Zeta Global (ZETA) 10-Q 11 May 22 2022 Q1 Quarterly report Financial data

Cover Page

Cover Page - shares	3 Months Ended
	Mar. 31, 2022	Apr. 29, 2022
Document Information [Line Items]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Mar. 31, 2022
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q1
Document Quarterly Report	true
Document Transition Report	false
Entity Registrant Name	ZETA GLOBAL HOLDINGS CORP.
Entity Central Index Key	0001851003
Current Fiscal Year End Date	--12-31
Entity Filer Category	Non-accelerated Filer
Trading Symbol	ZETA
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Small Business	false
Entity Interactive Data Current	Yes
Title of 12(b) Security	Class A common stock
Security Exchange Name	NYSE
Entity Current Reporting Status	Yes
Entity Shell Company	false
Entity File Number	001-40464
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	80-0814458
Entity Address, Address Line One	3 Park Ave, 33rd Floor
Entity Address, City or Town	New York
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10016
City Area Code	212
Local Phone Number	967-5055
Common Class A [Member]
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		166,072,256
Common Class B [Member]
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		36,856,095

Condensed Unaudited Consolidate

Condensed Unaudited Consolidated Balance Sheets - USD ($) $ in Thousands	Mar. 31, 2022		Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 103,863		$ 103,859
Accounts receivable, net of allowance of $1,554 and $1,295 as of March 31, 2022 and December 31, 2021, respectively	75,558		83,578
Prepaid expenses	6,773		6,970
Other current assets	1,825		1,649
Total current assets	188,019		196,056
Non-current assets:
Property and equipment, net	5,329		5,630
Website and software development costs, net	37,274		38,038
Intangible assets, net	50,092		40,963
Goodwill	133,049		114,509
Deferred tax assets, net	1,009		956
Other non-current assets	1,545		1,113
Total non-current assets	228,298		201,209
Total assets	416,317		397,265
Current liabilities:
Accounts payable	17,272		21,711
Accrued expenses	62,353		63,979
Acquisition related liabilities (current)	17,419		8,042
Deferred revenue	5,699		6,866
Other current liabilities	6,469		5,159
Total current liabilities	109,212		105,757
Non-current liabilities:
Long term borrowings	183,698		183,613
Acquisition related liabilities (non-current)	16,692		14,915
Other non-current liabilities	2,370		2,492
Total non-current liabilities	202,760		201,020
Total liabilities	311,972		306,777
Commitments and contingencies (Note 8)
Stockholders' equity:
Additional paid-in capital	670,342		584,208
Accumulated deficit	(563,854)		(491,817)
Accumulated other comprehensive loss	(2,345)		(2,101)
Total stockholders' equity	104,345	[1]	90,488	[2]
Total liabilities and stockholders' equity	416,317		397,265
Common Class A [Member]
Stockholders' equity:
Common stock value	165		160
Common Class B [Member]
Stockholders' equity:
Common stock value	$ 37		$ 38
[1]	Includes 117,498,828 outstanding Class A common stock, 17,419,260 outstanding Class B common stock, 47,962,958 unvested Class A restricted stock and 19,436,835 unvested Class B restricted stock.
[2]	Includes 115,456,543 outstanding Class A common stock, 18,419,260 outstanding Class B common stock, 44,518,304 unvested Class A restricted stock and 19,436,835 unvested Class B restricted stock.

Condensed Unaudited Consolida_2

Condensed Unaudited Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Accounts receivable, net of allowance	$ 1,554	$ 1,295
Common Class A [Member]
Common Stock, Par or Stated Value Per Share	$ 0.001	$ 0.001
Common Stock, Shares Authorized	3,750,000,000	3,750,000,000
Common Stock, Shares, Issued	165,461,786	159,974,847
Common stock, shares, outstanding	165,461,786	159,974,847
Common Class B [Member]
Common Stock, Par or Stated Value Per Share	$ 0.001	$ 0.001
Common Stock, Shares Authorized	50,000,000	50,000,000
Common Stock, Shares, Issued	36,856,095	37,856,095
Common stock, shares, outstanding	36,856,095	37,856,095

Condensed Unaudited Consolida_3

Condensed Unaudited Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Income Statement [Abstract]
Revenues	$ 126,268	$ 101,463
Operating expenses:
Cost of revenues (excluding depreciation and amortization)	41,725	38,972
General and administrative expenses	53,349	19,132
Selling and marketing expenses	68,918	20,570
Research and development expenses	17,231	9,784
Depreciation and amortization	12,766	10,117
Acquisition related expenses	344	707
Restructuring expenses		287
Total operating expenses	194,333	99,569
(Loss) / Income from operations	(68,065)	1,894
Interest expense	1,298	2,961
Other expenses	5,273	1,284
Change in fair value of warrant and derivative liabilities		23,600
Total other expenses	6,571	27,845
Loss before income taxes	(74,636)	(25,951)
Income tax benefit	(2,599)	(1,577)
Net loss	(72,037)	(24,374)
Other comprehensive (loss) / income :
Foreign currency translation adjustment	(244)	54
Total comprehensive loss	(72,281)	(24,320)
Net loss per share
Net loss	(72,037)	(24,374)
Cumulative redeemable convertible preferred stock dividends		3,894
Net loss available to common stockholders	$ (72,037)	$ (28,268)
Basic loss per share	$ (0.54)	$ (0.86)
Diluted loss per share	$ (0.54)	$ (0.86)
Weighted average number of shares used to compute net loss per share
Basic	134,084,703	32,846,991
Diluted	134,084,703	32,846,991

Condensed Unaudited Consolida_4

Condensed Unaudited Consolidated Statements of Operations and Comprehensive Loss (Parenthetical) $ in Thousands	3 Months Ended
	Mar. 31, 2022USD ($)
Share-based Payment Arrangement, Expense	$ 73,736
Cost of revenues (excluding depreciation and amortization) [Member]
Share-based Payment Arrangement, Expense	1,162
General and administrative expenses [Member]
Share-based Payment Arrangement, Expense	29,775
Selling and marketing expenses [Member]
Share-based Payment Arrangement, Expense	36,807
Research and development expenses [Member]
Share-based Payment Arrangement, Expense	$ 5,992

