DoubleVerify (DV) 10-Q 9 Nov 23 2023 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2023	Nov. 06, 2023
Document and Entity Information [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2023
Document Transition Report	false
Entity File Number	001-40349
Entity Registrant Name	DoubleVerify Holdings, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	82-2714562
Entity Address, Address Line One	462 Broadway
Entity Address, City or Town	New York
Entity Address State Or Province	NY
Entity Address, Postal Zip Code	10013
City Area Code	212
Local Phone Number	631-2111
Title of 12(b) Security	Common Stock, par value $0.001 per share
Trading Symbol	DV
Security Exchange Name	NYSE
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		169,986,052
Entity Central Index Key	0001819928
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q3
Amendment Flag	false

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Current assets
Cash and cash equivalents	$ 259,212	$ 267,813
Trade receivables, net of allowances for doubtful accounts of $10,397 and $8,893 as of September 30, 2023 and December 31, 2022, respectively	190,673	167,122
Prepaid expenses and other current assets	19,473	10,161
Total current assets	469,358	445,096
Property, plant and equipment, net	55,764	47,034
Operating lease right-of-use assets, net	61,480	64,692
Goodwill	431,307	343,011
Intangible assets, net	147,306	135,429
Deferred tax assets	7,983	35
Other non-current assets	1,981	1,731
Total assets	1,175,179	1,037,028
Current liabilities
Trade payables	9,638	6,675
Accrued expenses	41,751	33,085
Operating lease liabilities, current	9,080	7,041
Income tax liabilities		11,953
Current portion of finance lease obligations	3,101	1,846
Contingent consideration	1,193
Other current liabilities	9,987	8,310
Total current liabilities	74,750	68,910
Operating lease liabilities, non-current	72,802	74,086
Finance lease obligations	3,406	779
Deferred tax liabilities	9,334	12,890
Other non-current liabilities	3,602	3,504
Total liabilities	163,894	160,169
Commitments and contingencies (Note 14)
Stockholders' equity
Common stock, $0.001 par value, 1,000,000 shares authorized, 169,918 shares issued and 169,905 outstanding as of September 30, 2023; 1,000,000 shares authorized, 165,448 shares issued and 165,417 outstanding as of December 31, 2022	170	165
Additional paid-in capital	857,561	756,299
Treasury stock, at cost, 13 shares and 31 shares as of September 30, 2023 and December 31, 2022, respectively	(397)	(796)
Retained earnings	165,878	127,517
Accumulated other comprehensive loss, net of income taxes	(11,927)	(6,326)
Total stockholders' equity	1,011,285	876,859
Total liabilities and stockholders' equity	$ 1,175,179	$ 1,037,028

CONDENSED CONSOLIDATED BALANC_2

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) shares in Thousands, $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
CONDENSED CONSOLIDATED BALANCE SHEETS
Trade receivables, net of allowances	$ 10,397	$ 8,893
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	1,000,000	1,000,000
Common stock, shares issued	169,918	165,448
Common stock, shares outstanding	169,905	165,417
Treasury stock, shares	13	31

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
Revenue	$ 143,974	$ 112,254	$ 400,312	$ 318,782
Cost of revenue (exclusive of depreciation and amortization shown separately below)	26,466	19,323	76,609	55,036
Product development	32,315	23,932	92,811	68,742
Sales, marketing and customer support	32,971	27,118	90,220	78,535
General and administrative	23,280	19,395	63,223	60,599
Depreciation and amortization	10,706	8,089	29,365	25,446
Income from operations	18,236	14,397	48,084	30,424
Interest expense	288	226	791	681
Other (income) expense, net	(1,633)	231	(6,843)	422
Income before income taxes	19,581	13,940	54,136	29,321
Income tax expense	6,234	3,609	15,775	4,121
Net income	$ 13,347	$ 10,331	$ 38,361	$ 25,200
Earnings per share:
Basic	$ 0.08	$ 0.06	$ 0.23	$ 0.15
Diluted	$ 0.08	$ 0.06	$ 0.22	$ 0.15
Weighted-average common stock outstanding:
Basic	168,606	164,297	166,937	163,512
Diluted	173,980	170,876	172,812	170,558
Comprehensive income:
Net Income	$ 13,347	$ 10,331	$ 38,361	$ 25,200
Other comprehensive loss:
Foreign currency cumulative translation adjustment	(6,417)	(4,630)	(5,601)	(11,834)
Total comprehensive income	$ 6,930	$ 5,701	$ 32,760	$ 13,366

CONDENSED CONSOLIDATED STATEM_2

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands	Common Stock	Treasury Stock	Additional Paid-in Capital	Retained Earnings	Accumulated Other Comprehensive (Loss) Income Net of Income Taxes	Total
Balance at Dec. 31, 2021	$ 162	$ (1,802)	$ 717,228	$ 84,249	$ (771)	$ 799,066
Balance (in shares) at Dec. 31, 2021	162,347	50
Foreign currency translation adjustment					(1,570)	(1,570)
Shares repurchased for settlement of employee tax withholdings		$ (1,058)				(1,058)
Shares repurchased for settlement of employee tax withholdings (in shares)		41
Stock-based compensation expense			10,994			10,994
Common stock issued to non-employees (in shares)	4
Common stock issued upon exercise of stock options	$ 1		1,677			1,678
Common stock issued upon exercise of stock options (in shares)	572
Common stock issued upon vesting of restricted stock units (in shares)	195
Net Income				4,579		4,579
Balance at Mar. 31, 2022	$ 163	$ (2,860)	729,899	88,828	(2,341)	813,689
Balance (in shares) at Mar. 31, 2022	163,118	91
Balance at Dec. 31, 2021	$ 162	$ (1,802)	717,228	84,249	(771)	799,066
Balance (in shares) at Dec. 31, 2021	162,347	50
Foreign currency translation adjustment						(11,834)
Net Income						25,200
Balance at Sep. 30, 2022	$ 165	$ (1,002)	744,008	109,449	(12,605)	840,015
Balance (in shares) at Sep. 30, 2022	164,733	37
Balance at Mar. 31, 2022	$ 163	$ (2,860)	729,899	88,828	(2,341)	813,689
Balance (in shares) at Mar. 31, 2022	163,118	91
Foreign currency translation adjustment					(5,634)	(5,634)
Shares repurchased for settlement of employee tax withholdings		$ (8,133)				(8,133)
Shares repurchased for settlement of employee tax withholdings (in shares)		320
Stock-based compensation expense			9,517			9,517
Common stock issued under employee purchase plan			768			768
Common stock issued under employee purchase plan (in shares)	41
Common stock issued upon exercise of stock options			838			838
Common stock issued upon exercise of stock options (in shares)	176
Common stock issued upon vesting of restricted stock units	$ 1		(1)
Common stock issued upon vesting of restricted stock units (in shares)	798
Treasury stock reissued upon settlement of equity awards		$ 3,447	(3,447)
Treasury stock reissued upon settlement of equity awards (in shares)		(128)
Net Income				10,290		10,290
Balance at Jun. 30, 2022	$ 164	$ (7,546)	737,574	99,118	(7,975)	821,335
Balance (in shares) at Jun. 30, 2022	164,133	283
Foreign currency translation adjustment					(4,630)	(4,630)
Shares repurchased for settlement of employee tax withholdings		$ (492)				(492)
Shares repurchased for settlement of employee tax withholdings (in shares)		19
Stock-based compensation expense			11,080			11,080
Common stock issued upon exercise of stock options	$ 1		2,390			2,391
Common stock issued upon exercise of stock options (in shares)	490
Common stock issued upon vesting of restricted stock units (in shares)	110
Treasury stock reissued upon settlement of equity awards		$ 7,036	(7,036)
Treasury stock reissued upon settlement of equity awards (in shares)		(265)
Net Income				10,331		10,331
Balance at Sep. 30, 2022	$ 165	$ (1,002)	744,008	109,449	(12,605)	840,015
Balance (in shares) at Sep. 30, 2022	164,733	37
Balance at Dec. 31, 2022	$ 165	$ (796)	756,299	127,517	(6,326)	876,859
Balance (in shares) at Dec. 31, 2022	165,448	31
Foreign currency translation adjustment					1,193	1,193
Shares repurchased for settlement of employee tax withholdings		$ (787)				(787)
Shares repurchased for settlement of employee tax withholdings (in shares)		30
Stock-based compensation expense			11,992			11,992
Common stock issued upon exercise of stock options	$ 1		1,765			1,766
Common stock issued upon exercise of stock options (in shares)	527
Common stock issued upon vesting of restricted stock units (in shares)	182
Treasury stock reissued upon settlement of equity awards		$ 914	(914)
Treasury stock reissued upon settlement of equity awards (in shares)		(35)
Net Income				12,175		12,175
Balance at Mar. 31, 2023	$ 166	$ (669)	769,142	139,692	(5,133)	903,198
Balance (in shares) at Mar. 31, 2023	166,157	26
Balance at Dec. 31, 2022	$ 165	$ (796)	756,299	127,517	(6,326)	876,859
Balance (in shares) at Dec. 31, 2022	165,448	31
Foreign currency translation adjustment						$ (5,601)
Common stock issued upon exercise of stock options (in shares)						1,942
Net Income						$ 38,361
Balance at Sep. 30, 2023	$ 170	$ (397)	857,561	165,878	(11,927)	1,011,285
Balance (in shares) at Sep. 30, 2023	169,918	13
Balance at Mar. 31, 2023	$ 166	$ (669)	769,142	139,692	(5,133)	903,198
Balance (in shares) at Mar. 31, 2023	166,157	26
Foreign currency translation adjustment					(377)	(377)
Shares repurchased for settlement of employee tax withholdings		$ (1,966)				(1,966)
Shares repurchased for settlement of employee tax withholdings (in shares)		57
Stock-based compensation expense			15,399			15,399
Common stock issued under employee purchase plan			1,138			1,138
Common stock issued under employee purchase plan (in shares)	49
Common stock issued upon exercise of stock options	$ 1		3,990			3,991
Common stock issued upon exercise of stock options (in shares)	711
Common stock issued upon vesting of restricted stock units (in shares)	333
Treasury stock reissued upon settlement of equity awards		$ 2,107	(2,107)
Treasury stock reissued upon settlement of equity awards (in shares)		(67)
Net Income				12,839		12,839
Balance at Jun. 30, 2023	$ 167	$ (528)	787,562	152,531	(5,510)	934,222
Balance (in shares) at Jun. 30, 2023	167,250	16
Foreign currency translation adjustment					(6,417)	(6,417)
Shares repurchased for settlement of employee tax withholdings (in shares)		28
Shares repurchased for settlement of employee tax withholdings		$ (945)				(945)
Issuance of common stock as consideration for acquisition	$ 2		52,935			52,937
Issuance of common stock as consideration for acquisition (in shares)	1,642
Stock-based compensation expense			16,088			16,088
Common stock issued upon exercise of stock options	$ 1		2,052			2,053
Common stock issued upon exercise of stock options (in shares)	653
Common stock issued upon vesting of restricted stock units (in shares)	373
Treasury stock reissued upon settlement of equity awards		$ 1,076	(1,076)
Treasury stock reissued upon settlement of equity awards (in shares)		(31)
Net Income				13,347		13,347
Balance at Sep. 30, 2023	$ 170	$ (397)	$ 857,561	$ 165,878	$ (11,927)	$ 1,011,285
Balance (in shares) at Sep. 30, 2023	169,918	13

