Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 31, 2024 | Apr. 23, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2024 | |
Document Transition Report | false | |
Entity File Number | 001-39399 | |
Entity Registrant Name | JAMF HOLDING CORP. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 82-3031543 | |
Entity Address, Address Line One | 100 Washington Ave S | |
Entity Address, Address Line Two | Suite 1100 | |
Entity Address, City or Town | Minneapolis | |
Entity Address, State or Province | MN | |
Entity Address, Postal Zip Code | 55401 | |
City Area Code | 612 | |
Local Phone Number | 605-6625 | |
Title of 12(b) Security | Common Stock, $0.001 par value per share | |
Trading Symbol | JAMF | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 128,453,722 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q1 | |
Entity Central Index Key | 0001721947 | |
Amendment Flag | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Current assets: | ||
Cash and cash equivalents | $ 224,497 | $ 243,576 |
Trade accounts receivable, net of allowances of $387 and $444 at March 31, 2024 and December 31, 2023, respectively | 95,484 | 108,240 |
Deferred contract costs | 24,514 | 23,508 |
Prepaid expenses | 21,314 | 14,255 |
Other current assets | 20,913 | 13,055 |
Total current assets | 386,722 | 402,634 |
Equipment and leasehold improvements, net | 14,858 | 15,184 |
Goodwill | 885,041 | 887,121 |
Other intangible assets, net | 177,253 | 187,891 |
Deferred contract costs, non-current | 54,040 | 53,070 |
Other assets | 45,838 | 43,752 |
Total assets | 1,563,752 | 1,589,652 |
Current liabilities: | ||
Accounts payable | 20,388 | 25,909 |
Accrued liabilities | 70,533 | 77,447 |
Income taxes payable | 1,346 | 1,248 |
Deferred revenue | 311,698 | 317,546 |
Total current liabilities | 403,965 | 422,150 |
Deferred revenue, non-current | 52,805 | 55,886 |
Deferred tax liability, net | 5,515 | 5,952 |
Convertible senior notes, net | 367,626 | 366,999 |
Other liabilities | 17,771 | 21,118 |
Total liabilities | 847,682 | 872,105 |
Commitments and contingencies (Note 7) | ||
Stockholders’ equity: | ||
Preferred stock, $0.001 par value, 50,000,000 shares authorized at March 31, 2024 and December 31, 2023; no shares issued and outstanding at March 31, 2024 and December 31, 2023 | 0 | 0 |
Common stock, $0.001 par value, 500,000,000 shares authorized at March 31, 2024 and December 31, 2023; 128,333,366 and 126,938,102 shares issued and outstanding at March 31, 2024 and December 31, 2023, respectively | 126 | 126 |
Additional paid‑in capital | 1,183,852 | 1,162,993 |
Accumulated other comprehensive loss | (28,589) | (26,777) |
Accumulated deficit | (439,319) | (418,795) |
Total stockholders’ equity | 716,070 | 717,547 |
Total liabilities and stockholders’ equity | $ 1,563,752 | $ 1,589,652 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Current assets: | ||
Allowance | $ 387 | $ 444 |
Stockholders’ equity: | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock authorized (in shares) | 50,000,000 | 50,000,000 |
Preferred stock issued (in shares) | 0 | 0 |
Preferred stock outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 500,000,000 | 500,000,000 |
Common stock issued (in shares) | 128,333,366 | 126,938,102 |
Common stock outstanding (in shares) | 128,333,366 | 126,938,102 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Revenue: | ||
Total revenue | $ 152,123 | $ 132,212 |
Cost of revenue: | ||
Amortization expense | 3,312 | 3,296 |
Total cost of revenue | 35,092 | 29,747 |
Gross profit | 117,031 | 102,465 |
Operating expenses: | ||
Sales and marketing | 64,782 | 60,208 |
Research and development | 34,262 | 32,072 |
General and administrative | 32,198 | 28,436 |
Amortization expense | 6,898 | 7,241 |
Total operating expenses | 138,140 | 127,957 |
Loss from operations | (21,109) | (25,492) |
Interest income, net | 2,040 | 1,285 |
Foreign currency transaction (loss) gain | (412) | 604 |
Loss before income tax provision | (19,481) | (23,603) |
Income tax provision | (1,043) | (597) |
Net loss | $ (20,524) | $ (24,200) |
Net loss per share, basic (in dollars per share) | $ (0.16) | $ (0.20) |
Net loss per share, diluted (in dollars per share) | $ (0.16) | $ (0.20) |
Weighted‑average shares used to compute net loss per share, basic (in shares) | 127,292,097 | 123,422,066 |
Weighted‑average shares used to compute net loss per share, diluted (in shares) | 127,292,097 | 123,422,066 |
Subscription | ||
Revenue: | ||
Total revenue | $ 148,353 | $ 127,230 |
Cost of revenue: | ||
Cost of revenue | 28,010 | 23,159 |
Services | ||
Revenue: | ||
Total revenue | 3,706 | 4,384 |
Cost of revenue: | ||
Cost of revenue | 3,770 | 3,292 |
License | ||
Revenue: | ||
Total revenue | $ 64 | $ 598 |
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 | $ (20,524) | $ (24,200) |
Other comprehensive (loss) income: | ||
Foreign currency translation adjustments | (1,812) | 6,047 |
Total other comprehensive (loss) income | (1,812) | 6,047 |
Comprehensive loss | $ (22,336) | $ (18,153) |
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 | 123,170,172 | ||||
Beginning balance at Dec. 31, 2022 | $ 701,338 | $ 123 | $ 1,049,875 | $ (39,951) | $ (308,709) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Exercise of stock options (in shares) | 367,171 | ||||
Exercise of stock options | 2,723 | 2,723 | |||
Vesting of restricted stock units (in shares) | 370,146 | ||||
Vesting of restricted stock units | 1 | $ 1 | |||
Stock-based compensation | 19,550 | 19,550 | |||
Foreign currency translation adjustments | 6,047 | 6,047 | |||
Net loss | (24,200) | (24,200) | |||
Ending balance (in shares) at Mar. 31, 2023 | 123,907,489 | ||||
Ending balance at Mar. 31, 2023 | 705,459 | $ 124 | 1,072,148 | (33,904) | (332,909) |
Beginning balance (in shares) at Dec. 31, 2023 | 126,938,102 | ||||
Beginning balance at Dec. 31, 2023 | 717,547 | $ 126 | 1,162,993 | (26,777) | (418,795) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Exercise of stock options (in shares) | 47,583 | ||||
Exercise of stock options | 280 | 280 | |||
Vesting of restricted stock units (in shares) | 1,347,681 | ||||
Stock-based compensation | 20,579 | 20,579 | |||
Foreign currency translation adjustments | (1,812) | (1,812) | |||
Net loss | (20,524) | (20,524) | |||
Ending balance (in shares) at Mar. 31, 2024 | 128,333,366 | ||||
Ending balance at Mar. 31, 2024 | $ 716,070 | $ 126 | $ 1,183,852 | $ (28,589) | $ (439,319) |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Operating activities | ||
Net loss | $ (20,524) | $ (24,200) |
Adjustments to reconcile net loss to cash used in operating activities: | ||
Depreciation and amortization expense | 11,990 | 12,424 |
Amortization of deferred contract costs | 6,325 | 4,774 |
Amortization of debt issuance costs | 689 | 684 |
Non-cash lease expense | 1,450 | 1,493 |
Provision for credit losses and returns | (24) | 14 |
Stock-based compensation | 20,579 | 19,550 |
Deferred tax benefit | (267) | (27) |
Other | (26) | (677) |
Changes in operating assets and liabilities: | ||
Trade accounts receivable | 12,696 | 3,915 |
Prepaid expenses and other assets | (15,472) | (8,936) |
Deferred contract costs | (8,334) | (8,145) |
Accounts payable | (5,677) | (575) |
Accrued liabilities | (10,602) | (19,765) |
Income taxes payable | 119 | 65 |
Deferred revenue | (8,885) | (5,394) |
Other liabilities | 59 | 0 |
Net cash used in operating activities | (15,904) | (24,800) |
Investing activities | ||
Purchases of equipment and leasehold improvements | (1,755) | (1,121) |
Purchase of investments | (1,500) | (750) |
Other | 25 | 14 |
Net cash used in investing activities | (3,230) | (1,857) |
Financing activities | ||
Cash paid for contingent consideration | 0 | (206) |
Proceeds from the exercise of stock options | 280 | 2,723 |
Net cash provided by financing activities | 280 | 2,517 |
Effect of exchange rate changes on cash, cash equivalents, and restricted cash | (184) | 42 |
Net decrease in cash, cash equivalents, and restricted cash | (19,038) | (24,098) |
Cash, cash equivalents, and restricted cash, beginning of period | 250,809 | 231,921 |
Cash, cash equivalents, and restricted cash, end of period | 231,771 | 207,823 |
Cash paid for: | ||
Interest | 314 | 313 |
Income taxes, net of refunds | 1,141 | 894 |
Non-cash activities: | ||
Operating lease assets obtained in exchange for operating lease liabilities | 1,767 | 0 |
Purchases of equipment and leasehold improvements accrued but not paid | 121 | 83 |
Reconciliation of cash, cash equivalents, and restricted cash within the condensed consolidated balance sheets to the amounts shown in the condensed consolidated statements of cash flows above: | ||
Cash and cash equivalents | 224,497 | 200,340 |
Restricted cash included in other current assets | 7,274 | 283 |
Restricted cash included in other assets | 0 | 7,200 |
Total cash, cash equivalents, and restricted cash | $ 231,771 | $ 207,823 |
Basis of presentation and descr
Basis of presentation and description of business | 3 Months Ended |