Condensed Unaudited Consolida_5

Condensed Unaudited Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders' Equity / (Deficit) - USD ($) $ in Thousands		Total	Additional Paid-in Capital	Accumulated Deficit	Accumulated Other Comprehensive Loss	Redeemable Convertible Preferred StockPreferred Stock	Series A Common Stock [Member]Common Stock	Series B common stock [Member]Common Stock	Class A Common Stock [Member]	Class A Common Stock [Member]Common Stock		Class B Common Stock [Member]	Class B Common Stock [Member]Common Stock
Balance at Dec. 31, 2020		$ (239,220)	$ 4,956	$ (242,254)	$ (2,037)	$ 154,210	$ 112	$ 3
Balance (in shares) at Dec. 31, 2020						39,223,194	112,012,693	3,054,318
Restricted stock cancelation			18				$ (18)
Restricted stock cancelation (in shares)							(17,853,416)
Shares issued in connection with certain agreements		5,454	5,453				$ 1
Shares issued in connection with certain agreements (in shares)							613,497
Restricted stock grants			(4)				$ 4
Restricted stock grants (in shares)							3,687,431
Restricted stock forfeitures			2				$ (2)
Restricted stock forfeitures (in shares)							(1,629,369)
Foreign currency translation adjustment		54			54
Net loss		(24,374)		(24,374)
Balance (in shares) at Mar. 31, 2021						39,223,194	96,830,836	3,054,318
Balance at Mar. 31, 2021		(258,086)	10,425	(266,628)	(1,983)	$ 154,210	$ 97	$ 3
Balance at Dec. 31, 2021	[1]	90,488	584,208	(491,817)	(2,101)					$ 160			$ 38
Balance (in shares) at Dec. 31, 2021									115,456,543	159,974,847	[1]	18,419,260	37,856,095	[1]
Shares issued in connection with certain agreements		11,083	11,082							$ 1
Shares issued in connection with certain agreements (in shares)										1,026,785
Restricted stock grants			(4)							$ 4
Restricted stock grants (in shares)										4,162,159
Restricted stock forfeitures			1							$ (1)
Restricted stock forfeitures (in shares)										(717,505)
Class B common stock transferred to Class A common stock										$ 1			$ (1)
Class B common stock transferred to Class A common stock (in shares)									73,813,713	1,000,000			(1,000,000)
Stock-based compensation		74,990	74,990
Options exercised		65	65
Options exercised (in shares)										15,500
Foreign currency translation adjustment		(244)			(244)
Net loss		(72,037)		(72,037)
Balance (in shares) at Mar. 31, 2022									117,498,828	165,461,786	[2]	17,419,260	36,856,095	[2]
Balance at Mar. 31, 2022	[2]	$ 104,345	$ 670,342	$ (563,854)	$ (2,345)					$ 165			$ 37
[1]	Includes 115,456,543 outstanding Class A common stock, 18,419,260 outstanding Class B common stock, 44,518,304 unvested Class A restricted stock and 19,436,835 unvested Class B restricted stock.
[2]	Includes 117,498,828 outstanding Class A common stock, 17,419,260 outstanding Class B common stock, 47,962,958 unvested Class A restricted stock and 19,436,835 unvested Class B restricted stock.

Condensed Unaudited Consolida_6

Condensed Unaudited Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders' Equity / (Deficit) (Parenthetical) - shares	Mar. 31, 2022		Dec. 31, 2021
Unvested restricted stock	68,663,660		65,208,870
Class A Common Stock [Member]
Shares outstanding	117,498,828		115,456,543
Class A Common Stock [Member] | Common Stock [Member]
Shares outstanding	165,461,786	[1]	159,974,847	[2]
Class B Common Stock [Member]
Shares outstanding	17,419,260		18,419,260
Class B Common Stock [Member] | Common Stock [Member]
Shares outstanding	36,856,095	[1]	37,856,095	[2]
Unvested Class A Restricted Stock [Member]
Unvested restricted stock	47,962,958		44,518,304
Unvested Class B Restricted Stock [Member]
Unvested restricted stock	19,436,835		19,436,835
[1]	Includes 117,498,828 outstanding Class A common stock, 17,419,260 outstanding Class B common stock, 47,962,958 unvested Class A restricted stock and 19,436,835 unvested Class B restricted stock.
[2]	Includes 115,456,543 outstanding Class A common stock, 18,419,260 outstanding Class B common stock, 44,518,304 unvested Class A restricted stock and 19,436,835 unvested Class B restricted stock.

Condensed Unaudited Consolida_7

Condensed Unaudited Consolidated Statements of Cash Flows - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Cash flows from operating activities:
Net loss	$ (72,037)	$ (24,374)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization	12,766	10,117
Stock-based compensation	73,736
Deferred income taxes	(2,870)	(1,800)
Change in fair value of warrant and derivative liabilities		23,600
Others, net	5,731	1,669
Change in non-cash working capital (net of acquisitions):
Account receivable	9,577	11,080
Prepaid expenses	233	800
Other current assets	(173)	(2,240)
Other non-current assets	(432)	(14)
Deferred revenue	(1,181)	(67)
Accounts payable	(2,438)	(9,796)
Accrued expenses and other current liabilities	(1,607)	(3,659)
Other non-current liabilities	(122)	296
Net cash provided by operating activities	21,183	5,612
Cash flows from investing activities:
Capital expenditures	(6,743)	(204)
Website and software development costs	(4,465)	(4,441)
Business and asset acquisitions, net of cash acquired	(9,157)	(2,159)
Net cash used for investing activities	(20,365)	(6,804)
Cash flows from financing activities:
Cash paid for acquisition-related liabilities	(647)	(64)
Proceeds from credit facilities, net of issuance costs	1,406	183,311
Exercise of options	65
Repayments against the credit facilities	(1,406)	(180,745)
Net cash (used for) / provided by financing activities	(582)	2,502
Effect of exchange rate changes on cash and cash equivalents	(232)	68
Net increase in cash and cash equivalents	4	1,378
Cash and cash equivalents, beginning of period	103,859	50,725
Cash and cash equivalents, end of period	103,863	52,103
Supplemental cash flow disclosures including non-cash activities:
Cash paid for interest	1,221	3,168
Cash paid for income taxes, net	123	210
Liability established in connection with acquisitions	12,884	2,566
Capitalized stock-based compensation as website and software development costs	1,254
Shares issued in connection with acquisitions and other agreements	11,083	5,454
Non-cash consideration for website and software development costs	$ 291	$ 0

Organization and Background

Organization and Background	3 Months Ended
	Mar. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization and Background	1. Organization and Background (a) Nature of Business Zeta Global Holdings Corp., a Delaware Corporation (“Zeta Global Holdings”) and Zeta Global Corp. (the “operating company”), a Delaware Corporation (“Zeta Global” individually, or collectively with Zeta Global Holdings Corp. and its consolidated entities, as context dictates, the “Company”), is a marketing technology company that uses proprietary data, artificial intelligence and software to create a technology platform that enables marketers to acquire, retain and grow customer relationships. The Company’s technology platform powers data-driven marketing programs for enterprises across a wide range of industries and utilizes all digital distribution channels including email, search, social, mobile, display and connected TV. Zeta Global was incorporated and began operations in October 2007. (b) Initial Public Offering (“IPO”) On June 9, 2021, the Company’s registration statement on Form S-1 relating to the initial public offering (“IPO”) of its Class A common stock was declared effective by the Securities and Exchange Commission (“SEC”). In connection with the IPO, on June 14, 2021, the Company issued and sold 14,773,939 shares of Class A common stock at a public offering price of $ 10 per share for net proceeds of $ 132.7 million, after deducting underwriters’ discounts and commissions (but excluding other offering expenses and reimbursements of $ 6.2 million). The Company used a portions of proceeds from the IPO (i) to satisfy the tax withholding and remittance obligations of holders of its outstanding restricted stock and restricted stock units that vested in connection with the offering by repurchasing and cancelling 1,799,650 shares of Class A restricted stock, 197,490 shares of Class B restricted stock and 92,671 restricted stock units (the “Tax Withholding Repurchase”); (ii) to repurchase and cancel 2,158,027 shares of Class A restricted stock and 88,518 restricted units at the election of certain holders (the “Class A Stock Repurchase”); (iii) to repurchase and cancel 1,767,692 shares of Class B common stock and 342,510 shares of restricted Class B common stock from its Chief Executive Officer and Co-Founder, David Steinberg (the “Class B Stock Repurchase”); and (iv) for general corporate purposes, including working capital, operating expenses and capital expenditures, although the Company did not designate any specific uses. The Company has used and may also use a portion of the net proceeds to fund possible investments in, or acquisitions of, complementary businesses, services or technologies. (c) Reorganization Transactions In connection with the IPO, the Company completed the following transactions (“Reorganization Transactions”): • As per the amended and restated certificate of incorporation, the authorized capital stock consists of 3,750,000,000 shares of Class A common stock, par value $ 0.001 per share, 50,000,000 shares of Class B common stock, par value $ 0.001 per share, and 200,000,000 shares of preferred stock, par value $ 0.001 per share. The number of shares outstanding as of June 14, 2021 was 152,270,401 shares of Class A common stock and 37,856,095 shares of Class B common stock after giving effect to the following transactions upon the Company’s IPO: • the conversion of 39,223,194 outstanding shares, and unpaid dividends on such outstanding shares, of its Series A preferred stock, Series B-1 preferred stock, Series B-2 preferred stock, Series C preferred stock, Series E preferred stock, Series E-1 preferred stock, Series F preferred stock, Series F-1 preferred stock, Series F-2 preferred stock, Series F-3 preferred stock and Series F-4 preferred stock into 73,813,713 shares of its Class A common stock immediately prior to the completion of the IPO (the “Preferred Conversion”); • 8,360,331 shares of its Class A common stock issued in connection with the exercise of outstanding warrants (the “Warrant Exercise”); • the reclassification of 3,054,318 shares of its existing Series B common stock and 26,722,208 shares of Series A common stock into shares of Class A common stock and the reclassification of 70,108,628 shares of restricted Series A common stock into shares of restricted Class A common stock (of which 8,734,893 have vested in connection with the IPO and 4,138,866 shares were repurchased by the Company); • the exchange of 39,463,787 shares of Class A common stock (after giving effect to the Preferred Conversion and the Reclassification) held by the Co-Founder and Chief Executive Officer and his affiliates for an equivalent number of shares of Class B common stock, which went into effect upon the filing and effectiveness of our amended and restated certificate of incorporation pursuant to the terms of the exchange agreement entered into between its Co-Founder and Chief Executive Officer and his affiliates and us (the “Class B Exchange”); and • the repurchase of an aggregate of 4,138,866 shares of restricted Class A common stock and 2,307,692 shares of Class B common stock (of which 540,000 shares are restricted Class B common stock) as a result of the Stock Repurchase and the Tax Withholding Repurchase.