CONDENSED CONSOLIDATED STATEM_3

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Operating activities:
Net income	$ 38,361	$ 25,200
Adjustments to reconcile net income to net cash provided by operating activities
Bad debt expense	6,901	3,629
Depreciation and amortization expense	29,365	25,446
Amortization of debt issuance costs	221	221
Non-cash lease expense	4,899	5,534
Deferred taxes	(19,721)	(5,974)
Stock-based compensation expense	42,771	31,224
Interest expense	176	7
Loss on disposal of fixed assets	5	1,353
Impairment of long-lived assets		1,510
Other	874	318
Changes in operating assets and liabilities, net of effects of business combinations
Trade receivables	(25,787)	(23,842)
Prepaid expenses and other assets	(9,370)	(2,110)
Trade payables	2,475	3,452
Accrued expenses and other liabilities	(3,484)	(7,607)
Net cash provided by operating activities	67,686	58,361
Investing activities:
Purchase of property, plant and equipment	(12,309)	(27,719)
Acquisition of businesses, net of cash acquired	(67,240)
Net cash (used in) investing activities	(79,549)	(27,719)
Financing activities:
Proceeds from revolving credit facility	50,000
Payments to revolving credit facility	(50,000)
Payment of contingent consideration related to Zentrick acquisition		(3,247)
Proceeds from common stock issued upon exercise of stock options	7,810	4,907
Proceeds from common stock issued under employee purchase plan	1,138	768
Payments related to offering costs		(6)
Finance lease payments	(1,605)	(1,286)
Shares repurchased for settlement of employee tax withholdings	(3,698)	(9,683)
Net cash provided by (used in) financing activities	3,645	(8,547)
Effect of exchange rate changes on cash and cash equivalents and restricted cash	(389)	(1,015)
Net (decrease) increase in cash, cash equivalents, and restricted cash	(8,607)	21,080
Cash, cash equivalents, and restricted cash - Beginning of period	267,938	221,725
Cash, cash equivalents, and restricted cash - End of period	259,331	242,805
Supplemental cash flow information:
Cash paid for taxes	52,738	10,210
Cash paid for interest	427	519
Non-cash investing and financing activities:
Right-of-use assets obtained in exchange for new operating lease liabilities, net of impairments and tenant improvement allowances	2,017	80,060
Acquisition of equipment under finance lease	5,479
Capital assets financed by accounts payable and accrued expenses		5,305
Stock-based compensation included in capitalized software development costs	708	$ 367
Common stock issued in connection with acquisition	52,937
Liabilities for contingent consideration	$ 1,193

CONDENSED CONSOLIDATED STATEM_4

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - Reconciliation of Cashflows - USD ($) $ in Thousands	Sep. 30, 2023	Sep. 30, 2022
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
Cash and cash equivalents	$ 259,212	$ 242,687
Restricted cash (included in prepaid expenses and other current assets on the Condensed Consolidated Balance Sheets)	119	118
Total cash and cash equivalents and restricted cash	$ 259,331	$ 242,805

Description of Business

Description of Business	9 Months Ended
	Sep. 30, 2023
Description of Business
Description of Business	1. Description of Business DoubleVerify Holdings, Inc. (the “Company”) is a leading software platform for digital media measurement and analytics. Our mission is to create stronger, safer, more secure digital transactions that drive optimal outcomes for global advertisers. Through our software platform and the metrics it provides, we help preserve the fair value exchange between buyers and sellers of digital media. The Company’s solutions provide advertisers unbiased data analytics that enable advertisers to increase the effectiveness, quality and return on their digital advertising investments. The DV Authentic Ad is our proprietary metric of digital media quality, which measures whether a digital ad was delivered in a brand suitable environment, fully viewable, by a real person and in the intended geography. The Company’s software interface, DV Pinnacle, delivers these metrics to our customers in real time, allowing them to access critical performance data on their digital transactions. The Company’s software solutions are integrated across the entire digital advertising ecosystem, including programmatic platforms, social media channels and digital publishers. The Company’s solutions are accredited by the Media Rating Council, which allows the Company’s data to be used as a single source standard in the evaluation and measurement of digital ads. The Company was incorporated on August 16, 2017, is registered in the state of Delaware and is the parent company of DoubleVerify Midco, Inc. (“MidCo”), which is in turn the parent company of DoubleVerify Inc. On August 18, 2017, DoubleVerify Inc. entered into an agreement and plan of merger (the “Agreement”), whereby the Company and Pixel Merger Sub, Inc. (“Merger Sub”), a wholly-owned subsidiary of the Company, agreed to provide for the merger of the Merger Sub with DoubleVerify Inc. pursuant to the terms and conditions of the Agreement. On the effective date, Merger Sub was merged with and into DoubleVerify Inc. whereupon the separate corporate existence of Merger Sub ceased and DoubleVerify Inc. continued as the surviving corporation. Through the merger, the Company acquired 100% of the outstanding equity instruments of DoubleVerify Inc., (the “Acquisition”) resulting in a change of control at the parent level. The merger resulted in the application of acquisition accounting under the provisions of Financial Accounting Standards Board (“FASB”) Topic Accounting Standards Codification (“ASC”) 805 , The Company is headquartered in New York, New York and has wholly-owned subsidiaries in numerous jurisdictions, including Israel, the United Kingdom, the United Arab Emirates, Germany, Singapore, Australia, Canada, Brazil, Belgium, Mexico, France, Japan, Spain, Finland, Italy, and India, and operates in one reportable segment.

Basis of Presentation and Summa

Basis of Presentation and Summary of Significant Accounting Policies	9 Months Ended
	Sep. 30, 2023
Basis of Presentation and Summary of Significant Accounting Policies
Basis of Presentation and Summary of Significant Accounting Policies	2. Basis of Presentation and Summary of Significant Accounting Policies Basis of Preparation and Principles of Consolidation The accompanying Condensed Consolidated Balance Sheets as of September 30, 2023 and December 31, 2022, the Condensed Consolidated Statements of Operations and Comprehensive Income for the three and nine months ended September 30, 2023 and 2022, the Condensed Consolidated Statements of Stockholders’ Equity for the three and nine months ended September 30, 2023 and 2022, and the Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2023 and 2022 reflect all adjustments that are of a normal recurring nature and that are considered necessary for a fair presentation of the results for the periods shown in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and the applicable rules and regulations of the SEC for interim financial reporting periods. Accordingly, certain information and footnote disclosures have been condensed or omitted pursuant to SEC rules that would ordinarily be required under GAAP for complete financial statements. These unaudited interim Condensed Consolidated Financial Statements should be read in conjunction with the Company’s audited consolidated financial statements and related notes included in its Annual Report on Form 10-K for the year ended December 31, 2022. ​ Use of Estimates and Judgments in the Preparation of the Condensed Consolidated Financial Statements The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the reported amounts of revenue and expense during the reporting periods. Significant estimates and judgments are inherent in the analysis and measurement of items including, but not limited to: revenue recognition criteria including the determination of principal versus agent revenue considerations, income taxes, the valuation and recoverability of goodwill and intangible assets, the assessment of potential loss from contingencies, assumptions in valuing acquired assets and liabilities assumed in business combinations, the allowance for doubtful accounts, and assumptions used in determining the fair value of stock-based compensation. Management bases its estimates and assumptions on historical experience and on various other factors that are believed to be reasonable under the circumstances. Due to the inherent uncertainty involved in making estimates, actual results reported in future periods may be affected by changes in those estimates. These estimates are based on the information available as of the date of the Condensed Consolidated Financial Statements . Cash and Cash Equivalents The Company considers all short-term highly liquid investments with an original maturity at the date of purchase of three months or less to be cash equivalents. Pursuant to the Company’s investment policy, its surplus funds are kept as cash or cash equivalents in treasury bills, money market funds and savings accounts to reduce the Company’s exposure to market risk.

Revenue

Revenue	9 Months Ended
	Sep. 30, 2023
Revenue
Revenue	3. Revenue The following table disaggregates revenue between advertiser customers, where revenue is generated based on number of ads measured for Measurement or measured and purchased for Activation, and Supply-side customers, where revenue is generated based on contracts with minimum guarantees or contracts that contain overages after minimum guarantees are achieved. Disaggregated revenue by customer type is as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended Nine Months Ended ​ ​ September 30, ​ September 30, ( in thousands) 2023 2022 2023 2022 Activation ​ $ 81,700 ​ $ 62,170 ​ $ 229,534 ​ $ 175,696 Measurement ​ 51,263 ​ 38,847 ​ 137,637 ​ 111,584 Supply-side customer ​ 11,011 ​ 11,237 ​ 33,141 ​ 31,502 Total revenue ​ $ 143,974 ​ $ 112,254 ​ $ 400,312 ​ $ 318,782 ​ Contract assets relate to the Company’s conditional right to consideration for completed performance under the contract (e.g., unbilled receivables). Trade receivables, net of allowance for doubtful accounts, include unbilled receivable balances of $51.9 million and $52.7 million as of September 30, 2023 and December 31, 2022, respectively.