Mar. 31, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of presentation and description of business | Basis of presentation and description of business Description of business We are the standard in managing and securing Apple at work, and we are the only company in the world that provides a complete management and security solution for an Apple-first environment that is designed to be enterprise secure, consumer simple, and protective of personal privacy. We help IT and security teams confidently protect the devices, data, and applications used by their workforce, while providing employees with the powerful and intended Apple experience. With Jamf’s software, devices can be deployed to employees brand new in the shrink-wrapped box, set up automatically and personalized at first power-on and administered continuously throughout the lifecycle of the device. Our customers are located throughout the world. Basis of presentation and principles of consolidation The accompanying condensed consolidated financial statements, which include the accounts of the Company and its wholly owned subsidiaries, have been prepared in accordance with GAAP and applicable rules and regulations of the SEC regarding interim financial reporting. All intercompany accounts and transactions have been eliminated. Unaudited interim condensed consolidated financial information The interim condensed consolidated balance sheet as of March 31, 2024, the condensed consolidated statements of operations, of comprehensive loss, of stockholders’ equity, and of cash flows for the three months ended March 31, 2024 and 2023, and the related notes are unaudited. The condensed consolidated balance sheet as of December 31, 2023 was derived from our audited consolidated financial statements that were included in our Annual Report on Form 10-K for the year ended December 31, 2023, which was filed with the SEC on February 27, 2024. The accompanying unaudited condensed consolidated financial statements and related notes should be read in conjunction with the consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023. These unaudited interim condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and, in management’s opinion, include all adjustments necessary for the fair presentation of the consolidated financial position, results of operations, and cash flows of the Company. All adjustments made were of a normal recurring nature. The results for the three months ended March 31, 2024 are not necessarily indicative of the results to be expected for the year ending December 31, 2024 or for any future period. Use of estimates The preparation of the condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities as of the reporting date, and the reported amounts of revenue and expenses during the reporting period. These estimates are based on management’s best knowledge of current events and actions that the Company may undertake in the future and include, but are not limited to, revenue recognition, stock-based compensation, the expected period of benefit for deferred contract costs, the fair values of assets acquired and liabilities assumed in business combinations, useful lives for finite-lived assets, recoverability of long-lived assets, the value of right-of-use assets and lease liabilities, allowance for expected credit losses, commitments and contingencies, and accounting for income taxes and related valuation allowances against deferred tax assets. Actual results could differ from those estimates. Segment and geographic information Our CODM is our CEO, who reviews financial information presented on a consolidated basis for purposes of making operating decisions, assessing financial performance, and allocating resources. We operate our business as one operating segment and therefore we have one reportable segment. Revenue by geographic region as determined based on the location where the sale originated were as follows: Three Months Ended March 31, 2024 2023 (in thousands) The Americas (1) $ 101,616 $ 89,811 Europe, the Middle East, India, and Africa 39,013 32,351 Asia Pacific 11,494 10,050 $ 152,123 $ 132,212 (1) The vast majority of our Americas revenue comes from the U.S. |
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 The Company’s significant accounting policies are discussed in Note 2 to the consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023. There have been no significant changes to these policies during the three months ended March 31, 2024. The following describes the impact of certain policies. Revenue recognition The Company applies ASC 606 and follows a five-step model to determine the appropriate amount of revenue to be recognized in accordance with ASC 606. Disaggregation of Revenue The Company separates revenue into subscription and non-subscription categories to disaggregate the revenue that is term-based and renewable from the revenue that is one-time in nature. Revenue from subscription and non-subscription contractual arrangements were as follows: Three Months Ended March 31, 2024 2023 (in thousands) SaaS subscription and support and maintenance $ 142,406 $ 120,762 On‑premise subscription 5,947 6,468 Subscription revenue 148,353 127,230 Professional services 3,706 4,384 Perpetual licenses 64 598 Non‑subscription revenue 3,770 4,982 Total revenue $ 152,123 $ 132,212 Contract Balances Contract liabilities consist of customer billings in advance of revenue being recognized. The Company invoices its customers for subscription, support and maintenance, and services in advance. Changes in contract liabilities, including revenue earned during the period from the beginning contract liability balance and new deferrals of revenue during the period, were as follows: Three Months Ended March 31, 2024 2023 (in thousands) Balance, beginning of the period $ 373,432 $ 346,150 Revenue earned (125,166) (107,595) Deferral of revenue 118,771 103,895 Other (1) (2,534) (1,608) Balance, end of the period $ 364,503 $ 340,842 (1) Includes contract assets netted against contract liabilities on a contract-by-contract basis. There were no significant changes to our contract assets and liabilities during the three months ended March 31, 2024 and 2023 outside of our sales activities. Remaining Performance Obligations Revenue allocated to remaining performance obligations represents contracted revenue that has not yet been recognized, which includes deferred revenue and non-cancelable amounts to be invoiced. As of March 31, 2024, the Company had $499.0 million of remaining performance obligations, with 71% expected to be recognized as revenue over the succeeding 12 months, and the remainder generally expected to be recognized over the three years thereafter. Deferred Contract Costs Sales commissions, as well as associated payroll taxes and retirement plan contributions (together, contract costs), that are incremental to the acquisition of customer contracts are capitalized using a portfolio approach as deferred contract costs in the condensed consolidated balance sheets when the period of benefit is determined to be greater than one year. Total amortization of contract costs was $6.3 million and $4.8 million for the three months ended March 31, 2024 and 2023, respectively. The Company periodically reviews these deferred contract costs to determine whether events or changes in circumstances have occurred that could affect the period of benefit of these deferred contract costs. There were no impairment losses recorded during the three months ended March 31, 2024 or 2023. Cloud computing arrangements Capitalized costs associated with the implementation of cloud computing arrangements were as follows: Balance Sheet Classification March 31, 2024 December 31, 2023 (in thousands) Other current assets $ 3,266 $ 1,860 Other assets 16,327 10,891 $ 19,593 $ 12,751 Recently issued accounting pronouncements not yet adopted In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures . This update requires companies to disclose specific categories in the effective tax rate reconciliation as well as provide additional information for reconciling items that meet a quantitative threshold. This update also requires disclosure of disaggregated information related to income taxes paid. This standard is effective for fiscal years beginning after December 15, 2024. Early adoption is permitted. The amendments should be applied on a prospective basis with the option to apply the guidance retrospectively. The Company is currently evaluating the effect the standard will have on its condensed consolidated financial statements. In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures |
Financial instruments fair valu
Financial instruments fair value | 3 Months Ended |
Mar. 31, 2024 | |
Fair Value Disclosures [Abstract] | |
Financial instruments fair value | Financial instruments fair value Assets and liabilities measured at fair value on a recurring basis The Company invests in money market funds with original maturities at the time of purchase of three months or less, which are measured and recorded at fair value on a recurring basis. Money market funds are valued based on quoted market prices in active markets and classified within Level 1 of the fair value hierarchy. The fair value of these financial instruments were as follows: March 31, 2024 Level 1 Level 2 Level 3 Total (in thousands) Assets Cash equivalents: Money market funds $ 130,816 $ — $ — $ 130,816 Total cash equivalents $ 130,816 $ — $ — $ 130,816 December 31, 2023 Level 1 Level 2 Level 3 Total (in thousands) Assets Cash equivalents: Money market funds $ 151,209 $ — $ — $ 151,209 Total cash equivalents $ 151,209 $ — $ — $ 151,209 The carrying value of accounts receivable and accounts payable approximate their fair value due to their short maturities and are excluded from the tables above. The contingent consideration associated with the Digita acquisition in 2019 was measured and recorded at fair value on a recurring basis. The Company made the final payment related to the Digita contingent consideration in the first quarter of 2023. The following table provides a summary of the changes in contingent consideration, which was classified as Level 3, for the three months ended March 31, 2023 (in thousands): Balance, beginning of period $ 6,206 Total (gains) losses included in: Net loss — Payments (6,206) Balance, end of period $ — Fair value measurements of other financial instruments The following table presents the net carrying value and estimated fair value of the 2026 Notes, which are not recorded at fair value in the condensed consolidated balance sheets: March 31, 2024 December 31, 2023 Net Carrying Value Estimated Fair Value Net Carrying Value Estimated Fair Value (in thousands) 2026 Notes $ 367,626 $ 334,555 $ 366,999 $ 319,283 As of March 31, 2024 and December 31, 2023, the difference between the net carrying value of the 2026 Notes and the principal amount of $373.8 million represents the unamortized debt issuance costs of $6.1 million and $6.8 million, respectively. See Note 8 for more information. The estimated fair value of the 2026 Notes, which is classified as Level 2, was determined based on quoted bid prices of the 2026 Notes in an over-the-counter market on the last trading day of the reporting period. |