Basis of Presentation and Summa

Basis of Presentation and Summary of Significant Accounting Policies	3 Months Ended
	Mar. 31, 2022
Accounting Policies [Abstract]
Basis of Presentation and Summary of Significant Accounting Policies	2. Basis of Presentation and Summary of Significant Accounting Policies (a) Principles of Consolidation The accompanying condensed unaudited consolidated financial statements have been prepared by the Company in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial reporting and as required by Rule 10-01 of Regulation S-X. Accordingly, the condensed unaudited consolidated financial statements may not include all of the information and notes required by GAAP for audited financial statements. The year-end December 31, 2021 consolidated financial statements data included herein was derived from audited financial statements but does not include all disclosures required by GAAP for complete financial statements. In the opinion of the Company’s management, the accompanying condensed unaudited consolidated financial statements contain all adjustments, consisting of items of a normal and recurring nature, necessary to present fairly the Company’s financial position as of March 31, 2022, the results of operations, comprehensive (loss) / income, stockholders’ equity, and cash flows for the three-month period ended March 31, 2022 and 2021, respectively. The results of operations for the three-month period ended March 31, 2022 and 2021, respectively are not necessarily indicative of the results to be expected for the full year. The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts of assets and liabilities, and related disclosures, as of the date of the financial statements, and the amounts of revenues and expenses reported during the period. Actual results could differ from estimates. The accompanying condensed unaudited consolidated financial statements should be read in conjunction with the Company’s audited financial statements and the accompanying notes for the year ended December 31, 2021, which was included in Form 10-K filed with the SEC on February 25, 2022. The accompanying unaudited consolidated financial statements include the accounts of Zeta and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. The Company’s management considers events or transactions that occur after the balance sheet date but before the financial statements are issued to provide additional evidence relative to certain estimates or to identify matters that require additional disclosure. Subsequent events have been evaluated through the date of issuance of these financial statements (see Note 15 to the condensed unaudited consolidated financial statements below). (b) Revenue Recognition Revenue arises primarily from the Company’s technology platform via subscription fees, volume-based utilization fees and fees for professional services designed to maximize the customer usage of technology. Revenues are recognized when control of these services is transferred to the customers, in an amount that reflects the consideration that is expected to be entitled to an exchange for the services. Sales and other taxes collected by the Company in concurrence with the revenue-producing activities are excluded from revenues. The Company enters into certain contracts with its vendors that involve both the purchase and sale of services with a single counterparty. The Company assesses each contract to determine if the revenue and expense should be presented gross or net. The Company recognizes revenue for these contracts to the extent that SSP is established for distinct services provided. Contract assets and liabilities Contract assets represent revenue recognized for contracts that have not been invoiced to customers. Total contract assets were $ 2,445 and $ 2,286 as of March 31, 2022 and December 31, 2021, respectively, and are included in the account receivables, net, in the condensed unaudited consolidated balance sheets. Contract liabilities consists of deferred revenues that represent amounts billed to the customers in excess of the revenue recognized. Deferred revenues are subsequently recorded as revenues when earned in accordance with the Company’s revenue recognition policies. During the three months ended March 31, 2022 and 2021, the Company billed and collected $ 14,643 and $ 9,123 in advance, respectively and recognized $ 15,810 and $ 9,191 , respectively as revenues. As of March 31, 2022 and December 31, 2021, the deferred revenues are $ 5,699 and $ 6,866 , respectively. Remaining Performance Obligations Transaction price allocated to the remaining performance obligations represents contracted revenues that have not yet been recognized, which includes unearned revenues and unbilled amounts that will be recognized as revenues in future periods. Transaction price allocated to the remaining performance obligations is influenced by several factors, including seasonality, the timing of renewals, average contract terms and foreign currency exchange rates. Unbilled portions of the remaining performance obligations are subject to future economic risks including bankruptcies, regulatory changes and other market factors. The Company excludes amounts related to performance obligations that are billed and recognized as the services are provided. This primarily consists of professional services contracts that are on a time-and-materials basis. As of March 31, 2022, the Company's remaining performance obligation for the next twelve months and thereafter was $ 13,419 and $ 23,482 , respectively. Disaggregation of revenues from contract with customers The Company reports disaggregation of revenues based on primary geographical markets and delivery channels / platforms. Revenues by delivery channels / platforms are based on whether the customer requirements necessitate integration with platforms or delivery channels not owned by the Company. When the Company generates revenues entirely through the Company platform, the Company considers it to be Direct Platform Revenues. When the Company generates revenue by leveraging its platform’s integration with third parties, it is considered Integrated Platform Revenues. The following table summarizes disaggregation for the three months ended March 31, 2022 and 2021, respectively. Three months ended March 31 2022 2021 Direct platform revenues 81 % 74 % Integrated platform revenues 19 % 26 % Refer to the Company’s accounting policy on “Segments” below for more information about disaggregation based on primary geographical markets. (c) Stock-based compensation and other stock-based payments: The measurement of stock-based compensation for all stock-based payment awards, including restricted stock, performance stock units (“PSUs”), shares purchased under its employee stock purchase plan and stock options granted to the employees, consultants or advisors and non-employee directors, is based on the estimated fair value of the awards on the date of grant or date of modification of such grants. The Company accounts for the modification to already issued awards as per guidance in ASC 718-20-35-3 (Refer note 9). The Company accounts for all stock options and restricted shares granted prior to the IPO using a fair value-based method. The fair value of each stock option granted to employees is estimated on the date of the grant using the Black-Scholes-Merton option pricing model, and the related stock-based compensation is recognized over the expected life of the option. The fair value of the restricted shares granted post-IPO is based on the Company’s closing stock price as of the day prior to the date of the grants. The Company accounts for the forfeitures, as they occur. Since the Company’s restricted stock and restricted stock units granted prior to the IPO had both a performance condition (i.e. change in control) and a service condition, the Company used the graded vesting attribution method to recognize the stock-based compensation. The Company has issued PSUs to certain employees during the three months ended March 31, 2022 and during the year ended December 31, 2021. The Company also adopted an ESPP plan during the year ended December 31, 2021 (Refer Note 9). The fair value of PSU awards was determined using the Monte Carlo simulation method and for ESPP using the Black-Scholes-Merton model, by a third-party valuation firm engaged by the Company. The Company recognizes the stock-based compensation related to these plans on a straight-line basis over the vesting terms associated with these plans. (d) Segments The Company operates as one operating segment. Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the Chief Operating Decision Maker (“CODM”) in deciding how to allocate resources and in assessing performance. The Company’s CODM is the Chief Executive Officer. Since it operates as one operating segment, all required financial segment information can be found in the condensed unaudited consolidated financial statements. Revenues and long-lived assets by geographic region are based on the physical location of the customers being served or the assets and are as follows: Revenues by geographical region consisted of the following; Three months ended March 31 2022 2021 US $ 119,988 $ 93,252 International 6,280 8,211 Total revenues $ 126,268 $ 101,463 Total long-lived assets by geographical region consisted of the following; As of March 31, 2022 December 31, 2021 US $ 41,861 $ 43,023 International 742 645 Total long-lived assets $ 42,603 $ 43,668 (e) Concentration of Credit Risk No customer accounted for more than 10 % of the Company’s total revenues during the three months ended March 31, 2022 and 2021. Financial instruments that potentially subject the Company to concentration risk consist primarily of accounts receivable from customers. As of March 31, 2022 and December 31, 2021, respectively, there was no customer that represented more than 10 % of accounts receivables balance as of that date. The Company continuously monitors whether there is an expected credit loss arising from customers, and as of March 31, 2022 and the year ended December 31, 2021, no provision was warranted or recorded. New accounting pronouncements Recently adopted: In May 2021, the FASB issued ASU No. 2021-04 Earnings Per Share (Topic 260), Debt-Modifications and Extinguishments (Subtopic 470-50), Compensation- Stock Compensation (Topic 718), and Derivatives and Hedging- Contracts in Entity’s Own Equity (Subtopic 815-40)- Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options (“ASU 2021-04”). This amendment provides that for an entity that presents earnings per share (EPS) in accordance with Topic 260, the effects of a modification or an exchange of a freestanding equity-classified written call option that is recognized as a dividend should be an adjustment to net income (or net loss) in the basic EPS calculation. These amendments also require that an entity apply the guidance in Subtopic 470-50 to a modification or an exchange of a freestanding equity-classified written call option that is a part of or directly related to a modification or an exchange of an existing debt. An entity should recognize the effect of a modification or an exchange of a freestanding equity-classified written call option to compensate for goods or services in accordance with the guidance in Topic 718, Compensation—Stock Compensation. This update was effective for all entities for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. The Company adopted ASU 2021-04 on January 01, 2022 . The adoption of this standard did no t have any material impact on the Company's condensed unaudited consolidated financial statements. Not yet adopted: In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842),” (“ASU 2016-02”). The standard establishes a ROU model that requires a lessee to recognize a right of use (“ROU”) asset and a lease liability on the balance sheet for all leases with a term longer than 12 months (based on the practical expedient provided in the ASU that allows 12 months or less not to be presented on the balance sheet) and requires the disclosure of key information about leasing arrangements. Leases are classified as finance or operating, with classification affecting the subsequent expense pattern and presentation of expense recognition in the income statement. Subsequently, the FASB issued the following standards related to ASU 2016-02: ASU 2018-01, “Land Easement Practical Expedient for Transition to Topic 842”, ASU 2018-10, “Codification Improvements to Topic 842, Leases”, ASU 2018-11, “Leases (Topic 842): Targeted Improvements” (“ASU 2018-11”), ASU 2018-20, “Narrow-Scope Improvements for Lessors” and ASU 2019-01, “Leases (Topic 842): Codification Improvements”, which provided additional guidance and clarity to ASU 2016-02 (collectively, the “Lease Standard”). In 2021, the FASB further released ASU No. 2021-05, Leases (Topic 842) – Lessors – Certain Leases with Variable Lease Payments (“ASU 2021-05”), ASU No. 2021-09, Leased (Topic 842)- Discount Rate for Lessees That Are Not Public Business Entities (“non-PBE”) (“ASU 2021-09”). As per ASU 2020-05, issued by FASB, the new guidance is applicable to a non-PBE from fiscal year beginning after December 15, 2021 and interim periods beginning after December 15, 2022. As of December 31, 2021, the Company holds emerging growth company status, as such it is permitted to use non-PBE adoption of ASC 842 and therefore will present the impact of the new guidance in its annual statement as of December 31, 2022 and interim statements thereafter. The Company is currently in the process of evaluating the impact of ASC 842 adoption will have on its consolidated financial statements and related disclosures. In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments,” which was subsequently amended in November 2018 through ASU No. 2018-19, “Codification Improvements to Topic 326, Financial Instruments—Credit Losses.” ASU No. 2016-13 will require entities to estimate lifetime expected credit losses for trade and other receivables, net investments in leases, financing receivables, debt securities and other instruments, which will result in earlier recognition of credit losses. Further, the new credit loss model will affect how entities in all industries estimate their allowance for losses for receivables that are current with respect to their payment terms. ASU No. 2018-19 further clarifies that receivables arising from operating leases are not within the scope of Topic 326. Instead, impairment from receivables of operating leases should be accounted for in accordance with Topic 842, Leases. As per the latest ASU 2020-02, FASB deferred the timelines for certain small public and private entities, thus the new guidance will be adopted by the Company for the annual reporting period beginning January 1, 2023, including interim periods within that annual reporting period. The standard will apply as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is adopted. The Company does not expect adoption of this new guidance to have a material impact on its results of operations, financial condition, and financial statement disclosures. In March 2020, the FASB issued ASU No. 2020-04 Reference Rate Reform (Topic 848) Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“ASU 2020-04”). ASU 2020-04 provides optional expedients and exceptions for applying generally accepted accounting principles (GAAP) to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. In January 2021, the FASB issued ASU No. 2021-01 Reference Rate Reform (Topic 848) (“ASU 2021-01)”. The amendments in this update clarify that certain optional expedients and exceptions in Topic 848 for contract modifications and hedge accounting apply to derivatives that are affected by the discounting transition. The ASU may be applied through December 31, 2022. The Company is currently evaluating additional impacts this ASU will have on its consolidated financial statements and related disclosures. In October 2021, the FASB released ASU No.2021-08, Business Combinations (Topic 805)- Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. The amendments in this update require that an entity (acquirer) recognize, and measure contract assets and contract liabilities acquired in a business combination in accordance with Topic 606. At the acquisition date, an acquirer should account for the related revenue contracts in accordance with Topic 606 as if it had originated the contracts. For public business entities, the amendments in this update are effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years and require application of the new accounting guidance at the beginning of the earliest comparative period presented in the year of adoption, however early adoption is permitted. The Company is currently evaluating additional impacts this ASU will have on its consolidated financial statements and related disclosures.