Business Combinations

Business Combinations	9 Months Ended
	Sep. 30, 2023
Business Combinations
Business Combinations	4. Business Combinations Scibids Technology SAS On August 14, 2023, the Company acquired all of the outstanding stock of Scibids Technology SAS (“Scibids”), a global leader in artificial intelligence (“AI”) technology for digital campaign optimization. The acquisition combines DoubleVerify’s proprietary data with Scibids’ AI-powered optimization technology to provide advertiser customers with enhanced insights and control over their advertising performance. The following table summarizes the components of the purchase price that constitutes the consideration transferred: ​ ​ ​ ​ ​ (in thousands) ​ ​ Cash, net of cash acquired ​ $ 67,240 Common stock issued in connection with the acquisition ​ 52,937 Fair value of contingent consideration ​ ​ 1,193 Total ​ $ 121,370 ​ The fair value of the Company’s common stock issued (1,642 shares of common stock) as consideration in the transaction was determined on the basis of market prices of our common stock available on August 14, 2023, the trading day on the acquisition date. The purchase price includes a performance-based deferred payment that has a total maximum payout of $25.0 million (“Scibids Contingent Payment”) and varies based upon the achievement of certain performance metrics in fiscal year 2023 (“Earn-Out Period”). If the performance metrics during the Earn-Out Period do not exceed a certain threshold, no payment shall be made. The Scibids Contingent Payment has been accounted for at fair value as contingent consideration in the business combination. The settlement of the Scibids Contingent Payment would consist of both cash and common stock consideration. As of September 30, 2023, Scibids Contingent Payment had a fair value of $1.2 million and is recorded in Contingent consideration in the Condensed Consolidated Balance Sheets. There were no changes in fair value in the Condensed Consolidated Statement of Operations and Comprehensive Income for the three and nine months ended September 30, 2023. The following table summarizes the preliminary fair value of assets acquired and liabilities assumed as of the acquisition date: ​ ​ ​ ​ ​ (in thousands) Acquisition Date Assets: ​ ​ ​ Cash and cash equivalents ​ $ 1,705 Trade receivables ​ 5,197 Prepaid expenses ​ 50 Other assets ​ ​ 1,382 Intangible assets: ​ ​ Technology ​ 18,000 Customer relationships ​ 15,000 Total intangible assets ​ 33,000 Goodwill ​ 92,053 Total assets acquired ​ $ 133,387 Liabilities: ​ Trade payables ​ $ 530 Other liabilities ​ 1,259 Deferred tax liability ​ 8,523 Total liabilities assumed ​ 10,312 Total purchase consideration ​ $ 123,075 Cash acquired ​ ​ (1,705) Purchase consideration, net of cash acquired ​ $ 121,370 ​ The acquired intangible assets of Scibids will be amortized over their estimated useful lives. Accordingly, customer relationships will be amortized over ten years and developed technology will be amortized over four years. The weighted-average useful life of the acquired intangible assets is 6.7 years. The Company recognized a deferred tax liability of $8.5 million in relation to the intangible assets acquired. The goodwill and identified intangible assets are not deductible for tax purposes. The Company incurred acquisition-related transaction costs of $0.9 million and $1.6 million included in General and administrative expenses in the Condensed Consolidated Statement of Operations and Comprehensive Income for the three and nine months ended September 30, 2023, respectively. The goodwill associated with Scibids includes the acquired assembled work force, the value associated with the opportunity to leverage the work force to continue to develop the future generations of AI technology assets, as well as the ability to grow the Company through adding additional customer relationships or new solutions in the future. The preliminary allocations of the purchase price for Scibids are subject to revisions as additional information is obtained about the facts and circumstances that existed as of the acquisition date. The revisions may have a significant impact on the accompanying condensed consolidated financial statements. The allocations of the purchase price will be finalized once all information is obtained and assessed, not to exceed one year from the acquisition date. The acquisition of Scibids was immaterial to the Company's Condensed Consolidated Financial Statements for the three and nine months ended September 30, 2023 and 2022, and therefore, supplemental information disclosure on an unaudited pro forma basis is not presented.

Goodwill and Intangible Assets

Goodwill and Intangible Assets	9 Months Ended
	Sep. 30, 2023
Goodwill and Intangible Assets
Goodwill and Intangible Assets	5. The following is a summary of changes to the goodwill carrying value from December 31, 2022 to September 30, 2023: ​ ​ ​ ​ ​ (in thousands) ​ Goodwill at December 31, 2022 ​ $ 343,011 Business combinations (Scibids) ​ ​ 92,053 Foreign exchange impact ​ ​ (3,757) Goodwill at September 30, 2023 ​ $ 431,307 ​ The following table summarizes the Company’s intangible assets and related accumulated amortization: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ( in thousands) ​ September 30, 2023 December 31, 2022 ​ ​ Gross Carrying ​ Accumulated ​ Net Carrying ​ Gross Carrying ​ Accumulated ​ Net Carrying ​ Amount Amortization Amount Amount Amortization Amount Trademarks and brands ​ $ 11,732 ​ $ (4,927) ​ $ 6,805 ​ $ 11,733 ​ $ (4,294) ​ $ 7,439 Customer relationships ​ 160,239 ​ ​ (59,326) ​ 100,913 ​ 145,834 ​ (49,587) ​ 96,247 Developed technology ​ 93,921 ​ ​ (54,333) ​ 39,588 ​ 76,677 ​ (44,956) ​ 31,721 Non-compete agreements ​ ​ 63 ​ ​ (63) ​ ​ — ​ ​ 64 ​ ​ (42) ​ ​ 22 Total intangible assets ​ $ 265,955 ​ $ (118,649) ​ $ 147,306 ​ $ 234,308 ​ $ (98,879) ​ $ 135,429 ​ Amortization expense related to intangible assets for the three months ended September 30, 2023 and September 30, 2022 was $7.4 million and $6.2 million, respectively. Amortization expense related to intangible assets amounted to $20.0 million and $18.8 million for the nine months ended September 30, 2023 and September 30, 2022, respectively. Estimated future expected amortization expense of intangible assets as of September 30, 2023 is as follows: ​ ​ ​ ​ ​ (in thousands) ​ 2023 (for remaining three months) ​ $ 7,951 2024 ​ ​ 28,565 2025 ​ ​ 26,618 2026 ​ ​ 21,865 2027 ​ ​ 17,984 2028 ​ ​ 14,888 Thereafter ​ 29,435 Total ​ $ 147,306 ​ The weighted-average remaining useful life by major asset classes as of September 30, 2023 is as follows: ​ ​ ​ ​ ​ (In years) Trademarks and brands 9 Customer relationships 7 Developed technology ​ 2 ​ There were no impairments identified during the nine months ended September 30, 2023 or September 30, 2022.

Property, Plant and Equipment

Property, Plant and Equipment	9 Months Ended
	Sep. 30, 2023
Property, Plant and Equipment
Property, Plant and Equipment	6. Property, plant and equipment, including equipment under finance lease obligations and capitalized software development costs, consists of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of (in thousands) ​ September 30, 2023 ​ December 31, 2022 Computers and peripheral equipment $ 24,762 $ 19,189 Office furniture and equipment ​ 3,071 ​ 2,542 Leasehold improvements ​ 32,485 ​ 29,678 Capitalized software development costs ​ 29,491 ​ 22,026 Less accumulated depreciation and amortization ​ (34,045) ​ (26,401) Total property, plant and equipment, net ​ $ 55,764 ​ $ 47,034 ​ For the three months ended September 30, 2023 and September 30, 2022, total depreciation expense was $3.3 million and $1.9 million, respectively. For the nine months ended September 30, 2023 and September 30, 2022, total depreciation expense was $9.4 million and $6.6 million, respectively. Property and equipment under finance lease obligations, consisting of computer equipment, totaled $17.8 million and $12.3 million as of September 30, 2023 and December 31, 2022, respectively. As of September 30, 2023 and December 31, 2022, accumulated depreciation related to property and equipment under finance lease obligations totaled $12.3 million and $11.2 million, respectively. Refer to Note 7, Leases.

Leases

Leases	9 Months Ended
	Sep. 30, 2023
Leases
Leases	7. Leases The following table presents lease cost and cash paid for amounts included in the measurement of lease liabilities for finance and operating leases for the three and nine months ended September 30, 2023 and 2022, respectively. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended September 30, Nine Months Ended September 30, (in thousands) ​ 2023 ​ 2022 2023 ​ 2022 Lease cost: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating lease cost (1) ​ $ 2,614 ​ $ 2,641 ​ $ 7,783 ​ $ 8,266 Finance lease cost: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Depreciation of finance lease assets (2) ​ ​ 620 ​ ​ 244 ​ ​ 1,151 ​ ​ 946 Interest on finance lease liabilities (3) ​ ​ 83 ​ ​ 32 ​ ​ 149 ​ ​ 111 Short-term lease cost (1) ​ ​ 219 ​ ​ 304 ​ ​ 708 ​ ​ 832 Sublease income (1) ​ ​ (266) ​ ​ (267) ​ ​ (800) ​ ​ (356) Total lease cost ​ $ 3,270 ​ $ 2,954 ​ $ 8,991 ​ $ 9,799 ​ ​ ​ ​ ​ ​ ​ ​ ​ Other information: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash paid for amounts included in the measurement of lease liabilities ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating cash outflows from operating leases ​ $ 1,921 ​ $ 1,385 ​ $ 4,773 ​ $ 3,704 Operating cash outflows from finance leases ​ $ 38 ​ $ 24 ​ $ 78 ​ $ 96 Financing cash outflows from finance leases ​ $ 577 ​ $ 379 ​ $ 1,605 ​ $ 1,286 (1) Included in Cost of revenue, Sales, marketing and customer support, Product development and General and administrative expenses in the accompanying Condensed Consolidated Statements of Operations and Comprehensive Income. (2) Included in Depreciation and amortization in the accompanying Condensed Consolidated Statements of Operations and Comprehensive Income. (3) Included in Interest expense in the accompanying Condensed Consolidated Statements of Operations and Comprehensive Income. ​ The following table presents weighted-average remaining lease terms and weighted-average discount rates for finance and operating leases as of September 30, 2023 and 2022, respectively: ​ ​ ​ ​ ​ ​ September 30, ​ ​ 2023 2022 Weighted-average remaining lease term - operating leases (in years) 13.7 ​ 14.2 Weighted-average remaining lease term - finance leases (in years) 2.4 ​ 1.8 Weighted-average discount rate - operating leases ​ 4.6% ​ 4.5% Weighted-average discount rate - finance leases 5.3% ​ 3.7% ​ Maturities of lease liabilities as of September 30, 2023 are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, 2023 (in thousands) ​ Operating Leases ​ Finance Leases 2023 (for remaining three months) ​ $ 2,674 ​ $ 1,415 2024 ​ 8,826 ​ 2,584 2025 ​ 8,061 ​ 2,150 2026 ​ 6,840 ​ 819 2027 ​ 6,651 ​ — 2028 ​ ​ 6,746 ​ ​ — Thereafter ​ ​ 74,037 ​ ​ — Total lease payments ​ 113,835 ​ 6,968 Less amount representing interest ​ (31,953) ​ (461) Present value of total lease payments ​ $ 81,882 ​ $ 6,507 ​