Acquisitions
Acquisitions | 3 Months Ended |
Mar. 31, 2024 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisitions | Acquisitions dataJAR On July 13, 2023, the Company completed its acquisition of dataJAR, a UK-based leading MSP focused on providing powerful Apple and Jamf services for businesses and educational organizations. dataJAR’s proprietary software provides a single pane of glass for Jamf MSP partners that assist in managing multiple organizations’ deployments, reducing support tickets, and allowing partners to more seamlessly manage devices. We believe this acquisition will help Jamf partner more closely with its MSP partners and expand the reach of its leading Apple-first and Apple-best management and security platform. Under the terms of the dataJAR Purchase Agreement, the Company acquired 100% of the equity interest in dataJAR for total purchase consideration of £19.3 million (or approximately $25.1 million using the exchange rate on July 13, 2023), which included (i) £16.6 million (or approximately $21.6 million using the exchange rate on July 13, 2023) paid upon closing, (ii) £0.2 million (or approximately $0.3 million using the exchange rate on July 13, 2023) in cash as partial security for post-closing true-up adjustments, and (iii) £2.5 million (or approximately $3.2 million using the exchange rate on July 13, 2023) in cash as partial security for post-closing indemnification claims to be released 12 months from the closing date. The cash consideration paid upon closing was funded by the Company’s cash on hand. The amount held back as partial security for post-closing true-up adjustments was released in the fourth quarter of 2023. In addition, the terms of the dataJAR Purchase Agreement provide for additional future payments to the sellers in the amount of up to £6.5 million (or approximately $8.4 million using the exchange rate on July 13, 2023) if certain key employees continue their employment with the Company through July 13, 2024. This expense is recognized on a straight-line basis over the requisite service period in general and administrative expenses in the condensed consolidated statement of operations. The Company recognized expense of $2.1 million related to this agreement during the three months ended March 31, 2024. Acquisition-related expenses of $1.5 million were expensed as incurred. These expenses were recognized as acquisition costs in general and administrative expenses in the condensed consolidated statement of operations. The final purchase accounting allocations for the dataJAR acquisition will be determined within one year from the acquisition date and depend on a number of factors, including the final valuation of our intangible assets acquired and finalization of income tax effects of the opening balance sheet. The following table summarizes the preliminary allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed (in thousands): Assets acquired: Cash and cash equivalents $ 2,789 Trade accounts receivable, net 945 Prepaid expenses 1,208 Other current assets 10 Intangible assets acquired 9,400 Operating lease assets 252 Liabilities assumed: Accounts payable (605) Accrued liabilities (599) Income taxes payable (45) Deferred revenue (3,230) Operating lease liabilities (191) Deferred tax liability (2,398) Goodwill 17,550 Total purchase consideration $ 25,086 The allocation of the purchase price required management to make significant estimates in determining the fair value of assets acquired and liabilities assumed, especially with respect to intangible assets. These estimates included, but were not limited to: • future expected cash flows from subscription contracts and acquired developed technologies; • anticipated growth in revenue and churn rates for existing customers; • obsolescence curves and other useful life assumptions, such as the period of time and intended use of acquired intangible assets in the Company’s product offerings; and • discount rates. The goodwill represents the excess of the purchase consideration over the fair value of the underlying net identifiable assets. The goodwill recognized in this acquisition is primarily attributable to expected synergies in sales opportunities across complementary products, customers, and geographies and cross-selling opportunities. The goodwill is not deductible for income tax purposes. The estimated useful lives and fair values of the identifiable intangible assets acquired were as follows: Useful Life Gross Value (in thousands) Customer relationships 6.0 years $ 5,000 Developed technology 5.0 years 4,400 Total identifiable intangible assets $ 9,400 The weighted-average useful life of the intangible assets acquired was 5.5 years. Customer relationships represent the estimated fair value of the underlying relationships with dataJAR customers and were valued using the multi-period excess earnings method. Developed technology represents the estimated fair value of the dataJAR software and was valued using the relief from royalty method. Pro forma results of operations for this acquisition were not presented as the effects were not material to our financial results. |
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 The change in the carrying amount of goodwill was as follows: Three Months Ended March 31, 2024 2023 (in thousands) Goodwill, beginning of period $ 887,121 $ 856,925 Measurement period adjustments — 339 Foreign currency translation adjustment (2,080) 5,483 Goodwill, end of period $ 885,041 $ 862,747 The gross carrying amount and accumulated amortization of intangible assets other than goodwill were as follows: March 31, 2024 Useful Life Gross Carrying Value Accumulated Foreign Currency Translation Net Carrying Weighted‑ (in thousands) Trademarks 3 - 8 years $ 34,700 $ 27,735 $ (36) $ 6,929 1.6 years Customer relationships 5 ‑ 12 years 257,308 125,058 (1,948) 130,302 6.0 years Developed technology 5 - 6.5 years 84,647 39,524 (5,453) 39,670 3.7 years Non‑competes 2.5 - 3 years 3,099 2,380 (169) 550 1.6 years Order backlog 2.5 years 3,800 3,800 (198) (198) 0.0 years Total intangible assets $ 383,554 $ 198,497 $ (7,804) $ 177,253 December 31, 2023 Useful Life Gross Carrying Value Accumulated Foreign Currency Translation Net Carrying Weighted‑ (in thousands) Trademarks 3 - 8 years $ 34,700 $ 26,630 $ (35) $ 8,035 1.8 years Customer relationships 5 ‑ 12 years 257,308 119,396 (1,781) 136,131 6.2 years Developed technology 5 - 6.5 years 84,647 36,235 (5,148) 43,264 3.9 years Non‑competes 2.5 - 3 years 3,099 2,267 (172) 660 1.8 years Order backlog 2.5 years 3,800 3,800 (199) (199) 0.0 years Total intangible assets $ 383,554 $ 188,328 $ (7,335) $ 187,891 Amortization expense was $10.2 million and $10.5 million for the three months ended March 31, 2024 and 2023, respectively. There were no impairments to goodwill or intangible assets during the three months ended March 31, 2024 and 2023. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2024 | |
Leases [Abstract] | |
Leases | Leases Supplemental balance sheet information related to the Company’s operating leases is as follows: Leases Balance Sheet Classification March 31, 2024 December 31, 2023 (in thousands) Assets Operating lease assets Other assets $ 18,016 $ 17,661 Liabilities Operating lease liabilities - current Accrued liabilities $ 4,681 $ 5,766 Operating lease liabilities - non-current Other liabilities 16,515 16,320 Total operating lease liabilities $ 21,196 $ 22,086 |
Commitments and contingencies
Commitments and contingencies | 3 Months Ended |
Mar. 31, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and contingencies | Commitments and contingencies Contingencies From time to time, the Company may be subject to various claims, charges, and litigation. The Company records a liability when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. The Company maintains insurance to cover certain actions and believes that resolution of such claims, charges, or litigation will not have a material impact on the Company’s financial position, results of operations, or liquidity. The Company had no material liabilities for contingencies as of March 31, 2024 or December 31, 2023. |
Debt
Debt | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Debt | Debt The following table summarizes the balances and availability of our 2026 Notes and 2020 Revolving Credit Facility: Outstanding (1) Unutilized Amount Interest Rate Maturity Date March 31, December 31, March 31, December 31, March 31, December 31, (in thousands) 2026 Notes $ 367,626 $ 366,999 N/A N/A 0.125% 0.125% Sept. 1, 2026 2020 Revolving Credit Facility 1,037 1,037 $ 148,963 $ 148,963 1.25% (2) 1.25% (2) July 27, 2025 (1) Represents the net carrying amount of our 2026 Notes and outstanding letters of credit under the 2020 Revolving Credit Facility. (2) Represents the rate on the outstanding letters of credit under the 2020 Revolving Credit Facility. Convertible Senior Notes On September 17, 2021, the Company issued $373.8 million aggregate principal amount of 0.125% 2026 Notes in a private offering. The initial conversion rate for the 2026 Notes is 20.0024 shares of the Company’s common stock per $1,000 principal amount of 2026 Notes, which is equivalent to an initial conversion price of approximately $49.99 per share of common stock. As of March 31, 2024, the conditions allowing holders of the 2026 Notes to convert were not met. The following table sets forth the interest expense related to the 2026 Notes: Three Months Ended March 31, 2024 2023 (in thousands) Contractual interest expense $ 117 $ 117 Amortization of issuance costs 627 622 The effective interest rate on the 2026 Notes was 0.81% for both the three months ended March 31, 2024 and 2023. See Note 3 for additional information on the Company’s 2026 Notes. Credit Agreement The 2020 Credit Agreement provides for the 2020 Revolving Credit Facility of $150.0 million, which may be increased or decreased under specific circumstances, with a $25.0 million letter of credit sublimit and a $50.0 million alternative currency sublimit. In addition, the 2020 Credit Agreement provides for the ability of the Company to request incremental term loan facilities, in a minimum amount of $5.0 million for each facility. The 2020 Credit Agreement contains customary representations and warranties, affirmative covenants, reporting obligations, negative covenants, and events of default. We were in compliance with such covenants as of both March 31, 2024 and December 31, 2023. |
