compensation by line item in the condensed consolidated statements of operations was as follows: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Cost of revenue $ 1,484 $ 1,000 $ 4,085 $ 2,470 Research and product development 14,601 9,462 40,938 31,138 Marketing and sales 3,019 2,252 7,935 6,246 General and administrative 9,213 11,380 26,964 35,197 Total stock-based compensation $ 28,317 $ 24,094 $ 79,922 $ 75,051 The amount above excludes $1,490 and $3,127 of stock compensation capitalized as property and equipment, net, for the three and nine months ended September 30, 2023, respectively, and $478 and $737 for the three and nine months ended September 30, 2022, respectively. During the nine months ended September 30, 2022, certain RSUs were modified to allow for accelerated vesting. During the three and nine months ended September 30, 2022, the Company recorded stock-based compensation expense of $1,923 and $4,098, respectively, related to the modified awards. |