Intangible Assets

Intangible Assets	3 Months Ended
	Mar. 31, 2022
Intangible Assets Disclosure [Abstract]
Intangible Assets	3. Intangible Assets The details of intangible assets and related accumulated amortization are set forth below: As of March 31, 2022 As of December 31, 2021 Gross Accumulated Net Gross Accumulated Net Data supply relationships $ 12,891 $ 2,949 $ 9,942 $ 8,750 $ 1,875 $ 6,875 Tradenames 2,720 2,302 418 2,720 2,171 549 Completed technologies 28,792 18,813 9,979 23,092 17,568 5,524 Customer relationships 71,099 41,346 29,753 65,999 37,984 28,015 Total intangible assets $ 115,502 $ 65,410 $ 50,092 $ 100,561 $ 59,598 $ 40,963 Amortization expense of intangibles for the three months ended March 31, 2022 and March 31, 2021, was $ 5,812 and $ 4,080 respectively. Weighted average useful life of the unamortized intangibles as of March 31, 2022 was 3.83 years. Based on the amount of intangible assets subject to amortization, the Company’s estimated future amortization expense over the next five years and beyond are as follows: As of March 31, 2022 Year ended December 31, Remaining nine months of 2022 $ 16,086 2023 12,966 2024 8,505 2025 4,574 2026 4,161 2027 and thereafter 3,800 Total $ 50,092

Goodwill

Goodwill	3 Months Ended
	Mar. 31, 2022
Goodwill Disclosure [Abstract]
Goodwill	4. Goodwill Following is a summary of the carrying value of goodwill: Balance as of January 1, 2022 $ 114,509 Acquisition of ArcaMax 18,548 Foreign currency translation ( 8 ) Balance as of March 31, 2022 $ 133,049 There were no events during the three months ended March 31, 2022 to which an impairment analysis would be warranted.

Acquisitions

Acquisitions	3 Months Ended
	Mar. 31, 2022
Business Combinations [Abstract]
Acquisitions	5. Acquisitions The Company uses the purchase method of accounting in accordance with ASC 805, Business Combinations. This standard requires that the total cost of an acquisition be allocated to the tangible and intangible assets acquired and liabilities assumed based on the fair value of the tangible and intangible assets acquired and liabilities assumed at the acquisition date. The Company’s estimates and assumptions used in assessing fair value are inherently uncertain and subject to refinement. During the measurement period, which may be up to one year from the acquisition date, the Company may record adjustments to the fair value of these tangible and intangible assets acquired and liabilities assumed, with the corresponding offset to goodwill. In addition, uncertain tax positions and tax-related valuation allowances are initially recorded in connection with a business combination as of the acquisition date. Acquisition-related expenses are expensed when incurred. The Company may also agree to pay a portion of the purchase price for certain acquisitions in the form of contingent consideration, the unpaid amounts of these liabilities are included in the acquisition-related liabilities on the condensed unaudited consolidated balance sheets as of March 31, 2022 and December 31, 2021. (a) ArcaMax Publishing, Inc. (ArcaMax) On March 11, 2022 , the Company entered into a stock purchase agreement with the seller of ArcaMax Publishing, Inc., (“ArcaMax”) to purchase all of its issued and outstanding shares of common stock. The stock purchase agreement was effective March 1, 2022. The fair value of the aggregate purchase consideration for the ArcaMax acquisition was $ 26,925 . The Company paid cash consideration of $ 9,322 , issued 926,785 shares of Class A common stock with a fair value of $ 10,000 , and agreed to pay certain earn-outs valued at $ 6,577 based on the operating performance of the acquired business after the closing date in cash and in shares of the Company, $ 962 in cash holdback and working capital adjustment of $ 64 , payable in cash. The Company has recorded this transaction based on the preliminary purchase price allocation. Accordingly, the Company has recognized $ 5,100 as customer relationships intangibles, $ 5,700 as completed technologies, $ 18,548 as goodwill, $ 2,810 as deferred tax liability and $ 387 as other net assets associated with this acquisition. The Company amortizes the intangible assets over the weighted average life of 5 years. Prior to the acquisition, ArcaMax was a leader in the development and distribution of more than 400 interest-based newsletters to consumers in the United States, distributing news and syndicating features to a growing opted-in subscriber audience of four million readers. Therefore, the Company paid a premium to acquire ArcaMax assets, which is represented as Goodwill in the above purchase price allocation. The Company incurred $ 344 as acquisition-related expenses related to this acquisition. Goodwill acquired by the Company in its ArcaMax acquisition is not deductible for tax purposes. (b) Apptness Media Group, LLC (“Apptness”): On September 30, 2021 , the Company entered into an asset purchase agreement with the sellers of Apptness to acquire its data platform business and hiring certain employees of Apptness who are engaged in the data platform business. This agreement was effective October 1, 2021. Since the assets acquired under the agreement with Apptness meets the definition of a business under ASC 805, Business Combinations, the Company concluded that it represents an acquisition of a business. The Company paid cash consideration of $ 17,934 , issued 3,924,914 Class A common stock with a fair value of $ 23,000 and agreed to pay certain earn-outs valued at $ 7,748 based on the operating performance of the acquired business after the closing date and the Company shall pay such earn-out for a period of three years from the acquisition date in cash and in shares of the Company, and $ 1,396 in cash holdback. During the year ended December 31, 2021, the Company finalized the purchase price allocation for its Apptness acquisition. Accordingly, the Company recognized $ 13,530 as customer relationships intangibles, $ 2,740 as developed technology, $ 60 as database, $ 31,765 as goodwill and $ 1,983 as other net tangible assets associated with this acquisition. The Company amortizes the intangible assets over the weighted average life of 6.31 years. Prior to the acquisition, Apptness operated a digital survey platform that provides comprehensive capabilities to engage consumers on sites across the open web, deliver proprietary insights and audiences to marketers, and providing publishers with new monetization opportunities. Therefore, the Company paid a premium to acquire Apptness assets, which is represented as Goodwill in the above purchase price allocation. The Company incurred $ 153 as acquisition-related expenses related to this acquisition Goodwill acquired by the Company in its Apptness acquisition is deductible for tax purposes. (c) Vital Digital, Corp (“Vital”): On March 3, 2021 , the Company entered into a stock purchase agreement with the sellers of Vital Digital, Corp (“Vital”) to purchase all of the issued and outstanding shares of common stock of Vital. The fair value of the purchase consideration for this transaction is determined as $ 8,950 , with $ 3,400 in cash, 306,748 shares of Series A common stock with a fair value of $ 2,710 , $ 2,262 in earnouts based on the operating performance of the acquired business after the closing date, and $ 578 in cash holdback. During the year ended December 31, 2021, the Company finalized the purchase price allocation for its Vital acquisition. Accordingly, the Company has recognized $ 5,630 as customer relationship intangibles, $ 4,736 as goodwill, $ 1,465 as deferred tax liability and $ 49 as other net assets associated with this acquisition. The Company amortizes the customer relationship over 3 years. Prior to the acquisition, Vital delivered data-driven marketing solutions that were complementary to the Company’s business, and therefore the Company paid a premium to acquire Vital assets, which is represented as Goodwill in the above purchase price allocation. Goodwill acquired by the Company in its Vital acquisition is not deductible for tax purposes. (d) Kinetic Data Solutions, LLC (“Kinetic”): On March 1, 2021 , the Company entered into a merger agreement with the sellers of Kinetic Data Solutions, LLC (“Kinetic”) , an entity controlled by the Chief Executive Officer of the Company, to purchase all of the issued and outstanding stock of Kinetic. The fair value of the purchase consideration was estimated at $ 2,762 . The Company agreed to issue 306,749 shares of Series A common stock with a fair value of $ 2,738 and certain earn-outs of $ 24 based on the operating performance of the acquired business after the closing date. The earn-out was calculated based on the operating performance of the acquired business and the Company shall pay such earn-out for a period of three years from the acquisition date in cash and in restricted shares of the Company. During the year ended December 31, 2021, the Company finalized the purchase price allocation for its Kinetic acquisition. Accordingly, the Company recognized $ 1,600 as customer relationships intangibles, $ 1,579 as goodwill and $ 417 as deferred tax liabilities associated with this acquisition. The Company amortizes the customer relationships over 3 years. Prior to the acquisition, Kinetic was engaged in the business of marketing solutions focused on homeowners. Kinetic had homeowner data that the Company integrated with its proprietary data to enhance its business and therefore paid a premium to acquire Kinetic assets, which is represented as Goodwill in the above purchase price allocation. Goodwill acquired by the Company in its Kinetic acquisition is not deductible for tax purposes.