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’s equity incentive plans provide for granting various stock-based awards to eligible employees, non-employee directors, and consultants of the Company. In addition, the Company offers an employee stock purchase plan to eligible employees. The Company recognized stock-based compensation expense for all equity arrangements as follows: Three Months Ended March 31, 2024 2023 (in thousands) Cost of revenue: Subscription $ 2,628 $ 2,267 Services 412 309 Sales and marketing 6,389 7,499 Research and development 5,431 5,033 General and administrative 5,719 4,442 $ 20,579 $ 19,550 Equity Incentive Plans The maximum number of shares of common stock available for issuance under the 2020 Plan was 34,261,070 shares as of January 1, 2024 . As of March 31, 2024, 14,588,191 shares of common stock were reserved for additional grants under the 2020 Plan and 128,928 shares of common stock were reserved for additional grants under the 2017 Option Plan. Return Target Options The table below summarizes return target option activity for the three months ended March 31, 2024: Options Weighted‑ Weighted‑ Aggregate Outstanding, December 31, 2023 2,594,622 $ 6.61 4.3 $ 29,697 Exercised (10,000) 7.33 127 Outstanding, March 31, 2024 2,584,622 $ 6.61 4.1 $ 30,339 Options exercisable at March 31, 2024 2,584,622 $ 6.61 4.1 $ 30,339 Vested or expected to vest at March 31, 2024 2,584,622 $ 6.61 4.1 $ 30,339 Service-Based Options The table below summarizes the service-based option activity for the three months ended March 31, 2024: Options Weighted‑ Weighted‑ Aggregate Outstanding, December 31, 2023 1,048,885 $ 5.54 3.2 $ 13,129 Exercised (37,583) 5.49 473 Outstanding, March 31, 2024 1,011,302 $ 5.54 3.0 $ 12,950 Options exercisable at March 31, 2024 1,011,302 $ 5.54 3.0 $ 12,950 Vested or expected to vest at March 31, 2024 1,011,302 $ 5.54 3.0 $ 12,950 Restricted Stock Units RSU activity for the three months ended March 31, 2024 was as follows: Units Weighted-Average Grant Date Fair Value (per share) Outstanding, December 31, 2023 10,551,679 $ 24.49 Granted 4,779,499 17.78 Vested (1,347,681) 22.75 Forfeited (573,525) 25.10 Outstanding, March 31, 2024 13,409,972 $ 22.25 RSUs under the 2020 Plan generally vest ratably on an annual basis over four years. There was $253.0 million of unrecognized compensation expense related to unvested RSUs that is expected to be recognized over a weighted-average period of 2.9 years as of March 31, 2024. The total fair value of RSUs vested during the three months ended March 31, 2024 was $30.7 million. Employee Stock Purchase Plan As of March 31, 2024 and December 31, 2023, the Company withheld, at the employees’ request, $2.4 million and $1.0 million, respectively, of eligible employee compensation, which is included in accrued liabilities in the condensed consolidated balance sheets, for purchases of common stock under the 2021 ESPP. As of March 31, 2024, 5,967,031 shares of common stock were reserved for future issuance under the 2021 ESPP. No shares of common stock were issued under the 2021 ESPP during the three months ended March 31, 2024. There was $0.1 million of unrecognized compensation expense related to the 2021 ESPP that is expected to be recognized over a period of one month as of March 31, 2024. |
Net loss per share
Net loss per share | 3 Months Ended |
Mar. 31, 2024 | |
Earnings Per Share [Abstract] | |
Net loss per share | Net loss per share The following table sets forth the computation of basic and diluted net loss per share: Three Months Ended March 31, 2024 2023 (in thousands, except share and per share amounts) Numerator: Net loss $ (20,524) $ (24,200) Denominator: Weighted-average shares used to compute net loss per share, basic and diluted 127,292,097 123,422,066 Basic and diluted net loss per share $ (0.16) $ (0.20) Basic net loss per common share is calculated by dividing net loss by the weighted-average number of common shares outstanding during the period without consideration for potentially dilutive securities. Because we have reported a net loss for the three months ended March 31, 2024 and 2023, the number of shares used to calculate diluted net loss per common share is the same as the number of shares used to calculate basic net loss per common share for those periods given that the potentially dilutive shares would have been anti-dilutive if included in the calculation. The following potentially dilutive securities outstanding have been excluded from the computation of diluted weighted-average shares outstanding because such securities have an anti-dilutive impact due to losses reported: As of March 31, 2024 2023 Stock options outstanding 3,595,924 4,121,571 Unvested restricted stock units 13,409,972 12,286,700 Shares related to the 2026 Notes 7,475,897 7,475,897 Shares committed under the 2021 ESPP 217,453 208,013 Total potentially dilutive securities 24,699,246 24,092,181 |
Income taxes
Income taxes | 3 Months Ended |
Mar. 31, 2024 | |
Income Tax Disclosure [Abstract] | |
Income taxes | Income taxes The Company calculated the year-to-date income tax provision by applying the estimated annual effective tax rate to the year-to-date pre-tax income for each applicable jurisdiction and adjusted for discrete tax items in the period. The following table presents provision for income taxes: Three Months Ended March 31, 2024 2023 (in thousands, except percentages) Loss before income tax provision $ (19,481) $ (23,603) Income tax provision (1,043) (597) Effective tax rate (5.4) % (2.5) % For the periods presented, the difference between the statutory rate and the Company’s effective tax rate was primarily due to the valuation allowances on its U.S. and UK tax assets. The effective tax rate is also impacted by state taxes and earnings realized in foreign jurisdictions. |
Related party transactions
Related party transactions | 3 Months Ended |
Mar. 31, 2024 | |
Related Party Transactions [Abstract] | |
Related party transactions | Related party transactions As of March 31, 2024, the Company accrued $2.1 million related to JNGF pledges, of which $0.9 million was included in accrued liabilities and $1.2 million was included in other liabilities in the condensed consolidated balance sheet. As of December 31, 2023, the Company accrued $2.7 million related to JNGF pledges, of which $1.5 million was included in accrued liabilities and $1.2 million was included in other liabilities in the condensed consolidated balance sheet. The Company may engage in transactions in the ordinary course of business with significant shareholders or other companies whose directors or officers may also serve as directors or officers for the Company. The Company carries out these transactions on customary terms. Vista is a U.S.-based investment firm that controls the funds which previously owned a majority of the Company. In 2021, Vista sold a portion of its investment in the Company such that its funds no longer owned a majority of the Company. However, Vista is deemed a related party in accordance with ASC 850 as it continues to be a principal owner of the Company. There were no material transactions with Vista or its affiliates during the three months ended March 31, 2024 and 2023. |
Restructuring activities
Restructuring activities | 3 Months Ended |
Mar. 31, 2024 | |
Restructuring and Related Activities [Abstract] | |
Restructuring activities | Restructuring activities On January 25, 2024, the Company announced a workforce reduction plan intended to reduce operating costs, improve operating margins, and continue advancing the Company’s ongoing commitment to profitable growth. The workforce reduction plan impacted approximately 6% of the Company’s full-time employees. Restructuring charges incurred in connection with the workforce reduction plan for the three months ended March 31, 2024 were as follows (in thousands): Cost of revenue: Subscription $ 10 Sales and marketing 5,571 Research and development 734 General and administrative 748 $ 7,063 The table above does not include immaterial amounts related to leases recorded to restructuring charges during the three months ended March 31, 2024. The Company expects that the execution of the workforce reduction plan will be substantially complete by the end of the second quarter of 2024, subject to local law and consultation requirements. The following table summarizes our restructuring liability included in accrued liabilities in the condensed consolidated balance sheet (in thousands): Balance, December 31, 2023 $ 351 Restructuring charges 7,063 Cash payments (6,279) Balance, March 31, 2024 $ 1,135 |
Subsequent events
Subsequent events | 3 Months Ended |
Mar. 31, 2024 | |
Subsequent Events [Abstract] | |
Subsequent events | Subsequent events On May 3, 2024, the Company entered into the 2024 Credit Agreement to refinance the Company’s existing 2020 Revolving Credit Facility. The 2024 Credit Agreement provides for the 2024 Revolving Credit Facility of $175.0 million and has a scheduled maturity date of May 3, 2029. The 2024 Credit Agreement is subject to a springing maturity date on or after June 2, 2026 in the event of certain conditions as defined in the 2024 Credit Agreement, which is filed as Exhibit 10.1 hereto and incorporated by reference herein. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Pay vs Performance Disclosure | ||