Fair Value Measurement

Fair Value Measurement	9 Months Ended
	Sep. 30, 2023
Fair Value Measurement
Fair Value Measurement	8. Fair Value Measurement The following tables present the Company’s financial instruments that are measured at fair value on a recurring basis: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of September 30, 2023 ​ ​ Quoted Market ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Prices in Active ​ ​ ​ ​ Significant ​ ​ ​ ( in thousands) ​ Markets for ​ Significant Other ​ Unobservable ​ ​ ​ ​ ​ Identical Assets ​ Observable Inputs ​ Inputs ​ Total Fair Value ​ ​ (Level 1) ​ (Level 2) ​ (Level 3) ​ Measurements Assets: ​ ​ ​ ​ Cash equivalents ​ $ 60,651 ​ $ — ​ $ — ​ $ 60,651 Liabilities: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Contingent consideration ​ $ — ​ $ — ​ $ 1,193 ​ $ 1,193 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of December 31, 2022 ​ ​ Quoted Market ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Prices in Active ​ ​ ​ ​ Significant ​ ​ ​ (in thousands) ​ Markets for ​ Significant Other ​ Unobservable ​ ​ ​ ​ Identical Assets Observable Inputs ​ Inputs ​ Tota1 Fair Value ​ ​ (Level 1) ​ (Level 2) (Level 3) ​ Measurements Assets: Cash equivalents $ 11,710 ​ $ — ​ $ — $ 11,710 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash equivalents consisting of treasury bills and money market funds of $60.7 million and of money market funds of $11.7 million as of September 30, 2023 and December 31, 2022, respectively, were classified as Level 1 of the fair value hierarchy and valued using quoted market prices in active markets. As of September 30, 2023, the amortized cost of the Company’s treasury bills approximates fair value. For the three and nine months ended September 30, 2023, the Company did not record any unrealized gains, unrealized losses, or credit losses. Contingent consideration relates to potential payments that the Company may be required to make associated with a business combination. To the extent that the valuations of these liabilities are based on inputs that are less observable or not observable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for measures categorized in Level 3. Rollforward of the fair value measurements of the contingent consideration categorized with Level 3 inputs as of September 30, 2023 is as follows: ​ ​ ​ ​ ​ ( in thousands) ​ ​ Balance at January 1, 2023 ​ $ — Fair value at date of acquisition ​ ​ 1,193 Fair value adjustments ​ ​ — Payments ​ ​ — Balance at September 30, 2023 ​ $ 1,193 ​ The fair value of contingent consideration related to the achievement of certain performance metrics have been estimated using a Black-Scholes option pricing model where forecasted amounts for the Earn-Out Period were taken and discounted to the valuation date using a risk adjusted discount rate of 11.3%. Additional significant assumptions include volatility of 25.0% and operating leverage of 160%. Volatility was estimated based on asset volatilities of comparable companies, which were calculated based on observed equity volatilities, adjusted for financial leverage using the Merton Model. Operating leverage of the seller was calculated as the ratio of the present value of the forecasted fixed cost and EBITDA.

Long-term Debt

Long-term Debt	9 Months Ended
	Sep. 30, 2023
Long-term Debt.
Long-term Debt	9. Long-term Debt On October 1, 2020, DoubleVerify Inc., as borrower (the “Borrower”), and MidCo, as guarantor, entered into an amendment and restatement agreement with the banks and other financial institutions party thereto, as lenders, and Capital One, National Association, as administrative agent, letter of credit issuer and swing lender, and others, to (i) amend and restate the Company’s prior credit agreement, as amended and restated on October 1, 2020 (the “Credit Agreement”) and (ii) replace the Company’s prior credit facilities with a new senior secured revolving credit facility (the “New Revolving Credit Facility”) in an aggregate principal amount of $150.0 million (with a letter of credit facility of up to $15.0 million as a sublimit). Subject to certain terms and conditions, the Borrower is entitled to request additional term loan facilities or increases in the revolving credit commitments under the New Revolving Credit Facility. The New Revolving Credit Facility is payable in quarterly installments for interest, with the principal balance due in full at maturity on October 1, 2025. Additional fees paid quarterly include fees for the unused revolving facility and unused letter of credit. The commitment fee on any unused balance is payable periodically and may range from 0.25% to 0.40% based upon the Borrower’s total net leverage ratio calculated in accordance with the Credit Agreement. On March 29, 2023, the Company entered into an amendment to the New Revolving Credit Facility to replace the LIBOR based interest rate with a Secured Overnight Financing Rate (“SOFR”) based interest rate . The New Revolving Credit Facility contains a number of significant negative covenants. Subject to certain exceptions, these covenants require the Borrower to comply with certain requirements and restrictions on its ability to, among other things: incur indebtedness; create liens; engage in mergers or consolidations; make investments, loans and advances; pay dividends or other distributions and repurchase capital stock; sell assets; engage in certain transactions with affiliates; enter into sale and leaseback transactions; and make certain accounting changes. As a result of these restrictions, substantially all of the net assets of the Borrower are restricted from distribution to the Company or any holders of its equity. The New Revolving Credit Facility has a first priority lien on substantially all of the assets of MidCo, the Borrower and Ad-Juster, the Company’s indirect subsidiary. The New Revolving Credit Facility requires the Borrower to remain in compliance with a maximum total net leverage ratio and a minimum fixed charge coverage ratio, each as defined in the Credit Agreement. As of September 30, 2023, the maximum total net leverage ratio and minimum fixed charge coverage ratio is 3.5x and 1.25x, respectively. The Borrower was in compliance with all covenants under the New Revolving Credit Facility as of September 30, 2023. During the three months ended March 31, 2023, the Company borrowed and repaid $50.0 million on the New Revolving Credit Facility. As of September 30, 2023 ​

Income Tax

Income Tax	9 Months Ended
	Sep. 30, 2023
Income Tax
Income Tax	10. Income Tax The Company’s quarterly income tax provision is calculated using an estimated annual effective income tax rate ("ETR") based on historical information and forward-looking estimates. The Company’s estimated annual ETR may fluctuate due to changes in forecasted annual pre-tax income, and changes to forecasted permanent book to tax differences (e.g., non-deductible expenses). The Company’s ETR for a particular reporting period may fluctuate as the result of changes to the valuation allowance for net deferred tax assets, the impact of anticipated tax settlements with federal, state, or foreign tax authorities, or the impact of tax law changes. The Company identifies items that are unusual and non-recurring in nature and treats these as discrete events. The tax effect of these discrete events is booked entirely in the quarter in which they occur. During the three and nine months ended September 30, 2023, the Company recorded an income tax provision of $6.2 million and $15.8 million, respectively, resulting in an effective tax rate of 31.8% and 29.1%, that includes discrete items primarily due to the effects of various permanent book-to-tax adjustments, foreign tax rate differences, U.S. tax on foreign operations, and U.S. state/local taxes, which represent a rate impact of (0.1%) and (3.5%), respectively. During the three and nine months ended September 30, 2022, the Company recorded an income tax provision of $3.6 million and $4.1 million, respectively, resulting in an effective tax rate of 25.9% and 14.1%. These effective tax rates differ from the U.S. federal statutory rate primarily due to the effects of various permanent book-to-tax adjustments, foreign tax rate differences, U.S. tax on foreign operations, and U.S. state/local taxes. ​ A valuation allowance has been established against a small amount of foreign capital losses and certain U.S. tax loss carryforwards. All other net deferred tax assets have been determined to be more likely than not realizable. The Company regularly reviews its deferred tax assets for recoverability and would establish a valuation allowance if it believed that such assets may not be recovered, taking into consideration historical operating results, expectations of future earnings, changes in its operations, and the expected timing of the reversals of existing temporary differences. The Company regularly reviews its deferred tax assets for recoverability and would establish a valuation allowance if, based upon both positive and negative evidence, it believed that such assets may not be recovered. ​ The Company accounts for uncertainty in income taxes utilizing ASC 740-10, “Income Taxes.” ASC 740-10 clarifies whether or not to recognize assets or liabilities for tax positions taken that may be challenged by a tax authority. It prescribes a recognition threshold and measurement attribute for financial statement disclosure of tax positions taken or expected to be taken. This interpretation also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, and disclosures. The application of ASC 740-10 requires judgment related to the uncertainty in income taxes and could impact the Company’s effective tax rate. ​ DoubleVerify and its subsidiaries file income tax returns with the Internal Revenue Service (“IRS”) in various state and international jurisdictions. The Company’s Israeli subsidiary is under audit by the Israeli Tax Authority for the 2016-2018 tax years. Also, under audit by the Commonwealth of Massachusetts is the Company’s U.S subsidiary for the 2019 and 2020 tax years. These examinations may lead to ordinary course adjustments or proposed adjustments to the Company’s taxes. Aside from the aforementioned, the Company is not currently under audit in any other jurisdiction.

Earnings Per Share

Earnings Per Share	9 Months Ended
	Sep. 30, 2023
Earnings Per Share
Earnings Per Share	11. Earnings Per Share The following table reconciles the numerators and denominators used in computations of the basic and diluted EPS for the three and nine months ended September 30, 2023 and September 30, 2022: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ September 30, ​ September 30, ​ ​ 2023 ​ 2022 ​ 2023 ​ 2022 Numerator: ​ ​ ​ Net Income (basic and diluted) ​ $ 13,347 ​ $ 10,331 ​ $ 38,361 ​ $ 25,200 Denominator: ​ ​ ​ ​ ​ ​ ​ ​ Weighted-average common shares outstanding ​ 168,606 ​ 164,297 ​ 166,937 ​ 163,512 Dilutive effect of share-based awards ​ 5,374 ​ 6,579 ​ 5,875 ​ 7,046 Weighted-average dilutive shares outstanding ​ 173,980 ​ 170,876 ​ 172,812 ​ 170,558 Basic earnings per share ​ $ 0.08 ​ $ 0.06 ​ $ 0.23 ​ $ 0.15 Diluted earnings per share ​ $ 0.08 ​ $ 0.06 ​ $ 0.22 ​ $ 0.15 ​ Approximately 7.7 million and 7.8 million weighted average shares issuable under stock-based awards were not included in the diluted EPS calculation in the three and nine months ended September 30, 2023, respectively, because they were antidilutive. Approximately 5.3 million weighted average shares issuable under stock-based awards were not included in the diluted EPS calculation in each of the three and nine months ended September 30, 2022 because they were also antidilutive.