Acquisition Related Liabilities

Acquisition Related Liabilities	3 Months Ended
	Mar. 31, 2022
Acquisition Related Liabilities [Abstract]
Acquisition Related Liabilities	6. Acquisition Related Liabilities The following is a summary of acquisition related liabilities: eBay CRM Sizmek IgnitionOne Kinetic Vital Apptness ArcaMax Total Balance as of January 1, 2022 $ 8,000 $ 1,927 $ 1,360 $ 24 $ 2,840 $ 8,806 $ - $ 22,957 Additions — — — — — — 7,539 7,539 Payments made during the period — ( 1,625 ) — — ( 105 ) — — ( 1,730 ) Change in fair value of earn-out — 241 — 699 297 4,108 — 5,345 Balance as of March 31, 2022 $ 8,000 $ 543 $ 1,360 $ 723 $ 3,032 $ 12,914 $ 7,539 $ 34,111 The changes in the fair value of the acquisition related liabilities are included in other expenses on the condensed unaudited consolidated statements of operations and comprehensive loss. The Company is a party to a litigation matter in relation to certain acquisition related liabilities for its eBay CRM acquisition dated November 2, 2015. The Company has recorded a liability of $ 8,000 as of March 31, 2022 which is still being contested by the Company and in view of the numerous legal, technical and factual issues involved in these lawsuits, the Company may resolve the remaining liabilities in any amount higher or lower than the accruals. On March 10, 2022, the Company entered into a settlement agreement with the sellers of Sizmek to resolve the dispute related to the contingent purchase consideration payable in connection with the Sizmek acquisition made during the year ended December 31, 2019. As such, the Company agreed to pay $ 1,085 in cash and issue 100,000 shares of Class A common stock valued at $ 1,083 , of which $ 542 in cash was paid and 100,000 shares of Class A common stock were issued during the three months ended March 31, 2022 and the remaining $ 543 cash was paid on April 1, 2022 . As a result of this settlement, the Company accrued an additional liability of $ 241 during the three months ended March 31, 2022.

Credit Facilities

Credit Facilities	3 Months Ended
	Mar. 31, 2022
Line of Credit Facility [Abstract]
Credit Facilities	7. Credit Facilities The Company’s long-term borrowings are as follows: As of March 31, 2022 As of December 31, 2021 Credit facility $ 185,000 $ 185,000 Less: Unamortized deferred financing cost ( 1,302 ) ( 1,387 ) Long-term borrowings $ 183,698 $ 183,613 On February 3, 2021, the Company entered into a $ 222,500 Senior Secured Credit Facility (“Senior Secured Credit Facility”) with a syndicate of financial institutions and institutional lenders, which consists of (i) a $ 73,750 initial Revolving Facility, (ii) a $ 111,250 Term Facility, and (iii) a $ 37,500 in incremental Revolving Facility commitment. Out of the total available credit facility $ 36,094 remains undrawn as of March 31, 2022. In addition, the Company has an outstanding letter of credit amounting to $ 1,244 against the available revolving credit facility. The credit facility was fully secured by the financial institution with a first lien on the Company’s assets. Interest on the current outstanding balances is payable quarterly and calculated using a LIBOR rate of no lower than LIBOR+ 2.125 % and no higher than LIBOR+ 2.625 % based on the Company’s consolidated net leverage ratio stated in the credit agreement. The effective interest rate on this debt for the three months ended March 31, 2022 was 2.6 %. The extensions of credit may be used solely (a) to refinance existing indebtedness, (b) to pay any expenses associated with this line of credit agreement, (c) for acquisitions, and (d) for other general corporate purposes. The Company is required to repay the principal balance and any unpaid accrued interest on the Senior Secured Credit Facility on February 3, 2026 . During the three months ended March 31, 2022, the Company borrowed $ 1,406 against the revolver facility and repaid the same amount against the term loan under the credit facility. The initial debt issuance costs of $ 1,699 incurred in the form of the legal fee, underwriter’s fee, etc., are recognized as a reduction in long-term borrowings in the consolidated balance sheets, and are being amortized over the term of the contract on a straight-line basis. The Senior Secured Credit Facility contains certain financial maintenance covenants including consolidated net leverage ratio and consolidated fixed charge coverage ratio. In addition, this agreement contains restrictive covenants that may limit the Company’s ability to, among other things, acquire equity interests of the Company from its shareholders, repurchase / retire any of the Company’s securities, and pay dividends or distribute excess cash flow. Additionally, the Company is required to submit periodic financial covenant letters that would include current net leverage ratio and fixed charge coverage ratio, among others. As of March 31, 2022, the applicable total leverage ratio and fixed charge coverage ratio were 3.0 and 1.25 , respectively, and the Company was in compliance with these covenants. As of March 31, 2022, the repayment schedule for the long-term borrowings was as follows: As of March 31, 2022 Year ended December 31, Remaining nine months of 2022 $ 4,219 2023 11,250 2024 11,250 2025 16,875 2026 141,406 Total* $ 185,000 *Includes $ 7,031 repayable against the term loan facility within the twelve-month period ending March 31, 2023. The Company intends to draw against the available revolving facility to pay off term loan installments and therefore the total borrowings are included in “Long-term borrowings” on the condensed unaudited balance sheets as of March 31, 2022 .

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2022
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	8. Commitments and Contingencies (a) Purchase obligations The Company entered into non-cancellable vendor agreements to purchase services. As of March 31, 2022, the Company was party to outstanding purchase contracts as follows: As of March 31, 2022 Year Ended December 31, Remaining nine months of 2022 $ 16,396 2023 21,599 2024 19,329 2025 5,700 2026 1,425 Total $ 64,449 (b) Lease commitments The Company maintains leased offices in the United States of America, United Kingdom, India, Belgium and France. Deferred rent as of March 31, 2022 and December 31, 2021 was $ 2,813 and $ 2,508 , respectively for these leases and is included in other current liabilities and non-current liabilities on the condensed unaudited consolidated balance sheets. Commitments for the base rents are as follows: As of March 31, 2022 Year Ended December 31, Remaining nine months of 2022 $ 2,590 2023 2,423 2024 2,084 2025 1,864 2026 1,683 2027 and thereafter 3,485 Total $ 14,129 The Company is a party to various litigations and administrative proceedings related to claims arising from its operations in the ordinary course of business including in relation to certain contingent purchase price obligations noted above. The Company records provisions for losses when claims become probable, and the amounts are estimable. Although the outcome of these matters cannot be predicted with certainty, the Company’s management believes that the resolution of the matters will not have a material effect on the Company’s business, results of operations, financial condition, or cash flows.