Net loss | $ (20,524) | $ (24,200) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Mar. 31, 2024 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Summary of significant accoun_2
Summary of significant accounting policies (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Basis of presentation | The accompanying condensed consolidated financial statements, which include the accounts of the Company and its wholly owned subsidiaries, have been prepared in accordance with GAAP and applicable rules and regulations of the SEC regarding interim financial reporting. |
Principles of consolidation | All intercompany accounts and transactions have been eliminated. |
Use of estimates | The preparation of the condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities as of the reporting date, and the reported amounts of revenue and expenses during the reporting period. These estimates are based on management’s best knowledge of current events and actions that the Company may undertake in the future and include, but are not limited to, revenue recognition, stock-based compensation, the expected period of benefit for deferred contract costs, the fair values of assets acquired and liabilities assumed in business combinations, useful lives for finite-lived assets, recoverability of long-lived assets, the value of right-of-use assets and lease liabilities, allowance for expected credit losses, commitments and contingencies, and accounting for income taxes and related valuation allowances against deferred tax assets. Actual results could differ from those estimates. |
Segment and geographic information | Our CODM is our CEO, who reviews financial information presented on a consolidated basis for purposes of making operating decisions, assessing financial performance, and allocating resources. |
Revenue recognition | The Company applies ASC 606 and follows a five-step model to determine the appropriate amount of revenue to be recognized in accordance with ASC 606. Disaggregation of Revenue Sales commissions, as well as associated payroll taxes and retirement plan contributions (together, contract costs), that are incremental to the acquisition of customer contracts are capitalized using a portfolio approach as deferred contract costs in the condensed consolidated balance sheets when the period of benefit is determined to be greater than one year. |
Financial instruments fair value | The Company invests in money market funds with original maturities at the time of purchase of three months or less, which are measured and recorded at fair value on a recurring basis. Money market funds are valued based on quoted market prices in active markets and classified within Level 1 of the fair value hierarchy. |
Recently issued accounting pronouncements not yet adopted | Recently issued accounting pronouncements not yet adopted In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures . This update requires companies to disclose specific categories in the effective tax rate reconciliation as well as provide additional information for reconciling items that meet a quantitative threshold. This update also requires disclosure of disaggregated information related to income taxes paid. This standard is effective for fiscal years beginning after December 15, 2024. Early adoption is permitted. The amendments should be applied on a prospective basis with the option to apply the guidance retrospectively. The Company is currently evaluating the effect the standard will have on its condensed consolidated financial statements. In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures |
Basis of presentation and des_2
Basis of presentation and description of business (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Revenue by Geographic Location | Revenue by geographic region as determined based on the location where the sale originated were as follows: Three Months Ended March 31, 2024 2023 (in thousands) The Americas (1) $ 101,616 $ 89,811 Europe, the Middle East, India, and Africa 39,013 32,351 Asia Pacific 11,494 10,050 $ 152,123 $ 132,212 (1) The vast majority of our Americas revenue comes from the U.S. |
Summary of significant accoun_3
Summary of significant accounting policies (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Schedule of Disaggregation of Revenue | Revenue from subscription and non-subscription contractual arrangements were as follows: Three Months Ended March 31, 2024 2023 (in thousands) SaaS subscription and support and maintenance $ 142,406 $ 120,762 On‑premise subscription 5,947 6,468 Subscription revenue 148,353 127,230 Professional services 3,706 4,384 Perpetual licenses 64 598 Non‑subscription revenue 3,770 4,982 Total revenue $ 152,123 $ 132,212 |
Schedule of Contract with Customer Asset and Liability | Changes in contract liabilities, including revenue earned during the period from the beginning contract liability balance and new deferrals of revenue during the period, were as follows: Three Months Ended March 31, 2024 2023 (in thousands) Balance, beginning of the period $ 373,432 $ 346,150 Revenue earned (125,166) (107,595) Deferral of revenue 118,771 103,895 Other (1) (2,534) (1,608) Balance, end of the period $ 364,503 $ 340,842 (1) Includes contract assets netted against contract liabilities on a contract-by-contract basis. |
Schedule of Capitalized Computer Software | Capitalized costs associated with the implementation of cloud computing arrangements were as follows: Balance Sheet Classification March 31, 2024 December 31, 2023 (in thousands) Other current assets $ 3,266 $ 1,860 Other assets 16,327 10,891 $ 19,593 $ 12,751 |
Financial instruments fair va_2
Financial instruments fair value (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Fair Value Disclosures [Abstract] | |
Schedule of Financial Instruments | The fair value of these financial instruments were as follows: March 31, 2024 Level 1 Level 2 Level 3 Total (in thousands) Assets Cash equivalents: Money market funds $ 130,816 $ — $ — $ 130,816 Total cash equivalents $ 130,816 $ — $ — $ 130,816 December 31, 2023 Level 1 Level 2 Level 3 Total (in thousands) Assets Cash equivalents: Money market funds $ 151,209 $ — $ — $ 151,209 Total cash equivalents $ 151,209 $ — $ — $ 151,209 |
Schedule of Changes in Contingent Consideration | The following table provides a summary of the changes in contingent consideration, which was classified as Level 3, for the three months ended March 31, 2023 (in thousands): Balance, beginning of period $ 6,206 Total (gains) losses included in: Net loss — Payments (6,206) Balance, end of period $ — |
Schedule of Carrying Values and Estimated Fair Values of Debt Instruments | The following table presents the net carrying value and estimated fair value of the 2026 Notes, which are not recorded at fair value in the condensed consolidated balance sheets: March 31, 2024 December 31, 2023 Net Carrying Value Estimated Fair Value Net Carrying Value Estimated Fair Value (in thousands) 2026 Notes $ 367,626 $ 334,555 $ 366,999 $ 319,283 |
Acquisitions (Tables)
Acquisitions (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Acquisitions | The following table summarizes the preliminary allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed (in thousands): Assets acquired: Cash and cash equivalents $ 2,789 Trade accounts receivable, net 945 Prepaid expenses 1,208 Other current assets 10 Intangible assets acquired 9,400 Operating lease assets 252 Liabilities assumed: Accounts payable (605) Accrued liabilities (599) Income taxes payable (45) Deferred revenue (3,230) Operating lease liabilities (191) Deferred tax liability (2,398) Goodwill 17,550 Total purchase consideration $ 25,086 |
Schedule of Finite-Lived Intangible Assets Acquired as Part of Business Combination | The estimated useful lives and fair values of the identifiable intangible assets acquired were as follows: Useful Life Gross Value (in thousands) Customer relationships 6.0 years $ 5,000 Developed technology 5.0 years 4,400 Total identifiable intangible assets $ 9,400 |
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 Changes in Carrying Amount of Goodwill | The change in the carrying amount of goodwill was as follows: Three Months Ended March 31, 2024 2023 (in thousands) Goodwill, beginning of period $ 887,121 $ 856,925 Measurement period adjustments — 339 Foreign currency translation adjustment (2,080) 5,483 Goodwill, end of period $ 885,041 $ 862,747 |
Schedule of Gross Carrying Amount and Accumulated Amortization of Intangible Assets Other Than Goodwill | The gross carrying amount and accumulated amortization of intangible assets other than goodwill were as follows: March 31, 2024 Useful Life Gross Carrying Value Accumulated Foreign Currency Translation Net Carrying Weighted‑ (in thousands) Trademarks 3 - 8 years $ 34,700 $ 27,735 $ (36) $ 6,929 1.6 years Customer relationships 5 ‑ 12 years 257,308 125,058 (1,948) 130,302 6.0 years Developed technology 5 - 6.5 years 84,647 39,524 (5,453) 39,670 3.7 years Non‑competes 2.5 - 3 years 3,099 2,380 (169) 550 1.6 years Order backlog 2.5 years 3,800 3,800 (198) (198) 0.0 years Total intangible assets $ 383,554 $ 198,497 $ (7,804) $ 177,253 December 31, 2023 Useful Life Gross Carrying Value Accumulated Foreign Currency Translation Net Carrying Weighted‑ (in thousands) Trademarks 3 - 8 years $ 34,700 $ 26,630 $ (35) $ 8,035 1.8 years Customer relationships 5 ‑ 12 years 257,308 119,396 (1,781) 136,131 6.2 years Developed technology 5 - 6.5 years 84,647 36,235 (5,148) 43,264 3.9 years Non‑competes 2.5 - 3 years 3,099 2,267 (172) 660 1.8 years Order backlog 2.5 years 3,800 3,800 (199) (199) 0.0 years Total intangible assets $ 383,554 $ 188,328 $ (7,335) $ 187,891 |
