Stockholders’ Equity | 14. Stockholders’ Equity Common Stock On August 2, 2021, the Company’s common stock and warrants began trading on the New York Stock Exchange (“NYSE”) under the ticker symbols “HIPO” and “HIPO.WS,” respectively. Pursuant to Certificate of Incorporation, the Company is authorized to issue 2 billion shares of common stock, with a par value of $0.0001 per share. Each share of common stock is entitled to one vote. The holders of the common stock are also entitled to receive dividends whenever funds are legally available and when declared by the board of directors. No dividends have been declared or paid since inception. Stock-Based Compensation Plans 2019 Stock Option and Grant Plan Adopted in 2019, the 2019 Stock Option and Grant Plan (“the 2019 Stock Plan”) provides for the direct award or sale of shares, the grant of options to purchase shares, and the grant of restricted stock units (“RSUs”) to employees, consultants, and outside directors of the Company. Stock options under the plan may be either incentive stock options (“ISOs”) or non-qualified stock options (“NSOs”), with an exercise price of not less than 100% of fair market value on the grant date, with a term less than or equal to ten years. The vesting period of each option and RSU shall be as determined by a committee of the Company’s board of directors but is generally over four years. Upon the closing of the Business Combination, the remaining unallocated share reserve under the 2019 Plan was cancelled and no new awards will be granted under such plan. Awards outstanding under the 2019 Plan were assumed by the Company upon the Closing and continue to be governed by the terms of the 2019 Plan. 2021 Incentive Award Plan In connection with the Closing of the Business Combination, on August 2, 2021, the Company adopted the 2021 Incentive Award Plan (the “2021 Plan”), which authorized for issuance 78,000,000 shares of common stock. The 2021 Plan provides for the issuance of a variety of stock-based compensation awards, including stock options, stock appreciation rights (“SARs”), restricted stock awards, restricted stock unit awards, performance bonus awards, performance stock unit awards, dividend equivalents, or other stock or cash-based awards. The vesting period of each option and award shall be as determined by a committee of the Company’s board of directors but is generally over two This reserve increases on January 1 of each year through 2031, by an amount equal to the smaller of: (i) 5% of the number of shares of common stock issued and outstanding on the last day of the immediately preceding fiscal year, or (ii) an amount determined by the board of directors. Stock Options The following table summarizes option activity under the plans: Options Outstanding Weighted-Average Remaining Aggregate Intrinsic Value Number of Shares Weighted Average Exercise Price Contract Term Outstanding as of December 31, 2021 47,538,926 $ 1.39 8.30 $ 84.8 Granted — — Exercised (1,753,435) 0.64 Cancelled/Expired (1,336,079) 1.23 Outstanding as of March 31, 2022 44,449,412 $ 1.35 8.04 $ 45.5 Vested and exercisable as of March 31, 2022 17,879,890 $ 0.94 7.72 $ 21.2 The aggregate intrinsic value of options exercised during the three months ended March 31, 2022 and 2021 was $2.5 million and $34.3 million, respectively, and is calculated based on the difference between the exercise price and the fair value of the Company’s common stock as of the exercise date. Total unrecognized compensation cost of $25.2 million as of March 31, 2022 is expected to be recognized over a weighted-average period of 2.2 years. Early Exercises of Stock Options In 2019, certain employees early exercised stock options in exchange for promissory notes. The Company accounted for the promissory notes as nonrecourse in their entirety because the promissory notes are not aligned with a corresponding percentage of the underlying shares. The early exercises of options were not deemed to be substantive exercises for accounting purposes. Each of these loans and all interest accrued thereon was forgiven upon the consummation of the Business Combination. The forgiveness of the promissory notes were deemed to be exercises of the 9.4 million stock options with an intrinsic value of $94.0 million on the date of forgiveness. The related number of unvested shares subject to repurchase as of March 31, 2022 was 2,362,894 . In 2020 and 2021, certain employees early exercised stock options with cash. On March 31, 2022 and December 31, 2021, the Company had $2.0 million and $2.2 million, respectively, recorded in accrued expenses and other liabilities related to early exercises of the stock options, and the related number of unvested shares subject to repurchase was 1,888,525 and 2,060,221, respectively. Restricted Stock Units In August 2021, the Company began granting RSUs under the 2021 Incentive Award Plan. The RSUs granted to employees are measured based on the grant-date fair value. In general, the Company’s RSUs vest over a service period of two Number of Shares Weighted Average Grant-Date Fair Value per Share Unvested and outstanding as of December 31, 2021 27,170,930 $ 3.91 Granted 3,808,702 1.98 Vested (1,409,457) 3.93 Canceled and forfeited (1,546,494) 3.86 Unvested and outstanding as of March 31, 2022 28,023,681 $ 3.65 Total unrecognized compensation cost related to unvested RSUs is $90.9 million as of March 31, 2022, and it is expected to be recognized over a weighted-average period of 3.1 years. Performance Restricted Stock Units In August 2021 and November 2021, the Company granted performance-based restricted stock units ( PRSUs), w hich become eligible to vest subject to the achievement of specified performance conditions within 18 months of the grant date. Compensation expense for PRSUs reflects the estimated probability that performance conditions will be met. The Company recognized $2.3 million of stock-based compensation expense associated with the PRSUs for the three months ended March 31, 2022. Total unrecognized compensation cost related to unvested PRSUs is $3.9 million as of March 31, 2022, and it is expected to be recognized within the next six months. 2021 Employee Stock Purchase Plan In connection with the closing of the Business Combination, the Company adopted the 2021 Employee Stock Purchase Plan (the “2021 ESPP”), which authorized 13,000,000 shares of common stock for issuance. The 2021 ESPP became effective on October 25, 2021. The 2021 ESPP is designed to allow eligible employees of the Company to purchase shares of our common stock with their accumulated payroll deductions at a price equal to 85% of the lesser of the fair market value on the first business day of the offering period or on the designated purchase date of the offering period up to $25,000 during the calendar year. The ESPP offers a six-month look-back feature as well as an automatic reset feature that provides for an offering period to be reset to a new lower-priced offering if the offering price of the new offering period is less than that of the current offering period. No shares have been issued under the 2021 ESPP as of March 31, 2022 . In addition, the number of shares available for issuance under the 2021 ESPP will be annually increased on January 1 of each calendar year beginning in 2022 and ending in 2031, by an amount equal to the lesser of (i) one percent of the shares outstanding (on a converted basis) on the last day of the immediately preceding fiscal year and (ii) such number of shares as may be determined by the board of directors. Stock-Based Compensation Total stock-based compensation expense, classified in the accompanying consolidated statements of operations and comprehensive loss was as follows (in millions): Three Months Ended March 31, 2022 2021 Losses and loss adjustment expenses $ 0.7 $ 0.1 Insurance related expenses 1.3 0.1 Technology and development 5.2 0.4 Sales and marketing 2.4 1.0 General and administrative 3.8 0.9 Total stock-based compensation expense $ 13.4 $ 2.5 |