Stock-Based Compensation

Stock-Based Compensation	9 Months Ended
	Sep. 30, 2023
Stock-Based Compensation
Stock-Based Compensation	12. Stock-Based Compensation Employee Equity Incentive Plan On September 20, 2017, the Company established its 2017 Omnibus Equity Incentive Program (the “2017 Plan”) which provides for the granting of equity-based awards to certain employees, directors, independent contractors, consultants and agents. Under the 2017 Plan, the Company may grant non-qualified stock options, stock appreciation rights, restricted stock units, and other stock-based awards. On April 19, 2021, the Company established its 2021 Omnibus Equity Incentive Plan (“2021 Equity Plan”). The 2021 Equity Plan provides for the grant of stock options (including qualified incentive stock options and nonqualified stock options), stock appreciation rights, restricted stock, restricted stock units, dividend equivalents, and other stock or cash settled incentive awards. Options become exercisable subject to vesting schedules up to four years from the date of the grant and subject to certain timing restrictions upon an employee’s separation of service and no later than 10 years after the grant date. Restricted stock units are subject to vesting schedules up to four years from the date of the grant and subject to certain restrictions upon employee separation. A summary of stock option activity as of and for the nine months ended September 30, 2023 is as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Stock Option ​ ​ ​ ​ ​ ​ ​ Weighted Average ​ ​ ​ ​ ​ ​ ​ ​ ​ Remaining ​ ​ ​ ​ ​ Number of ​ Weighted Average ​ Contractual Life ​ ​ Aggregate ​ ​ Options ​ Exercise Price ​ (Years) ​ ​ Intrinsic Value Outstanding as of December 31, 2022 11,861 ​ $ 13.43 ​ 7.17 ​ $ 129,323 Options granted 861 ​ ​ 25.24 ​ ​ ​ ​ ​ Options exercised (1,942) ​ ​ 3.97 ​ ​ ​ ​ ​ Options forfeited (64) ​ ​ 25.86 ​ ​ ​ ​ ​ Outstanding as of September 30, 2023 10,716 ​ $ 16.02 ​ 6.96 ​ $ 138,907 Options expected to vest as of September 30, 2023 3,642 ​ $ 24.17 ​ 8.34 ​ $ 19,273 Options exercisable as of September 30, 2023 6,842 ​ $ 11.33 ​ 6.15 ​ $ 119,013 ​ Stock options include grants to executives that contain both market-based and performance-based vesting conditions. There were no stock options granted that contain both market-based and performance-based vesting conditions during the nine months ended September 30, 2023. During the nine months ended September 30, 2023, 354 stock options were exercised and 1,672 market-based and performance-based stock options remain outstanding as of September 30, 2023. The weighted average grant date fair value of options granted during the nine months ended September 30, 2023 and September, 2022 was $12.46 and $11.44, respectively. The total intrinsic value of options exercised during the nine months ended September 30, 2023 and September 30, 2022 was $54.1 million and $27.5 million, respectively. The fair market value of each option granted during the nine months ended September 30, 2023 has been estimated on the grant date using the Black-Scholes-Merton option-pricing model with the following assumptions: ​ ​ ​ ​ ​ ​ 2023 Risk - free interest rate (percentage) 3.6 Expected term (years) 6.1 Expected dividend yield (percentage) — Expected volatility (percentage) 46.5 ​ The Company’s board of directors (the “Board”) did not declare or pay dividends on any Company stock during the nine months ended September 30, 2023 and September 30, 2022. A summary of restricted stock unit activity as of and for the nine months ended September 30, 2023 is as follows: ​ ​ ​ ​ ​ ​ ​ ​ Restricted Stock Units ​ ​ Number of ​ Weighted Average ​ ​ Shares ​ Grant Date Fair Value Outstanding as of December 31, 2022 ​ 3,154 ​ $ 27.07 Granted 2,485 ​ ​ 26.55 Vested (972) ​ ​ 25.88 Forfeited (144) ​ ​ 27.32 Outstanding as of September 30, 2023 4,523 ​ $ 27.04 ​ The total grant date fair value of restricted stock units that vested during the nine months ended September 30, 2023 was $25.2 million. As of September 30, 2023, unrecognized stock-based compensation expense was $134.9 million, which is expected to be recognized over a weighted-average period of 1.4 years. Total stock-based compensation expense recorded in the Condensed Consolidated Statements of Operations and Comprehensive Income as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ September 30, ​ September 30, (in thousands) 2023 2022 2023 2022 Product development ​ $ 6,235 ​ $ 3,665 ​ $ 16,589 ​ $ 10,575 Sales, marketing and customer support ​ 4,945 ​ 4,302 ​ 13,198 ​ 10,718 General and administrative ​ 4,611 ​ 3,004 ​ 12,984 ​ 9,931 Total stock-based compensation ​ $ 15,791 ​ $ 10,971 ​ $ 42,771 ​ $ 31,224 ​ Employee Stock Purchase Plan In March 2021, the Board approved the Company’s 2021 Employee Stock Purchase Plan (“ESPP”), and employees became eligible to enroll in August 2021. Purchases are accomplished through participation in discrete offering periods. The ESPP is available to U.S.-based employees and was expanded to most of the Company’s non-U.S.-based employees in 2022. The current offering period began on June 1, 2023 and will end on November 30, 2023. The Company expects the program to continue consecutively for six-month offering periods for the foreseeable future. Under the ESPP, eligible employees are able to acquire shares of the Company’s common stock by accumulating funds through payroll deductions. The purchase price for shares of common stock purchased under the ESPP is 85% of the lesser of the fair market value of the common stock on (i) the first trading day of the applicable offering period and (ii) the last trading day of the applicable offering period. Employees are required to hold shares purchased for a minimum of six months following the purchase date. Stock-based compensation expense for the ESPP is recognized on a straight-line basis over the requisite service period of each award. Stock-based compensation expense related to the ESPP totaled $0.2 million and $0.6 million for the three and nine months ended September 30, 2023. Stock-based compensation expense related to the ESPP totaled $0.2 million and $0.4 million for the three and nine months ended September 30, 2022, respectively.

Supplemental Financial Statemen

Supplemental Financial Statement Information	9 Months Ended
	Sep. 30, 2023
Supplemental Financial Statement Information
Supplemental Financial Statement Information	13. Supplemental Financial Statement Information Accrued Expenses Accrued expenses as of September 30, 2023 and December 31, 2022 were as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ As of (in thousands) ​ September 30, 2023 December 31, 2022 Vendor payments ​ $ 6,485 ​ $ 4,824 Employee commissions and bonuses ​ 14,159 ​ 17,718 Payroll and other employee related expense ​ 15,991 ​ 7,024 401k and pension expense ​ 2,257 ​ 2,144 Other taxes ​ 2,859 ​ 1,375 Total accrued expenses ​ $ 41,751 ​ $ 33,085 ​ Other (Income) Expense, Net Other (income) expense, net primarily consists of interest income and the impact of foreign currency transaction gains and losses associated with monetary assets and liabilities. For the three and nine months ended September 30, 2023, Other (income) expense, net was $1.6 million and $6.8 million, respectively, primarily consisting of interest income earned on interest-bearing monetary assets, offset by losses from changes in foreign exchange rates. For the three and nine months ended September 30, 2022, Other (income) expense, net was $0.2 million and $0.4 million, respectively, primarily consisting of losses from changes in foreign exchange rates, offset by interest income earned on interest-bearing monetary assets.

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Sep. 30, 2023
Commitments and Contingencies.
Commitments and Contingencies	14. Commitments and Contingencies Contingencies Litigation From time to time, the Company is subject to various legal proceedings and claims, either asserted or unasserted, that arise in the ordinary course of business. The Company records liabilities for contingencies including legal costs when it is probable that a liability has been incurred and when the amount can be reasonably estimated. Legal costs are expensed as incurred. Although the outcome of the various legal proceedings and claims cannot be predicted with certainty, management does not believe that any of these proceedings or other claims will have a material effect on the Company’s business, financial condition, results of operations or cash flows.

Segment Information

Segment Information	9 Months Ended
	Sep. 30, 2023
Segment Information
Segment Information	15. Segment Information The Company has determined that it operates as one operating and reportable ​

Subsequent Events

Subsequent Events	9 Months Ended
	Sep. 30, 2023
Subsequent Events
Subsequent Events	16. Subsequent Events ​ On October 24, 2023, the Company granted 57 stock options and 201 restricted stock units to employees under the 2021 Equity Plan.

Basis of Presentation and Sum_2

Basis of Presentation and Summary of Significant Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2023
Basis of Presentation and Summary of Significant Accounting Policies
Basis of Preparation and Principles of Consolidation	Basis of Preparation and Principles of Consolidation The accompanying Condensed Consolidated Balance Sheets as of September 30, 2023 and December 31, 2022, the Condensed Consolidated Statements of Operations and Comprehensive Income for the three and nine months ended September 30, 2023 and 2022, the Condensed Consolidated Statements of Stockholders’ Equity for the three and nine months ended September 30, 2023 and 2022, and the Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2023 and 2022 reflect all adjustments that are of a normal recurring nature and that are considered necessary for a fair presentation of the results for the periods shown in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and the applicable rules and regulations of the SEC for interim financial reporting periods. Accordingly, certain information and footnote disclosures have been condensed or omitted pursuant to SEC rules that would ordinarily be required under GAAP for complete financial statements. These unaudited interim Condensed Consolidated Financial Statements should be read in conjunction with the Company’s audited consolidated financial statements and related notes included in its Annual Report on Form 10-K for the year ended December 31, 2022. ​
Use of Estimates and Judgments in the Preparation of the Condensed Consolidated Financial Statements	Use of Estimates and Judgments in the Preparation of the Condensed Consolidated Financial Statements The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the reported amounts of revenue and expense during the reporting periods. Significant estimates and judgments are inherent in the analysis and measurement of items including, but not limited to: revenue recognition criteria including the determination of principal versus agent revenue considerations, income taxes, the valuation and recoverability of goodwill and intangible assets, the assessment of potential loss from contingencies, assumptions in valuing acquired assets and liabilities assumed in business combinations, the allowance for doubtful accounts, and assumptions used in determining the fair value of stock-based compensation. Management bases its estimates and assumptions on historical experience and on various other factors that are believed to be reasonable under the circumstances. Due to the inherent uncertainty involved in making estimates, actual results reported in future periods may be affected by changes in those estimates. These estimates are based on the information available as of the date of the Condensed Consolidated Financial Statements .
Cash and Cash Equivalents	Cash and Cash Equivalents The Company considers all short-term highly liquid investments with an original maturity at the date of purchase of three months or less to be cash equivalents. Pursuant to the Company’s investment policy, its surplus funds are kept as cash or cash equivalents in treasury bills, money market funds and savings accounts to reduce the Company’s exposure to market risk.