Schedule of Gross Carrying Amount and Accumulated Amortization of Intangible Assets Other Than Goodwill | The gross carrying amount and accumulated amortization of intangible assets other than goodwill were as follows: March 31, 2024 Useful Life Gross Carrying Value Accumulated Foreign Currency Translation Net Carrying Weighted‑ (in thousands) Trademarks 3 - 8 years $ 34,700 $ 27,735 $ (36) $ 6,929 1.6 years Customer relationships 5 ‑ 12 years 257,308 125,058 (1,948) 130,302 6.0 years Developed technology 5 - 6.5 years 84,647 39,524 (5,453) 39,670 3.7 years Non‑competes 2.5 - 3 years 3,099 2,380 (169) 550 1.6 years Order backlog 2.5 years 3,800 3,800 (198) (198) 0.0 years Total intangible assets $ 383,554 $ 198,497 $ (7,804) $ 177,253 December 31, 2023 Useful Life Gross Carrying Value Accumulated Foreign Currency Translation Net Carrying Weighted‑ (in thousands) Trademarks 3 - 8 years $ 34,700 $ 26,630 $ (35) $ 8,035 1.8 years Customer relationships 5 ‑ 12 years 257,308 119,396 (1,781) 136,131 6.2 years Developed technology 5 - 6.5 years 84,647 36,235 (5,148) 43,264 3.9 years Non‑competes 2.5 - 3 years 3,099 2,267 (172) 660 1.8 years Order backlog 2.5 years 3,800 3,800 (199) (199) 0.0 years Total intangible assets $ 383,554 $ 188,328 $ (7,335) $ 187,891 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Leases [Abstract] | |
Supplemental Balance Sheet Information | Supplemental balance sheet information related to the Company’s operating leases is as follows: Leases Balance Sheet Classification March 31, 2024 December 31, 2023 (in thousands) Assets Operating lease assets Other assets $ 18,016 $ 17,661 Liabilities Operating lease liabilities - current Accrued liabilities $ 4,681 $ 5,766 Operating lease liabilities - non-current Other liabilities 16,515 16,320 Total operating lease liabilities $ 21,196 $ 22,086 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Schedule of Balances and Availability of 2026 Notes and 2020 Revolving Credit Facility | The following table summarizes the balances and availability of our 2026 Notes and 2020 Revolving Credit Facility: Outstanding (1) Unutilized Amount Interest Rate Maturity Date March 31, December 31, March 31, December 31, March 31, December 31, (in thousands) 2026 Notes $ 367,626 $ 366,999 N/A N/A 0.125% 0.125% Sept. 1, 2026 2020 Revolving Credit Facility 1,037 1,037 $ 148,963 $ 148,963 1.25% (2) 1.25% (2) July 27, 2025 (1) Represents the net carrying amount of our 2026 Notes and outstanding letters of credit under the 2020 Revolving Credit Facility. (2) Represents the rate on the outstanding letters of credit under the 2020 Revolving Credit Facility. |
Schedule of Interest Expense | The following table sets forth the interest expense related to the 2026 Notes: Three Months Ended March 31, 2024 2023 (in thousands) Contractual interest expense $ 117 $ 117 Amortization of issuance costs 627 622 |
Stock-based compensation (Table
Stock-based compensation (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Share-Based Compensation Expense | The Company recognized stock-based compensation expense for all equity arrangements as follows: Three Months Ended March 31, 2024 2023 (in thousands) Cost of revenue: Subscription $ 2,628 $ 2,267 Services 412 309 Sales and marketing 6,389 7,499 Research and development 5,431 5,033 General and administrative 5,719 4,442 $ 20,579 $ 19,550 |
Schedule of Stock-Option Activity | The table below summarizes return target option activity for the three months ended March 31, 2024: Options Weighted‑ Weighted‑ Aggregate Outstanding, December 31, 2023 2,594,622 $ 6.61 4.3 $ 29,697 Exercised (10,000) 7.33 127 Outstanding, March 31, 2024 2,584,622 $ 6.61 4.1 $ 30,339 Options exercisable at March 31, 2024 2,584,622 $ 6.61 4.1 $ 30,339 Vested or expected to vest at March 31, 2024 2,584,622 $ 6.61 4.1 $ 30,339 The table below summarizes the service-based option activity for the three months ended March 31, 2024: Options Weighted‑ Weighted‑ Aggregate Outstanding, December 31, 2023 1,048,885 $ 5.54 3.2 $ 13,129 Exercised (37,583) 5.49 473 Outstanding, March 31, 2024 1,011,302 $ 5.54 3.0 $ 12,950 Options exercisable at March 31, 2024 1,011,302 $ 5.54 3.0 $ 12,950 Vested or expected to vest at March 31, 2024 1,011,302 $ 5.54 3.0 $ 12,950 |
Schedule of Restricted Stock Units Stock Option Activity | RSU activity for the three months ended March 31, 2024 was as follows: Units Weighted-Average Grant Date Fair Value (per share) Outstanding, December 31, 2023 10,551,679 $ 24.49 Granted 4,779,499 17.78 Vested (1,347,681) 22.75 Forfeited (573,525) 25.10 Outstanding, March 31, 2024 13,409,972 $ 22.25 |
Net loss per share (Tables)
Net loss per share (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Earnings Per Share [Abstract] | |
Schedule of Computation of Basic and Diluted Net Loss Per Share | The following table sets forth the computation of basic and diluted net loss per share: Three Months Ended March 31, 2024 2023 (in thousands, except share and per share amounts) Numerator: Net loss $ (20,524) $ (24,200) Denominator: Weighted-average shares used to compute net loss per share, basic and diluted 127,292,097 123,422,066 Basic and diluted net loss per share $ (0.16) $ (0.20) |
Schedule of Potentially Dilutive Securities Excluded from the Computation of Diluted Weighted-Average Shares Outstanding | The following potentially dilutive securities outstanding have been excluded from the computation of diluted weighted-average shares outstanding because such securities have an anti-dilutive impact due to losses reported: As of March 31, 2024 2023 Stock options outstanding 3,595,924 4,121,571 Unvested restricted stock units 13,409,972 12,286,700 Shares related to the 2026 Notes 7,475,897 7,475,897 Shares committed under the 2021 ESPP 217,453 208,013 Total potentially dilutive securities 24,699,246 24,092,181 |
Income taxes (Tables)
Income taxes (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | The following table presents provision for income taxes: Three Months Ended March 31, 2024 2023 (in thousands, except percentages) Loss before income tax provision $ (19,481) $ (23,603) Income tax provision (1,043) (597) Effective tax rate (5.4) % (2.5) % |
Restructuring activities (Table
Restructuring activities (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Costs | Restructuring charges incurred in connection with the workforce reduction plan for the three months ended March 31, 2024 were as follows (in thousands): Cost of revenue: Subscription $ 10 Sales and marketing 5,571 Research and development 734 General and administrative 748 $ 7,063 |
Schedule of Restructuring Reserve | The following table summarizes our restructuring liability included in accrued liabilities in the condensed consolidated balance sheet (in thousands): Balance, December 31, 2023 $ 351 Restructuring charges 7,063 Cash payments (6,279) Balance, March 31, 2024 $ 1,135 |
Basis of presentation and des_3
Basis of presentation and description of business (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 USD ($) segment | Mar. 31, 2023 USD ($) | |
Non‑subscription revenue | ||
Number of operating segment | segment | 1 | |
Number of reportable segment | segment | 1 | |
Revenue | $ 152,123 | $ 132,212 |
The Americas | ||
Non‑subscription revenue | ||
Revenue | 101,616 | 89,811 |
Europe, the Middle East, India, and Africa | ||
Non‑subscription revenue | ||
Revenue | 39,013 | 32,351 |
Asia Pacific | ||
Non‑subscription revenue | ||
Revenue | $ 11,494 | $ 10,050 |
Summary of significant accoun_4
Summary of significant accounting policies - Schedule of Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Non‑subscription revenue | ||
Total revenue | $ 152,123 | $ 132,212 |
Subscription | ||
Non‑subscription revenue | ||
Total revenue | 148,353 | 127,230 |
Subscription | Subscription revenue | ||
Non‑subscription revenue | ||
Total revenue | 148,353 | 127,230 |
SaaS subscription and support and maintenance | Subscription revenue | ||
Non‑subscription revenue | ||
Total revenue | 142,406 | 120,762 |
On‑premise subscription | Subscription revenue | ||
Non‑subscription revenue | ||
Total revenue | 5,947 | 6,468 |
Non‑subscription revenue | Non Recurring Revenue Generating Arrangements | ||
Non‑subscription revenue | ||
Total revenue | 3,770 | 4,982 |
Professional services | ||
Non‑subscription revenue | ||
Total revenue | 3,706 | 4,384 |
Professional services | Non Recurring Revenue Generating Arrangements | ||
Non‑subscription revenue | ||
Total revenue | 3,706 | 4,384 |
Perpetual licenses | ||
Non‑subscription revenue | ||
Total revenue | 64 | 598 |
Perpetual licenses | Non Recurring Revenue Generating Arrangements | ||
Non‑subscription revenue | ||
Total revenue | $ 64 | $ 598 |
Summary of significant accoun_5
Summary of significant accounting policies - Schedule of Contract Liability (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Contract With Customer, Liability [Roll Forward] | ||
Balance, beginning of the period | $ 373,432 | $ 346,150 |
Revenue earned | (125,166) | (107,595) |
Deferral of revenue | 118,771 | 103,895 |
Other | (2,534) | (1,608) |
Balance, end of the period | $ 364,503 | $ 340,842 |
Summary of significant accoun_6
Summary of significant accounting policies - Remaining Performance Obligations (Details) $ in Millions | Mar. 31, 2024 USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, amount | $ 499 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-04-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, percent | 71% |
Remaining performance obligation, period | 12 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-04-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, period | 3 years |
Summary of significant accoun_7
Summary of significant accounting policies - Deferred Contract Costs (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Accounting Policies [Abstract] | ||
Total amortization of contract costs | $ 6,300,000 | $ 4,800,000 |
Impairment losses | $ 0 | $ 0 |