Stock-Based Compensation

Stock-Based Compensation	3 Months Ended
	Mar. 31, 2022
Share-based Payment Arrangement [Abstract]
Stock-Based Compensation	9. Stock-Based Compensation Stock-based compensation plan In 2008, the Company adopted its 2008 Stock Option/Stock Issuance Plan and, in 2017, the Company adopted the Zeta Global Holdings Corp. 2017 Incentive Plan (collectively, the “Plans”). The Plans permitted the issuance of stock options, restricted stock and restricted stock units to employees, directors and officers, consultants or advisors and non-employee directors of the Company. Options granted under the Plans expire no later than ten years from the grant date. Prior to the IPO, the restricted stock and restricted stock units granted under the Plans generally did not vest until a change in control. Upon a change in control, restricted stock and restricted stock units vest as to 25 % of the shares with the balance of the shares vesting in equal quarterly installments following the change in control over the remainder of a five-year term from the original date of grant. The restricted stock and restricted stock units fully vest upon a change in control to the extent five years has passed from the original date of grant of the restricted stock or restricted stock units. Since the vesting of these awards was contingent upon the change of control event, which was not considered probable until it occurs, the Company did not record any stock-based compensation for such awards prior to the IPO, a change in control event. The stock-based compensation has been recognized following the vesting of restricted stock, restricted stock units and options as described below. In the past, the Company has cancelled certain restricted stock and in connection with such cancellation has issued restricted stock units to the holders of that restricted stock, with the same vesting conditions as the cancelled restricted stock. Restricted Stock and Restricted Stock Units As noted above, the Company’s restricted stock and restricted stock units granted prior to the IPO did not vest until a change of control. On March 24, 2021, the Company’s board of directors approved a modification in the vesting terms of its restricted stock and restricted stock unit awards. This modification was accounted for under the guidance in ASC 718-20-35-3. Given the vesting of the modified awards contained a performance condition associated with the IPO, the Company had determined that the modification was considered improbable-to-improbable under ASC 718-20-55-118 through 119. The restricted stock or restricted stock units that were tendered by the holders in the buy-back program for certain restricted stock and restricted stock units were liability classified and as such the expense related to these grants has been recognized based on the settlement price as of the date of IPO. In connection with the other holders, the Company will recognize compensation expense over the modified vesting terms, based on the fair value as of the date of modification. The portion of the awards subject to future service would remain classified as equity awards and expense would be recognized over the remaining future service period. During the three months ended March 31, 2022, the Company's board of directors approved to modify the vesting schedule of certain awards granted prior to the IPO. The modification will have an impact of accelerating the vesting of those grants such that certain grants that were scheduled to cliff vest in September and December of 2022, will now vest from July to December of 2022 in equal monthly instalments. The modification was accounted for in accordance with ASC 718-20-35-3. The impact of such modification did not have any material impact on the stock-based compensation during the three months ended March 31, 2022. The following is the activity of restricted stock and restricted stock units granted by the Company: Shares Weighted Average Non-vested as of January 1, 2022 65,208,870 $ 10.86 Granted (1) 4,227,869 10.29 Forfeited (2) ( 773,079 ) 10.73 Non-vested as of March 31, 2022 (3) 68,663,660 $ 10.83 (1) During the three months ended March 31, 2022, the Company granted 4,162,159 restricted stock and 65,710 restricted stock units to its employees and advisors. (2) During the three months ended March 31, 2022, the 717,505 restricted stock and 55,574 restricted stock units were forfeited. (3) Includes 47,962,958 unvested Class A restricted stock, 19,436,835 unvested Class B restricted stock and 1,263,867 unvested restricted stock units as of March 31, 2022. Stock options Following is the summary of transactions under the Company’s stock option plan: Number of Weighted Weighted Aggregate Outstanding options as of January 1, 2021 1,150,893 $ 3.61 5.31 $ 3.89 Exercised ( 31,985 ) 3.29 — — Forfeited ( 231,246 ) 3.96 — — Outstanding options as of December 31, 2021 887,662 $ 3.53 4.19 $ 5.28 Exercised ( 15,500 ) 4.21 — — Outstanding options as of March 31, 2022 872,162 $ 3.12 4.19 $ 9.63 The Company did no t grant any options during the three months ended March 31, 2022 and the year ended December 31, 2021. There was no unrecognized expense related to stock options as of March 31, 2022. Performance Stock Unit (“PSU”) Award On February 23, 2022, the Compensation Committee of the Board of Directors approved the grant of 1,979,500 PSUs under the Company’s 2021 Incentive Award Plan. Upon achievement of the conditions described below, the PSUs could result in the issuance of up to 7,438,500 shares of Class A common stock. Each PSU represents the right to receive shares of Class A common stock as set forth in the PSU grant agreement or, at the option of the Company, an equivalent amount of cash. Participants have no right to the distribution of any shares or payment of any cash until the time (if ever) the PSUs are earned and have vested. Each PSU provides for the right to receive a dividend equivalent to the value of any ordinary cash dividends paid on substantially all the outstanding shares of Class A common stock if the PSUs are earned and vested. The PSUs may be earned at the end of each fiscal quarter beginning with the three-month period ending on December 31, 2022 and ending with, and including, the three month period ending on December 31, 2026. Such number of shares of Class A common stock shall be earned as a percentage of the PSUs granted, as set forth in the table below, based on the 20-day volume-weighted average closing price per share (“VWAP”) for such quarter. The number of PSUs earned for such quarter shall be reduced by the number of PSUs, if any, earned in any prior quarter. 20 Day VWAP of Class A common Below $ 13.84 $ 13.84 $ 16.34 $ 18.84 $ 22.34 $ 25.34 $ 38.09 Percentage of target PSUs 0 % 25 % 50 % 100 % 150 % 200 % * * The percentage of target PSUs earned at $ 38.09 for each participant ranges between 300 % and 500 %. Earned PSUs vest in three equal annual installments, with the first installment vesting on the date the Company determines the number of PSUs that are eligible to vest for such quarter, and the second and third installments vesting on the first and second anniversaries of such determination date, subject to accelerated vesting in connection with certain qualifying terminations of employment or a change in control. Following is the summary of transactions under the Company’s PSU plan: Number of Weighted Average Outstanding as of January 1, 2022 1,500,000 $ 1.95 Granted 1,979,500 9.10 Outstanding as of March 31, 2022 3,479,500 $ 6.02 The Company engaged a third-party valuation firm to determine the estimated fair value of the PSUs using the Monte Carlo simulation method, which was determined as $ 9.10 per PSU issued during the three months ended March 31, 2022 using the following assumptions: As of March 31, 2022 Dividend yield 0.0 % Volatility 78.0 % Risk-free rate of interest * * For each simulation trial, the risk-free rate of interest was estimated based on the treasury securities with a similar term. During the three months ended March 31, 2022, the Company recognized an expense of $ 556 related to the target PSUs. 2021 Employee Stock Purchase Plan (“ESPP”) On July 28, 2021, the Compensation Committee of the Board of Directors approved the Company’s first offering period under the ESPP, which commenced on August 1, 2021 and ended November 30, 2021. Following the end of the first offering period, the ESPP shall have consecutive offering periods of approximately six months in length commencing each year on December 1 and June 1 and ending on each May 31 and November 30 occurring six months later, as applicable. During the three months ended March 31, 2022, the Company recognized an expense of $ 376 at a fair value of $ 3.39 per share related to enrollments resulting in approximately 225,253 shares of Class A common stock to be issued under the second offering period that commenced on December 1, 2021 and will end on May 31, 2022. Unrecognized compensation expense The Company has $ 518,403 of unrecognized compensation expense related to its 68,663,660 unvested restricted stock and restricted stock units, 3,479,500 performance stock units and 225,253 shares of Class A common stock to be issued under the ESPP. This unrecognized stock-based compensation will be recognized over a weighted average period of 1.24 years.

Stockholders' Equity

Stockholders' Equity	3 Months Ended
	Mar. 31, 2022
Stockholders' Equity Note [Abstract]
Stockholders' Equity	10. Stockholders’ Equity During the three months ended March 31, 2022, 1,000,000 shares of Class B common stock were automatically converted into 1,000,000 shares of Class A common stock upon transfer pursuant to the terms of our amended and restated certificate of incorporation. Further, during the three months ended March 31, 2022, the Company issued 926,785 shares of Class A common stock valued at $ 10,000 for its ArcaMax acquisition and 100,000 shares of Class A common stock valued at $ 1,083 to the sellers of Sizmek to resolve the dispute related to the contingent purchase consideration payable in connection with the Sizmek acquisition made during the year ended December 31, 2019.