Revenue (Tables)

Revenue (Tables)	9 Months Ended
	Sep. 30, 2023
Revenue
Schedule of disaggregated revenue	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended Nine Months Ended ​ ​ September 30, ​ September 30, ( in thousands) 2023 2022 2023 2022 Activation ​ $ 81,700 ​ $ 62,170 ​ $ 229,534 ​ $ 175,696 Measurement ​ 51,263 ​ 38,847 ​ 137,637 ​ 111,584 Supply-side customer ​ 11,011 ​ 11,237 ​ 33,141 ​ 31,502 Total revenue ​ $ 143,974 ​ $ 112,254 ​ $ 400,312 ​ $ 318,782

Business Combinations (Tables)

Business Combinations (Tables)	9 Months Ended
	Sep. 30, 2023
Business Combinations
Schedule of components of consideration transferred	​ ​ ​ ​ ​ (in thousands) ​ ​ Cash, net of cash acquired ​ $ 67,240 Common stock issued in connection with the acquisition ​ 52,937 Fair value of contingent consideration ​ ​ 1,193 Total ​ $ 121,370
Schedule of fair value of assets acquired and liabilities assumed	​ ​ ​ ​ ​ (in thousands) Acquisition Date Assets: ​ ​ ​ Cash and cash equivalents ​ $ 1,705 Trade receivables ​ 5,197 Prepaid expenses ​ 50 Other assets ​ ​ 1,382 Intangible assets: ​ ​ Technology ​ 18,000 Customer relationships ​ 15,000 Total intangible assets ​ 33,000 Goodwill ​ 92,053 Total assets acquired ​ $ 133,387 Liabilities: ​ Trade payables ​ $ 530 Other liabilities ​ 1,259 Deferred tax liability ​ 8,523 Total liabilities assumed ​ 10,312 Total purchase consideration ​ $ 123,075 Cash acquired ​ ​ (1,705) Purchase consideration, net of cash acquired ​ $ 121,370

Goodwill and Intangible Assets

Goodwill and Intangible Assets (Tables)	9 Months Ended
	Sep. 30, 2023
Goodwill and Intangible Assets
Summary of changes to the goodwill carrying value	​ ​ ​ ​ ​ (in thousands) ​ Goodwill at December 31, 2022 ​ $ 343,011 Business combinations (Scibids) ​ ​ 92,053 Foreign exchange impact ​ ​ (3,757) Goodwill at September 30, 2023 ​ $ 431,307
Schedule of intangible assets and related accumulated amortization	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ( in thousands) ​ September 30, 2023 December 31, 2022 ​ ​ Gross Carrying ​ Accumulated ​ Net Carrying ​ Gross Carrying ​ Accumulated ​ Net Carrying ​ Amount Amortization Amount Amount Amortization Amount Trademarks and brands ​ $ 11,732 ​ $ (4,927) ​ $ 6,805 ​ $ 11,733 ​ $ (4,294) ​ $ 7,439 Customer relationships ​ 160,239 ​ ​ (59,326) ​ 100,913 ​ 145,834 ​ (49,587) ​ 96,247 Developed technology ​ 93,921 ​ ​ (54,333) ​ 39,588 ​ 76,677 ​ (44,956) ​ 31,721 Non-compete agreements ​ ​ 63 ​ ​ (63) ​ ​ — ​ ​ 64 ​ ​ (42) ​ ​ 22 Total intangible assets ​ $ 265,955 ​ $ (118,649) ​ $ 147,306 ​ $ 234,308 ​ $ (98,879) ​ $ 135,429 ​ ​ ​ ​ ​ (In years) Trademarks and brands 9 Customer relationships 7 Developed technology ​ 2
Schedule of estimated future expected amortization expense of intangible assets	​ ​ ​ ​ ​ (in thousands) ​ 2023 (for remaining three months) ​ $ 7,951 2024 ​ ​ 28,565 2025 ​ ​ 26,618 2026 ​ ​ 21,865 2027 ​ ​ 17,984 2028 ​ ​ 14,888 Thereafter ​ 29,435 Total ​ $ 147,306

Property, Plant and Equipment (

Property, Plant and Equipment (Tables)	9 Months Ended
	Sep. 30, 2023
Property, Plant and Equipment
Schedule of property, plant and equipment	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of (in thousands) ​ September 30, 2023 ​ December 31, 2022 Computers and peripheral equipment $ 24,762 $ 19,189 Office furniture and equipment ​ 3,071 ​ 2,542 Leasehold improvements ​ 32,485 ​ 29,678 Capitalized software development costs ​ 29,491 ​ 22,026 Less accumulated depreciation and amortization ​ (34,045) ​ (26,401) Total property, plant and equipment, net ​ $ 55,764 ​ $ 47,034

Leases (Tables)

Leases (Tables)	9 Months Ended
	Sep. 30, 2023
Leases
Schedule of lease cost and other information about leases	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended September 30, Nine Months Ended September 30, (in thousands) ​ 2023 ​ 2022 2023 ​ 2022 Lease cost: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating lease cost (1) ​ $ 2,614 ​ $ 2,641 ​ $ 7,783 ​ $ 8,266 Finance lease cost: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Depreciation of finance lease assets (2) ​ ​ 620 ​ ​ 244 ​ ​ 1,151 ​ ​ 946 Interest on finance lease liabilities (3) ​ ​ 83 ​ ​ 32 ​ ​ 149 ​ ​ 111 Short-term lease cost (1) ​ ​ 219 ​ ​ 304 ​ ​ 708 ​ ​ 832 Sublease income (1) ​ ​ (266) ​ ​ (267) ​ ​ (800) ​ ​ (356) Total lease cost ​ $ 3,270 ​ $ 2,954 ​ $ 8,991 ​ $ 9,799 ​ ​ ​ ​ ​ ​ ​ ​ ​ Other information: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash paid for amounts included in the measurement of lease liabilities ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating cash outflows from operating leases ​ $ 1,921 ​ $ 1,385 ​ $ 4,773 ​ $ 3,704 Operating cash outflows from finance leases ​ $ 38 ​ $ 24 ​ $ 78 ​ $ 96 Financing cash outflows from finance leases ​ $ 577 ​ $ 379 ​ $ 1,605 ​ $ 1,286 (1) Included in Cost of revenue, Sales, marketing and customer support, Product development and General and administrative expenses in the accompanying Condensed Consolidated Statements of Operations and Comprehensive Income. (2) Included in Depreciation and amortization in the accompanying Condensed Consolidated Statements of Operations and Comprehensive Income. (3) Included in Interest expense in the accompanying Condensed Consolidated Statements of Operations and Comprehensive Income. ​
Schedule of weighted-average remaining lease terms and discount rates	The following table presents weighted-average remaining lease terms and weighted-average discount rates for finance and operating leases as of September 30, 2023 and 2022, respectively: ​ ​ ​ ​ ​ ​ September 30, ​ ​ 2023 2022 Weighted-average remaining lease term - operating leases (in years) 13.7 ​ 14.2 Weighted-average remaining lease term - finance leases (in years) 2.4 ​ 1.8 Weighted-average discount rate - operating leases ​ 4.6% ​ 4.5% Weighted-average discount rate - finance leases 5.3% ​ 3.7%
Schedule of the future operating lease commitment under agreement	Maturities of lease liabilities as of September 30, 2023 are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, 2023 (in thousands) ​ Operating Leases ​ Finance Leases 2023 (for remaining three months) ​ $ 2,674 ​ $ 1,415 2024 ​ 8,826 ​ 2,584 2025 ​ 8,061 ​ 2,150 2026 ​ 6,840 ​ 819 2027 ​ 6,651 ​ — 2028 ​ ​ 6,746 ​ ​ — Thereafter ​ ​ 74,037 ​ ​ — Total lease payments ​ 113,835 ​ 6,968 Less amount representing interest ​ (31,953) ​ (461) Present value of total lease payments ​ $ 81,882 ​ $ 6,507 ​
Schedule of maturities of finance lease liabilities	​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, 2023 (in thousands) ​ Operating Leases ​ Finance Leases 2023 (for remaining three months) ​ $ 2,674 ​ $ 1,415 2024 ​ 8,826 ​ 2,584 2025 ​ 8,061 ​ 2,150 2026 ​ 6,840 ​ 819 2027 ​ 6,651 ​ — 2028 ​ ​ 6,746 ​ ​ — Thereafter ​ ​ 74,037 ​ ​ — Total lease payments ​ 113,835 ​ 6,968 Less amount representing interest ​ (31,953) ​ (461) Present value of total lease payments ​ $ 81,882 ​ $ 6,507 ​

Fair Value Measurement (Tables)

Fair Value Measurement (Tables)	9 Months Ended
	Sep. 30, 2023
Fair Value Measurement
Schedule of financial instruments measured at fair value on recurring basis	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of September 30, 2023 ​ ​ Quoted Market ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Prices in Active ​ ​ ​ ​ Significant ​ ​ ​ ( in thousands) ​ Markets for ​ Significant Other ​ Unobservable ​ ​ ​ ​ ​ Identical Assets ​ Observable Inputs ​ Inputs ​ Total Fair Value ​ ​ (Level 1) ​ (Level 2) ​ (Level 3) ​ Measurements Assets: ​ ​ ​ ​ Cash equivalents ​ $ 60,651 ​ $ — ​ $ — ​ $ 60,651 Liabilities: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Contingent consideration ​ $ — ​ $ — ​ $ 1,193 ​ $ 1,193 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of December 31, 2022 ​ ​ Quoted Market ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Prices in Active ​ ​ ​ ​ Significant ​ ​ ​ (in thousands) ​ Markets for ​ Significant Other ​ Unobservable ​ ​ ​ ​ Identical Assets Observable Inputs ​ Inputs ​ Tota1 Fair Value ​ ​ (Level 1) ​ (Level 2) (Level 3) ​ Measurements Assets: Cash equivalents $ 11,710 ​ $ — ​ $ — $ 11,710 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
Schedule of fair value measurements of the contingent consideration categorized with Level 3	​ ​ ​ ​ ​ ( in thousands) ​ ​ Balance at January 1, 2023 ​ $ — Fair value at date of acquisition ​ ​ 1,193 Fair value adjustments ​ ​ — Payments ​ ​ — Balance at September 30, 2023 ​ $ 1,193

Earnings Per Share (Tables)

Earnings Per Share (Tables)	9 Months Ended
	Sep. 30, 2023
Earnings Per Share
Schedule of computations of the basic and diluted EPS	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ September 30, ​ September 30, ​ ​ 2023 ​ 2022 ​ 2023 ​ 2022 Numerator: ​ ​ ​ Net Income (basic and diluted) ​ $ 13,347 ​ $ 10,331 ​ $ 38,361 ​ $ 25,200 Denominator: ​ ​ ​ ​ ​ ​ ​ ​ Weighted-average common shares outstanding ​ 168,606 ​ 164,297 ​ 166,937 ​ 163,512 Dilutive effect of share-based awards ​ 5,374 ​ 6,579 ​ 5,875 ​ 7,046 Weighted-average dilutive shares outstanding ​ 173,980 ​ 170,876 ​ 172,812 ​ 170,558 Basic earnings per share ​ $ 0.08 ​ $ 0.06 ​ $ 0.23 ​ $ 0.15 Diluted earnings per share ​ $ 0.08 ​ $ 0.06 ​ $ 0.22 ​ $ 0.15