Summary of significant accoun_8
Summary of significant accounting policies - Capitalized Costs (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Capitalized costs | $ 19,593 | $ 12,751 |
Other current assets | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Capitalized costs | 3,266 | 1,860 |
Other assets | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Capitalized costs | $ 16,327 | $ 10,891 |
Financial instruments fair va_3
Financial instruments fair value - Schedule of Financial Instruments (Details) - Fair Value, Recurring - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Assets | ||
Total cash equivalents | $ 130,816 | $ 151,209 |
Money market funds | ||
Assets | ||
Total cash equivalents | 130,816 | 151,209 |
Level 1 | ||
Assets | ||
Total cash equivalents | 130,816 | 151,209 |
Level 1 | Money market funds | ||
Assets | ||
Total cash equivalents | 130,816 | 151,209 |
Level 2 | ||
Assets | ||
Total cash equivalents | 0 | 0 |
Level 2 | Money market funds | ||
Assets | ||
Total cash equivalents | 0 | 0 |
Level 3 | ||
Assets | ||
Total cash equivalents | 0 | 0 |
Level 3 | Money market funds | ||
Assets | ||
Total cash equivalents | $ 0 | $ 0 |
Financial instruments fair va_4
Financial instruments fair value - Schedule of Changes in Contingent Consideration (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2023 USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Balance, beginning of period | $ 6,206 |
Net loss | 0 |
Payments | (6,206) |
Balance, end of period | $ 0 |
Financial instruments fair va_5
Financial instruments fair value - Schedule of Carrying Values and Estimated Fair Values of Debt Instruments (Details) - 2026 Notes - Convertible Debt - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Net Carrying Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
2026 Notes | $ 367,626 | $ 366,999 |
Estimated Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
2026 Notes | $ 334,555 | $ 319,283 |
Financial instruments fair va_6
Financial instruments fair value - Narrative (Details) - Convertible Senior Notes Due 2026 - Convertible Debt - USD ($) $ in Millions | Mar. 31, 2024 | Dec. 31, 2023 | Sep. 17, 2021 |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Principal amount | $ 373.8 | ||
Debt issuances costs capitalized | $ 6.1 | $ 6.8 |
Acquisitions - DataJar (Details
Acquisitions - DataJar (Details) - DataJAR £ in Millions | 3 Months Ended | 12 Months Ended | |||
Jul. 13, 2023 GBP (£) | Jul. 13, 2023 USD ($) | Mar. 31, 2024 USD ($) | Dec. 31, 2023 USD ($) | Jul. 13, 2023 USD ($) | |
Acquisition | |||||
Voting interest | 100% | 100% | |||
Business combination, consideration transferred | £ 19.3 | $ 25,100,000 | |||
Cash paid upon closing | 16.6 | 21,600,000 | |||
Business combination partial security for post closing true up adjustments | 0.2 | 300,000 | |||
Business combination partial security for post closing indemnification claims | 2.5 | $ 3,200,000 | |||
Contingent consideration, liability | £ 6.5 | $ 8,400,000 | |||
Recognized compensation expense | $ 2,100,000 | ||||
Acquisition-related expenses | $ 1,500,000 | ||||
Goodwill deductible for income tax purposes | $ 0 | ||||
Weighted-average economic life of intangible assets acquired | 5 years 6 months | 5 years 6 months |
Acquisitions - Schedule of Acqu
Acquisitions - Schedule of Acquisitions (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 | Jul. 13, 2023 | Mar. 31, 2023 | Dec. 31, 2022 |
Liabilities assumed: | |||||
Goodwill | $ 885,041 | $ 887,121 | $ 862,747 | $ 856,925 | |
DataJAR | |||||
Assets acquired: | |||||
Cash and cash equivalents | $ 2,789 | ||||
Trade accounts receivable, net | 945 | ||||
Prepaid expenses | 1,208 | ||||
Other current assets | 10 | ||||
Intangible assets acquired | 9,400 | ||||
Operating lease assets | 252 | ||||
Liabilities assumed: | |||||
Accounts payable | (605) | ||||
Accrued liabilities | (599) | ||||
Income taxes payable | (45) | ||||
Deferred revenue | (3,230) | ||||
Operating lease liabilities | (191) | ||||
Deferred tax liability | (2,398) | ||||
Goodwill | 17,550 | ||||
Total purchase consideration | $ 25,086 |
Acquisitions - Schedule of Fini
Acquisitions - Schedule of Finite-Lived Intangible Assets Acquired as Part of Business Combination (Details) - DataJAR $ in Thousands | Jul. 13, 2023 USD ($) |
Acquisition | |
Useful Life | 5 years 6 months |
Gross Value | $ 9,400 |
Customer relationships | |
Acquisition | |
Useful Life | 6 years |
Gross Value | $ 5,000 |
Developed technology | |
Acquisition | |
Useful Life | 5 years |
Gross Value | $ 4,400 |
Goodwill and other intangible_3
Goodwill and other intangible assets - Schedule of Changes in Carrying Amount of Goodwill (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Goodwill [Roll Forward] | ||
Goodwill, beginning of period | $ 887,121 | $ 856,925 |
Measurement period adjustments | 0 | 339 |
Foreign currency translation adjustment | (2,080) | 5,483 |
Goodwill, end of period | $ 885,041 | $ 862,747 |
Goodwill and other intangible_4
Goodwill and other intangible assets - Schedule of Gross Carrying Amount and Accumulated Amortization of Intangible Assets Other Than Goodwill (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | $ 383,554 | $ 383,554 |
Accumulated Amortization | 198,497 | 188,328 |
Foreign Currency Translation | (7,804) | (7,335) |
Total intangible assets | 177,253 | 187,891 |
Trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | 34,700 | 34,700 |
Accumulated Amortization | 27,735 | 26,630 |
Foreign Currency Translation | (36) | (35) |
Total intangible assets | $ 6,929 | $ 8,035 |
Weighted‑ Average Remaining Useful Life | 1 year 7 months 6 days | 1 year 9 months 18 days |
Trademarks | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life | 3 years | 3 years |
Trademarks | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life | 8 years | 8 years |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | $ 257,308 | $ 257,308 |
Accumulated Amortization | 125,058 | 119,396 |
Foreign Currency Translation | (1,948) | (1,781) |
Total intangible assets | $ 130,302 | $ 136,131 |
Weighted‑ Average Remaining Useful Life | 6 years | 6 years 2 months 12 days |
Customer relationships | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life | 5 years | 5 years |
Customer relationships | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life | 12 years | 12 years |
Developed technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | $ 84,647 | $ 84,647 |
Accumulated Amortization | 39,524 | 36,235 |
Foreign Currency Translation | (5,453) | (5,148) |
Total intangible assets | $ 39,670 | $ 43,264 |
Weighted‑ Average Remaining Useful Life | 3 years 8 months 12 days | 3 years 10 months 24 days |
Developed technology | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life | 5 years | 5 years |
Developed technology | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life | 6 years 6 months | 6 years 6 months |
Non‑competes | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | $ 3,099 | $ 3,099 |
Accumulated Amortization | 2,380 | 2,267 |
Foreign Currency Translation | (169) | (172) |
Total intangible assets | $ 550 | $ 660 |
Weighted‑ Average Remaining Useful Life | 1 year 7 months 6 days | 1 year 9 months 18 days |
Non‑competes | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life | 2 years 6 months | 2 years 6 months |
Non‑competes | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life | 3 years | 3 years |
Order backlog | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life | 2 years 6 months | 2 years 6 months |
Gross Carrying Value | $ 3,800 | $ 3,800 |
Accumulated Amortization | 3,800 | 3,800 |
Foreign Currency Translation | (198) | (199) |
Total intangible assets | $ (198) | $ (199) |
Weighted‑ Average Remaining Useful Life | 0 years | 0 years |
Goodwill and other intangible_5
Goodwill and other intangible assets - Narrative (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Amortization expense | $ 10,200,000 | $ 10,500,000 |
Impairment of goodwill | 0 | 0 |
Impairment of intangible assets | $ 0 | $ 0 |
Leases - Schedule of Supplement
Leases - Schedule of Supplemental Balance Sheet Information (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Assets | ||
Operating lease assets | $ 18,016 | $ 17,661 |
Operating lease, right-of-use asset, statement of financial position | Other assets | Other assets |
Liabilities | ||
Operating lease liabilities - current | $ 4,681 | $ 5,766 |
Operating lease liabilities - non-current | 16,515 | 16,320 |
Total operating lease liabilities | $ 21,196 | $ 22,086 |
Operating lease, liability, current, statement of financial position | Accrued liabilities | Accrued liabilities |
Operating lease, liability, noncurrent, statement of financial position | Other liabilities | Other liabilities |
Commitments and contingencies -
Commitments and contingencies - Narrative (Details) - USD ($) | Mar. 31, 2024 | Dec. 31, 2023 |
Commitments and Contingencies Disclosure [Abstract] | ||
Liabilities for contingencies | $ 0 | $ 0 |
Debt - Schedule of Balances and
Debt - Schedule of Balances and Availability of 2026 Notes and 2020 Revolving Credit Facility (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 | Sep. 17, 2021 |
Line of Credit | Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Outstanding | $ 1,037 | $ 1,037 | |
Unutilized Amount | $ 148,963 | $ 148,963 | |
Interest Rate | 1.25% | 1.25% | |
Convertible Senior Notes Due 2026 | Convertible Debt | |||
Debt Instrument [Line Items] | |||
Outstanding | $ 367,626 | $ 366,999 | |
Interest Rate | 0.125% | 0.125% | 0.125% |
Debt - Narrative (Details)
Debt - Narrative (Details) | Sep. 17, 2021 USD ($) $ / shares | Mar. 31, 2024 | Dec. 31, 2023 | Mar. 31, 2023 | Jul. 27, 2020 USD ($) |
Line of Credit | Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | $ 150,000,000 | ||||
Line of Credit | Letter of Credit | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | 25,000,000 | ||||
Line of Credit | Foreign Line of Credit | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | 50,000,000 | ||||
Line of Credit | Term Loan | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity per incremental loan | $ 5,000,000 | ||||
Convertible Senior Notes Due 2026 | Convertible Debt | |||||
Debt Instrument [Line Items] | |||||
Principal amount | $ 373,800,000 | ||||
Interest rate | 0.125% | 0.125% | 0.125% | ||
Conversion ratio | 0.0200024 | ||||
Conversion price (in dollars per share) | $ / shares | $ 49.99 | ||||
Effective interest rate | 0.81% | 0.81% |
Debt - Schedule of Interest Exp
Debt - Schedule of Interest Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Debt Instrument [Line Items] | ||
Amortization of issuance costs | $ 689 | $ 684 |
Convertible Debt | Convertible Senior Notes Due 2026 | ||
Debt Instrument [Line Items] | ||
Contractual interest expense | 117 | 117 |
Amortization of issuance costs | $ 627 | $ 622 |
Stock-based compensation - Sche
Stock-based compensation - Schedule of Share-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] | ||
Share-based compensation expense | $ 20,579 | $ 19,550 |
Cost of revenue: | Subscription | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based compensation expense | 2,628 | 2,267 |
Cost of revenue: | Services | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based compensation expense | 412 | 309 |
Sales and marketing | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based compensation expense | 6,389 | 7,499 |
Research and development | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based compensation expense | 5,431 | 5,033 |
General and administrative | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based compensation expense | $ 5,719 | $ 4,442 |
Stock-based compensation - Narr
Stock-based compensation - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2024 | Jan. 01, 2024 | Dec. 31, 2023 | |
Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unrecognized compensation expense | $ 253 | ||
Weighted average period over which unrecognized compensation expense would be recognized | 2 years 10 months 24 days | ||
Fair value of units vested | $ 30.7 | ||
ESPP | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted average period over which unrecognized compensation expense would be recognized | 1 month | ||
Eligible employee compensation | $ 2.4 | $ 1 | |
Common stock reserved for future issuance (in shares) | 5,967,031 | ||
Common stock issued (in shares) | 0 | ||
Unrecognized compensation expense | $ 0.1 | ||
Omnibus Incentive Plan 2020 Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Aggregate number of shares of common stock to be issued (in shares) | 34,261,070 | ||
Common stock reserved for additional grants under the plan (in shares) | 14,588,191 | ||
Omnibus Incentive Plan 2020 Plan | Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 4 years | ||
Stock Option Plan 2017 Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Common stock reserved for additional grants under the plan (in shares) | 128,928 |
Stock-based compensation - Sc_2
Stock-based compensation - Schedule of Service Based Options Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2024 | Dec. 31, 2023 | |
Target-based stock options | ||
Options | ||
Outstanding, beginning of period (in shares) | 2,594,622 | |
Exercised (in shares) | (10,000) | |
Outstanding, end of period (in shares) | 2,584,622 | 2,594,622 |
Options exercisable (in shares) | 2,584,622 | |
Vested or expected to vest (in shares) | 2,584,622 | |
Weighted‑ Average Exercise Price | ||
Outstanding, beginning of period (in dollars per share) | $ 6.61 | |
Exercised (in dollars per share) | 7.33 | |
Outstanding, end of period (in dollars per share) | 6.61 | $ 6.61 |
Options exercisable (in dollars per share) | 6.61 | |
Vested or expected to vest (in dollars per share) | $ 6.61 | |
Weighted‑ Average Remaining Contractual Term (Years) | ||
Remaining term, options outstanding | 4 years 1 month 6 days | 4 years 3 months 18 days |
Remaining term, options exercisable | 4 years 1 month 6 days | |
Remaining term, options vested or expected to vest | 4 years 1 month 6 days | |
Aggregate Intrinsic Value (in thousands) | ||
Outstanding | $ 30,339 | $ 29,697 |
Exercised | 127 | |
Options exercisable | 30,339 | |
Vested or expected to vest | $ 30,339 | |
Service-based stock option | ||
Options | ||
Outstanding, beginning of period (in shares) | 1,048,885 | |
Exercised (in shares) | (37,583) | |
Outstanding, end of period (in shares) | 1,011,302 | 1,048,885 |
Options exercisable (in shares) | 1,011,302 | |
Vested or expected to vest (in shares) | 1,011,302 | |
Weighted‑ Average Exercise Price | ||
Outstanding, beginning of period (in dollars per share) | $ 5.54 | |
Exercised (in dollars per share) | 5.49 | |
Outstanding, end of period (in dollars per share) | 5.54 | $ 5.54 |
Options exercisable (in dollars per share) | 5.54 | |
Vested or expected to vest (in dollars per share) | $ 5.54 | |
Weighted‑ Average Remaining Contractual Term (Years) | ||
Remaining term, options outstanding | 3 years | 3 years 2 months 12 days |
Remaining term, options exercisable | 3 years | |
Remaining term, options vested or expected to vest | 3 years | |
Aggregate Intrinsic Value (in thousands) | ||
Outstanding | $ 12,950 | $ 13,129 |
Exercised | 473 | |
Options exercisable | 12,950 | |
Vested or expected to vest | $ 12,950 |
Stock-based compensation - Sc_3
Stock-based compensation - Schedule of Restricted Stock Units (Details) - Restricted Stock Units (RSUs) | 3 Months Ended |
Mar. 31, 2024 $ / shares shares | |
Units | |
Outstanding, beginning of period (in shares) | shares | 10,551,679 |
Granted (in shares) | shares | 4,779,499 |
Vested (in shares) | shares | (1,347,681) |
Forfeited (in shares) | shares | (573,525) |
Outstanding, end of period (in shares) | shares | 13,409,972 |
Weighted-Average Grant Date Fair Value (per share) | |
Outstanding, beginning of period (in dollars per share) | $ / shares | $ 24.49 |
Granted (in dollars per share) | $ / shares | 17.78 |
Vested (in dollars per share) | $ / shares | 22.75 |
Forfeited (in dollars per share) | $ / shares | 25.10 |
Outstanding, end of period (in dollars per share) | $ / shares | $ 22.25 |
Net loss per share - Schedule o
Net loss per share - Schedule of Computation of Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Numerator: | ||
Net loss | $ (20,524) | $ (24,200) |
Denominator: | ||
Weighted‑average shares used to compute net loss per share, basic (in shares) | 127,292,097 | 123,422,066 |
Weighted‑average shares used to compute net loss per share, diluted (in shares) | 127,292,097 | 123,422,066 |
Basic net loss per share (in dollars per share) | $ (0.16) | $ (0.20) |
Diluted net loss per share (in dollars per share) | $ (0.16) | $ (0.20) |
Net loss per share - Schedule_2
Net loss per share - Schedule of Potentially Dilutive Securities Excluded from the Computation of Diluted Weighted-Average Shares Outstanding (Details) - shares | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total potentially dilutive securities (in shares) | 24,699,246 | 24,092,181 |
Stock options outstanding | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total potentially dilutive securities (in shares) | 3,595,924 | 4,121,571 |
Unvested restricted stock units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total potentially dilutive securities (in shares) | 13,409,972 | 12,286,700 |
Shares related to the 2026 Notes | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total potentially dilutive securities (in shares) | 7,475,897 | 7,475,897 |
Shares committed under the 2021 ESPP | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total potentially dilutive securities (in shares) | 217,453 | 208,013 |
Income taxes (Details)
Income taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Income Tax Disclosure [Abstract] | ||
Loss before income tax provision | $ (19,481) | $ (23,603) |
Income tax provision | $ (1,043) | $ (597) |
Effective tax rate | (5.40%) | (2.50%) |
Related party transactions (Det
Related party transactions (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Related Party Transaction [Line Items] | ||
Accrued liabilities | $ 70,533 | $ 77,447 |
Total liabilities | 847,682 | 872,105 |
Other liabilities | 17,771 | 21,118 |
Related Party | JAMF Nation Global Foundation | ||
Related Party Transaction [Line Items] | ||
Accrued liabilities | 900 | 1,500 |
Total liabilities | 2,100 | 2,700 |
Other liabilities | $ 1,200 | $ 1,200 |
Restructuring activities - Narr
Restructuring activities - Narrative (Details) | 5 Months Ended |
Jun. 30, 2024 | |
Forecast | |
Restructuring Cost and Reserve [Line Items] | |
Workforce reduction percentage | 6% |
Restructuring activities - Rest
Restructuring activities - Restructuring and Related Costs (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2024 USD ($) | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring charges | $ 7,063 |
Sales and marketing | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring charges | 5,571 |
Research and development | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring charges | 734 |
General and administrative | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring charges | 748 |
Subscription | Cost of revenue: | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring charges | $ 10 |
Restructuring activities - Sche
Restructuring activities - Schedule of Restructuring Reserve (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2024 USD ($) | |
Restructuring Reserve [Roll Forward] | |
Beginning balance | $ 351 |
Restructuring charges | 7,063 |
Cash payments | (6,279) |
Ending balance | $ 1,135 |
Subsequent events (Details)
Subsequent events (Details) - Revolving Credit Facility - Line of Credit - USD ($) | May 03, 2024 | Jul. 27, 2020 |
Subsequent Event [Line Items] | ||
Maximum borrowing capacity | $ 150,000,000 | |
Subsequent Event | ||
Subsequent Event [Line Items] | ||
Maximum borrowing capacity | $ 175,000,000 |