Stock-Based Compensation (Table

Stock-Based Compensation (Tables)	9 Months Ended
	Sep. 30, 2023
Stock-Based Compensation
Schedule of stock option activity	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Stock Option ​ ​ ​ ​ ​ ​ ​ Weighted Average ​ ​ ​ ​ ​ ​ ​ ​ ​ Remaining ​ ​ ​ ​ ​ Number of ​ Weighted Average ​ Contractual Life ​ ​ Aggregate ​ ​ Options ​ Exercise Price ​ (Years) ​ ​ Intrinsic Value Outstanding as of December 31, 2022 11,861 ​ $ 13.43 ​ 7.17 ​ $ 129,323 Options granted 861 ​ ​ 25.24 ​ ​ ​ ​ ​ Options exercised (1,942) ​ ​ 3.97 ​ ​ ​ ​ ​ Options forfeited (64) ​ ​ 25.86 ​ ​ ​ ​ ​ Outstanding as of September 30, 2023 10,716 ​ $ 16.02 ​ 6.96 ​ $ 138,907 Options expected to vest as of September 30, 2023 3,642 ​ $ 24.17 ​ 8.34 ​ $ 19,273 Options exercisable as of September 30, 2023 6,842 ​ $ 11.33 ​ 6.15 ​ $ 119,013
Schedule of Black-Scholes-Merton option-pricing model	​ ​ ​ ​ ​ ​ 2023 Risk - free interest rate (percentage) 3.6 Expected term (years) 6.1 Expected dividend yield (percentage) — Expected volatility (percentage) 46.5
Schedule of restricted stock activity	​ ​ ​ ​ ​ ​ ​ ​ Restricted Stock Units ​ ​ Number of ​ Weighted Average ​ ​ Shares ​ Grant Date Fair Value Outstanding as of December 31, 2022 ​ 3,154 ​ $ 27.07 Granted 2,485 ​ ​ 26.55 Vested (972) ​ ​ 25.88 Forfeited (144) ​ ​ 27.32 Outstanding as of September 30, 2023 4,523 ​ $ 27.04
Schedule of stock-based compensation expense	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ September 30, ​ September 30, (in thousands) 2023 2022 2023 2022 Product development ​ $ 6,235 ​ $ 3,665 ​ $ 16,589 ​ $ 10,575 Sales, marketing and customer support ​ 4,945 ​ 4,302 ​ 13,198 ​ 10,718 General and administrative ​ 4,611 ​ 3,004 ​ 12,984 ​ 9,931 Total stock-based compensation ​ $ 15,791 ​ $ 10,971 ​ $ 42,771 ​ $ 31,224

Supplemental Financial Statem_2

Supplemental Financial Statement Information (Tables)	9 Months Ended
	Sep. 30, 2023
Commitments and Contingencies.
Schedule of accrued expenses	​ ​ ​ ​ ​ ​ ​ ​ ​ As of (in thousands) ​ September 30, 2023 December 31, 2022 Vendor payments ​ $ 6,485 ​ $ 4,824 Employee commissions and bonuses ​ 14,159 ​ 17,718 Payroll and other employee related expense ​ 15,991 ​ 7,024 401k and pension expense ​ 2,257 ​ 2,144 Other taxes ​ 2,859 ​ 1,375 Total accrued expenses ​ $ 41,751 ​ $ 33,085

Description of Business (Detail

Description of Business (Details) - segment	9 Months Ended
	Sep. 30, 2023	Aug. 18, 2017
Business Combinations
Number of reportable segments	1
DoubleVerify Inc.
Business Combinations
Ownership percentage acquired		100%

Revenue (Details)

Revenue (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022
Disaggregation of revenue
Total revenue	$ 143,974	$ 112,254	$ 400,312	$ 318,782
Unbilled receivable	51,900		51,900		$ 52,700
Activation
Disaggregation of revenue
Total revenue	51,263	38,847	137,637	111,584
Measurement
Disaggregation of revenue
Total revenue	81,700	62,170	229,534	175,696
Supply-side customer
Disaggregation of revenue
Total revenue	$ 11,011	$ 11,237	$ 33,141	$ 31,502

Business Combinations - Acquisi

Business Combinations - Acquisition (Details) - USD ($) shares in Thousands, $ in Thousands		3 Months Ended	9 Months Ended
	Aug. 14, 2023	Sep. 30, 2023	Sep. 30, 2023
Business Acquisition [Line Items]
Fair value of contingent consideration		$ 1,193	$ 1,193
Scibids
Business Acquisition [Line Items]
Fair value of contingent consideration		1,200	1,200
Change in fair value of contingent consideration		0	0
Weighted-average useful life	6 years 8 months 12 days
Acquisition cost		$ 900	$ 1,600
Deferred tax liabilities	$ 8,523
Company common stock issued	1,642
Scibids | Maximum
Business Acquisition [Line Items]
Performance based deferred payment	$ 25,000
Scibids | Developed technology
Business Acquisition [Line Items]
Estimated useful life	4 years
Scibids | Customer relationships
Business Acquisition [Line Items]
Estimated useful life	10 years

Business Combinations - Compone

Business Combinations - Components of consideration transferred (Details) - Scibids $ in Thousands	Aug. 14, 2023 USD ($)
Business Acquisition [Line Items]
Cash, net of cash acquired	$ 67,240
Common stock issued in connection with the acquisition	52,937
Fair value of contingent consideration	1,193
Total	$ 121,370

Business Combinations - Assets

Business Combinations - Assets acquired and liabilities assumed (Details) - USD ($) $ in Thousands	Aug. 14, 2023	Sep. 30, 2023	Dec. 31, 2022
Assets
Goodwill		$ 431,307	$ 343,011
Scibids
Assets
Cash and cash equivalents	$ 1,705
Trade receivables	5,197
Prepaid expenses	50
Other assets	1,382
Total Intangible Assets	33,000
Goodwill	92,053
Total assets acquired	133,387
Liabilities
Trade payables	530
Other liabilities	1,259
Deferred tax liability	8,523
Total liabilities assumed	10,312
Total purchase consideration	123,075
Cash acquired	(1,705)
Purchase consideration, net of cash acquired	121,370
Scibids | Technology
Assets
Total Intangible Assets	18,000
Scibids | Customer relationships
Assets
Total Intangible Assets	$ 15,000

Goodwill and Intangible Asset_2

Goodwill and Intangible Assets - Goodwill (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2023 USD ($)
Changes to the goodwill carrying value
Goodwill at Beginning	$ 343,011
Business combinations (Scibids)	92,053
Foreign exchange impact	(3,757)
Goodwill at Ending	$ 431,307

Goodwill and Intangible Asset_3

Goodwill and Intangible Assets - Summary of Company's intangible assets (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 265,955		$ 265,955		$ 234,308
Accumulated Amortization	(118,649)		(118,649)		(98,879)
Total	147,306		147,306		135,429
Amortization expense	7,400	$ 6,200	20,000	$ 18,800
Trademarks and brands
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	11,732		11,732		11,733
Accumulated Amortization	(4,927)		(4,927)		(4,294)
Total	6,805		6,805		7,439
Customer relationships
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	160,239		160,239		145,834
Accumulated Amortization	(59,326)		(59,326)		(49,587)
Total	100,913		100,913		96,247
Developed technology
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	93,921		93,921		76,677
Accumulated Amortization	(54,333)		(54,333)		(44,956)
Total	39,588		39,588		31,721
Non-compete agreements
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	63		63		64
Accumulated Amortization	$ (63)		$ (63)		(42)
Total					$ 22

Goodwill and Intangible Asset_4

Goodwill and Intangible Assets - Estimated future expected amortization expense (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract]
2023 (for remaining three months)	$ 7,951
2024	28,565
2025	26,618
2026	21,865
2027	17,984
2028	14,888
Thereafter	29,435
Total	$ 147,306	$ 135,429

Goodwill and Intangible Asset_5

Goodwill and Intangible Assets - Weighted-average remaining useful life (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Finite-Lived Intangible Assets [Line Items]
Impairment of intangible assets	$ 0	$ 0
Trademarks and brands
Finite-Lived Intangible Assets [Line Items]
Remaining useful life	9 years
Customer relationships
Finite-Lived Intangible Assets [Line Items]
Remaining useful life	7 years
Developed technology
Finite-Lived Intangible Assets [Line Items]
Remaining useful life	2 years

Property, Plant and Equipment_2

Property, Plant and Equipment (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022
Property, Plant and Equipment [Line Items]
Less accumulated depreciation and amortization	$ (34,045)		$ (34,045)		$ (26,401)
Total property, plant and equipment, net	55,764		55,764		47,034
Depreciation expense	3,300	$ 1,900	9,400	$ 6,600
Computers and peripheral equipment
Property, Plant and Equipment [Line Items]
Property, plant and equipment gross	24,762		24,762		19,189
Finance lease assets	17,800		17,800		12,300
Finance lease assets, accumulated depreciation	12,300		12,300		11,200
Office furniture and equipment
Property, Plant and Equipment [Line Items]
Property, plant and equipment gross	3,071		3,071		2,542
Leasehold improvements
Property, Plant and Equipment [Line Items]
Property, plant and equipment gross	32,485		32,485		29,678
Capitalized software development costs
Property, Plant and Equipment [Line Items]
Property, plant and equipment gross	$ 29,491		$ 29,491		$ 22,026

Leases - Leases Cost (Details)

Leases - Leases Cost (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Lease cost:
Operating lease cost (1)	$ 2,614	$ 2,641	$ 7,783	$ 8,266
Finance lease cost
Depreciation of finance lease assets (2)	620	244	1,151	946
Interest on finance lease liabilities (3)	83	32	149	111
Short-term lease cost (1)	219	304	708	832
Sublease income (1)	(266)	(267)	(800)	(356)
Total lease cost	3,270	2,954	8,991	9,799
Cash paid for amounts included in the measurement of lease liabilities
Operating cash outflows from operating leases	1,921	1,385	4,773	3,704
Operating cash outflows from finance leases	38	24	78	96
Financing cash outflows from finance leases	$ 577	$ 379	$ 1,605	$ 1,286

Leases - Weighted-average remai

Leases - Weighted-average remaining lease terms and discount rates (Details)	Sep. 30, 2023	Sep. 30, 2022
Leases
Weighted-average remaining lease term - operating leases (in years)	13 years 8 months 12 days	14 years 2 months 12 days
Weighted-average remaining lease term - finance leases (in years)	2 years 4 months 24 days	1 year 9 months 18 days
Weighted-average discount rate - operating leases	4.60%	4.50%
Weighted-average discount rate - finance leases	5.30%	3.70%

Leases - Maturities of Operatin

Leases - Maturities of Operating Lease Liabilities (Details) $ in Thousands	Sep. 30, 2023 USD ($)
Maturities of operating lease liabilities
2023 (for remaining three months)	$ 2,674
2024	8,826
2025	8,061
2026	6,840
2027	6,651
2028	6,746
Thereafter	74,037
Total lease payments	113,835
Less amount representing interest	(31,953)
Present value of total lease payments	$ 81,882

Leases - Maturities of Finance

Leases - Maturities of Finance Lease Liabilities (Details) $ in Thousands	Sep. 30, 2023 USD ($)
Maturities of finance lease liabilities
2023 (for remaining three months)	$ 1,415
2024	2,584
2025	2,150
2026	819
Total lease payments	6,968
Less amount representing interest	(461)
Present value of total lease payments	$ 6,507

Fair Value Measurement - Fair v

Fair Value Measurement - Fair value on a recurring basis (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Liabilities:
Contingent consideration	$ 1,193
Recurring
Assets:
Cash equivalents	60,651	$ 11,710
Liabilities:
Contingent consideration	1,193
Recurring | Level 1
Assets:
Cash equivalents	60,651	$ 11,710
Recurring | Level 3
Liabilities:
Contingent consideration	$ 1,193

Fair Value Measurement - Rollfo

Fair Value Measurement - Rollforward (Details) - Contingent Consideration $ in Thousands	9 Months Ended
	Sep. 30, 2023 USD ($)
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Fair value at date of acquisition	$ 1,193
Ending Balance	$ 1,193

Fair Value Measurement - Narrat

Fair Value Measurement - Narrative (Details) $ in Millions	Sep. 30, 2023 USD ($)	Dec. 31, 2022 USD ($)
Discount rate
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value inputs	0.113
Price volatility
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value inputs	0.250
Operating leverage rate
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value inputs	1.60
Level 1 | Money Market Funds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents		$ 11.7
Level 1 | Treasury Bills
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	$ 60.7

Long-term Debt (Details)

Long-term Debt (Details) $ in Thousands			3 Months Ended	9 Months Ended
	Mar. 29, 2023	Oct. 01, 2020 USD ($)	Mar. 31, 2023 USD ($)	Sep. 30, 2023 USD ($)	Dec. 31, 2022 USD ($)
Debt Instrument [Line Items]
Maximum total net leverage ratio				3.5
Minimum fixed charge coverage ratio				1.25
Payments to revolving credit facility				$ 50,000
Proceeds from revolving credit facility				50,000
Minimum
Debt Instrument [Line Items]
Percentage of commitment fee payable periodically		0.25%
Maximum
Debt Instrument [Line Items]
Percentage of commitment fee payable periodically		0.40%
Letter of Credit
Debt Instrument [Line Items]
Maximum borrowing capacity		$ 15,000
New Revolving Credit Facility
Debt Instrument [Line Items]
Aggregate principal amount		$ 150,000
Outstanding amount				$ 0	$ 0
Payments to revolving credit facility			$ 50,000
Proceeds from revolving credit facility			$ 50,000
New Revolving Credit Facility | SOFR
Debt Instrument [Line Items]
Spread rate	1%
New Revolving Credit Facility | Alternate Base Rate
Debt Instrument [Line Items]
Spread rate	2%

Income Tax (Details)

Income Tax (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Income Tax
Income tax provision	$ 6,234	$ 3,609	$ 15,775	$ 4,121
Effective tax rate	31.80%	25.90%	29.10%	14.10%
Effective income tax reconciliation, discrete items (as a percent)	(0.10%)		(3.50%)

Earnings Per Share (Details)

Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended						9 Months Ended
	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Sep. 30, 2023	Sep. 30, 2022
Numerator:
Net Income	$ 13,347	$ 12,839	$ 12,175	$ 10,331	$ 10,290	$ 4,579	$ 38,361	$ 25,200
Denominator:
Weighted-average common shares outstanding	168,606			164,297			166,937	163,512
Dilutive effect of share-based awards	5,374			6,579			5,875	7,046
Weighted-average dilutive shares outstanding	173,980			170,876			172,812	170,558
Basic earnings per share	$ 0.08			$ 0.06			$ 0.23	$ 0.15
Diluted earnings per share	$ 0.08			$ 0.06			$ 0.22	$ 0.15
Weighted average shares issuable under stock-based awards, excluded from diluted EPS calculation	7,700			5,300			7,800	5,300

Stock-Based Compensation (Detai

Stock-Based Compensation (Details)	9 Months Ended
	Sep. 30, 2023
Equity Incentive Program
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Term of award	10 years
Employee Stock Option [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period	4 years
Restricted Stock Units (RSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period	4 years

Stock-Based Compensation - Stoc

Stock-Based Compensation - Stock option activity (Details) $ / shares in Units, shares in Thousands, $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2023 USD ($) $ / shares shares	Dec. 31, 2022 USD ($) $ / shares shares
Number of Options
Outstanding beginning balance | shares	11,861
Options granted | shares	861
Options exercised | shares	(1,942)
Options forfeited | shares	(64)
Outstanding Ending balance | shares	10,716	11,861
Options expected to vest | shares	3,642
Options exercisable | shares	6,842
Weighted Average Exercise Price
Outstanding beginning balance (in dollars per share) | $ / shares	$ 13.43
Options granted (in dollars per share) | $ / shares	25.24
Options exercised (in dollars per share) | $ / shares	3.97
Options forfeited (in dollars per share) | $ / shares	25.86
Outstanding ending balance (in dollars per share) | $ / shares	16.02	$ 13.43
Options expected to vest (in dollars per share) | $ / shares	24.17
Options exercisable (in dollars per share) | $ / shares	$ 11.33
Additional disclosures
Weighted Average Remaining Contractual Life (Years)	6 years 11 months 15 days	7 years 2 months 1 day
Options expected to vest (in years)	8 years 4 months 2 days
Options exercisable (Years)	6 years 1 month 24 days
Aggregate Intrinsic Value, outstanding (Beginning balance) | $	$ 129,323
Aggregate Intrinsic Value, outstanding (ending balance) | $	138,907	$ 129,323
Aggregate Intrinsic Value, expected to vest | $	19,273
Aggregate Intrinsic Value, exercisable | $	$ 119,013

Stock-Based Compensation - Addi

Stock-Based Compensation - Additional information (Details) $ / shares in Units, shares in Thousands, $ in Millions	9 Months Ended
	Sep. 30, 2023 USD ($) $ / shares shares	Sep. 30, 2022 USD ($) $ / shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Outstanding Ending balance	10,716
Weighted average grant date fair value (in dollars per share) | $ / shares	$ 12.46	$ 11.44
Intrinsic value | $	$ 54.1	$ 27.5
Options exercised	1,942
Unrecognized stock-based compensation expense | $	$ 134.9
Weighted-average period over which unrecognized stock-based compensation expense are expected to be recognized	1 year 4 months 24 days
Performance and Market Based Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted	0
Outstanding Ending balance	1,672
Options exercised	354
Restricted Stock Units (RSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted	2,485
Vested	972
Vested, Fair value | $	$ 25.2
Granted, Weighted average grant date fair value | $ / shares	$ 26.55

Stock-Based Compensation - Blac

Stock-Based Compensation - Black-Scholes-Merton option-pricing model (Details)	9 Months Ended
	Sep. 30, 2023
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract]
Risk - free interest rate (percentage)	3.60%
Expected term (years)	6 years 1 month 6 days
Expected volatility (percentage)	46.50%

Stock-Based Compensation - Rest

Stock-Based Compensation - Restricted stock award activity (Details) - Restricted Stock Units (RSUs) shares in Thousands	9 Months Ended
	Sep. 30, 2023 $ / shares shares
Number of Shares
Outstanding beginning balance | shares	3,154
Granted | shares	2,485
Vested | shares	(972)
Forfeited | shares	(144)
Outstanding ending balance | shares	4,523
Weighted Average Grant Date Fair Value
Outstanding beginning balance (in dollars per share) | $ / shares	$ 27.07
Granted (in dollars per share) | $ / shares	26.55
Vested (in dollars per share) | $ / shares	25.88
Forfeited (in dollars per share) | $ / shares	27.32
Outstanding ending balance (in dollars per share) | $ / shares	$ 27.04

Stock-Based Compensation - St_2

Stock-Based Compensation - Stock-based compensation expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Share-based payment arrangements information
Total stock-based compensation	$ 15,791	$ 10,971	$ 42,771	$ 31,224
Product development
Share-based payment arrangements information
Total stock-based compensation	6,235	3,665	16,589	10,575
Sales, marketing and customer support
Share-based payment arrangements information
Total stock-based compensation	4,945	4,302	13,198	10,718
General and administrative
Share-based payment arrangements information
Total stock-based compensation	$ 4,611	$ 3,004	$ 12,984	$ 9,931

Stock-Based Compensation - Empl

Stock-Based Compensation - Employee stock purchase plan (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense	$ 15,791	$ 10,971	$ 42,771	$ 31,224
2021 Employee Stock Purchase Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense	$ 200	$ 200	$ 600	$ 400

Supplemental Financial Statem_3

Supplemental Financial Statement Information (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022
Accrued Liabilities, Current [Abstract]
Vendor payments	$ 6,485		$ 6,485		$ 4,824
Employee commissions and bonuses	14,159		14,159		17,718
Payroll and other employee related expense	15,991		15,991		7,024
401k and pension expense	2,257		2,257		2,144
Other taxes	2,859		2,859		1,375
Total accrued expense	41,751		41,751		$ 33,085
Other income (expense), net	$ 1,633	$ (231)	$ 6,843	$ (422)

Segment Information (Details)

Segment Information (Details)	9 Months Ended
	Sep. 30, 2023 segment
Segment Information
Number of operating segments	1
Number of reportable segments	1

Subsequent Events (Details)

Subsequent Events (Details) - shares shares in Thousands		9 Months Ended
	Oct. 24, 2023	Sep. 30, 2023
Subsequent Event [Line Items]
Options granted		861
Restricted Stock Units (RSUs)
Subsequent Event [Line Items]
Granted		2,485
Subsequent Event | 2021 Omnibus Equity Incentive Plan | Employee Stock Option [Member]
Subsequent Event [Line Items]
Options granted	57
Subsequent Event | 2021 Omnibus Equity Incentive Plan | Restricted Stock Units (RSUs)
Subsequent Event [Line Items]
Granted	201

Pay vs Performance Disclosure

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended						9 Months Ended
	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Sep. 30, 2023	Sep. 30, 2022
Pay vs Performance Disclosure
Net Income (Loss)	$ 13,347	$ 12,839	$ 12,175	$ 10,331	$ 10,290	$ 4,579	$ 38,361	$ 25,200

Insider Trading Arrangements

Insider Trading Arrangements shares in Thousands	3 Months Ended
	Sep. 30, 2023 shares
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	true
Rule 10b5-1 Arrangement Terminated	true
Rule 10b5-1 Arrangement Modified	true
Julie Eddleman
Trading Arrangements, by Individual
Name	Julie Eddleman
Title	Executive Vice President and Global Chief Commercial Officer
Adoption Date	August 17, 2023
Aggregate Available	12
Expiration Date	July 3, 2024