Fair Value Disclosures

Fair Value Disclosures	3 Months Ended
	Mar. 31, 2022
Fair Value Disclosures [Abstract]
Fair Value Disclosures	11. Fair Value Disclosures Fair value is the price that would be received from the sale of an asset or paid to transfer a liability assuming an orderly transaction in the most advantageous market at the measurement date. U.S. GAAP establishes a hierarchical disclosure framework which prioritizes and ranks the level of observability of inputs used in measuring fair value. These tiers include Level 1, Level 2 and Level 3. Level 1 is defined as observable inputs such as quoted prices in active markets for identical assets; Level 2 is defined as observable inputs other than Level 1 prices such as quoted prices for similar assets; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and Level 3 is defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions. The following table represents the fair value of the financial instruments measured at fair value on a recurring basis: As of March 31, 2022 Level 1 Level 2 Level 3 Total Assets Cash and cash equivalents* $ 15,276 $ — $ — $ 15,276 Total assets measured at fair value $ 15,276 $ — $ — $ 15,276 Liabilities Acquisition-related liabilities — — $ 34,111 $ 34,111 Total liabilities measured at fair value $ — $ — $ 34,111 $ 34,111 As of December 31, 2021 Level 1 Level 2 Level 3 Total Assets Cash and cash equivalents* $ 8,564 $ — $ — $ 8,564 Total assets measured at fair value $ 8,564 $ — $ — $ 8,564 Liabilities Acquisition-related liabilities $ — $ — $ 22,957 $ 22,957 Total liabilities measured at fair value $ — $ — $ 22,957 $ 22,957 * Includes cash invested by the Company in certain money market accounts with a financial institution. The following table reconciles the changes in the fair value of the liabilities categorized within Level 3 of the fair value hierarchy for the three months ended March 31, 2022 and year ended December 31, 2021: Acquisition Balance as of January 1, 2022 $ 22,957 Additions, net of payments 5,809 Change in fair value 5,345 Balance as of March 31, 2022 $ 34,111 In connection with certain business combinations, the Company may owe additional purchase consideration (contingent consideration included in the acquisition-related liabilities) based on the financial performance of the acquired entities after their acquisition. The fair value of the contingent consideration was determined using an unobservable input such as projected revenues, collections of accounts receivables, etc. Changes in any of the assumptions related to the unobservable inputs identified above may change the fair value of the contingent consideration.

Related Party Transactions

Related Party Transactions	3 Months Ended
	Mar. 31, 2022
Related Party Transactions [Abstract]
Related Party Transactions	12. Related Party Transactions Casting Made Simple Corp. (“CMS”) is an entity owned by the Caivis Group (Company's Chief Executive Officer's owns Controlling interest in Caivis Group) and the Chief Executive Officer’s spouse. On December 28, 2018, the Company entered into an agreement with CMS to monetize traffic generated through websites owned by CMS and give a profit share to CMS. The Company recognized $ 47 and $ 96 for the three months ended March 31, 2022 and March 31, 2021, respectively as direct cost of revenues in the condensed unaudited consolidated statements of operations and comprehensive loss, representing the profit shared by the Company with CMS. As of March 31, 2022 and December 31, 2021, the Company had outstanding payables of $ 39 and $ 20 , respectively to CMS and included in the “accounts payable and accrued expenses” in the condensed unaudited consolidated balance sheets. Prior to acquisition, Kinetic Data Solutions, LLC (“Kinetic”) was an entity in which Caivis Group was the majority shareholder. On September 9, 2020, the Company entered into an agreement with Kinetic, wherein the Company appointed Kinetic as a reseller of its email marketing services to Kinetic’s customers. The Company recognized revenues of $ 129 during the three months ended March 31, 2021. There were no outstanding amounts from Kinetic as of March 31, 2022 and December 31, 2020.

Income Taxes

Income Taxes	3 Months Ended
	Mar. 31, 2022
Income Tax Disclosure [Abstract]
Income Taxes	13. Income Taxes The Company’s income tax provision consists of federal, foreign, and state taxes necessary to align the Company’s year-to-date tax provision with the annual effective rate that it expects to achieve for the full year. At each interim period, the Company updates its estimate of the annual effective tax rate and records cumulative adjustments as necessary. For the three months ended March 31, 2022, the Company recorded an income tax benefit of $ 2,599 . The effective tax rate for the three months ended March 31, 2022 was 3.5 % on a pre-tax loss of $ 74,636 . The effective tax rate differs from the U.S. statutory rate primarily related to limited tax benefit recorded for U.S. operating losses as the Company maintains a full valuation allowance against its U.S. deferred tax assets. For the three months ended March 31, 2021, the Company recorded an income tax benefit of $ 1,577 . The effective tax rate for the three months ended March 31, 2021 was 6.1 % on a pre-tax loss of $ 25,951 . The effective tax rate differs from the U.S. statutory rate primarily related to limited tax benefit recorded for U.S. operating losses as the Company maintains a full valuation allowance against its U.S. deferred tax assets. For the three months period ended March 31, 2021, the Company departed from the annual effective tax rate methodology and computed its income tax provision using a discrete method. The use of the discrete method was made in accordance with authoritative accounting guidance which allows for the use of a discrete method when there are significant changes to the projected annual effective tax rate as a result of minor adjustments to projected pre-tax earnings.

Net Loss Per Share Attributable

Net Loss Per Share Attributable to Common Stockholders	3 Months Ended
	Mar. 31, 2022
Earnings Per Share [Abstract]
Net Loss Per Share Attributable to Common Stockholders	14. Net Loss Per Share Attributable to Common Stockholders Basic net loss per share is computed using the two-class method, by dividing the net loss by the weighted-average number of shares of common stock of the Company outstanding during the period. Diluted net loss per share is computed by giving effect to all potential shares of common stock of the Company, including redeemable convertible preferred stock, outstanding stock options, warrants, to the extent dilutive, and reduced by the amount of cumulative dividends earned on the preferred shares. However, the unvested restricted stock, restricted stock units and performance stock units as of March 31, 2022 and 2021 of 72,143,160 and 71,490,707 respectively, are not considered as participating securities and are anti-dilutive and as such are excluded from the weighted average number of shares used for calculating basic and diluted net loss per share. Basic and diluted net loss per share was the same for each period presented as the inclusion of all potential shares of common stock of the Company outstanding would have been anti-dilutive. The following table sets forth the calculation of basic and diluted net loss per share attributable to common stockholders during the periods presented: Three months ended March 31, 2022 2021 Numerator: Net loss $ ( 72,037 ) $ ( 24,374 ) Cumulative redeemable convertible preferred stock dividends — 3,894 Numerator for Basic and Dilutive loss per share - loss $ ( 72,037 ) $ ( 28,268 ) Denominator: Class A common stock 116,232,110 — Class B common stock 17,852,593 — Series A common stock — 26,306,393 Series B common stock — 3,054,318 Warrants — 3,486,280 Denominator for Basic and Dilutive loss per share- 134,084,703 32,846,991 Basic loss per share $ ( 0.54 ) $ ( 0.86 ) Dilutive loss per share $ ( 0.54 ) $ ( 0.86 ) Since the Company was in a net loss position for all periods presented, basic loss per share calculation excludes redeemable convertible preferred stock as it does not participate in net losses of the Company. Additionally, net loss per share attributable to common shareholders was the same on a basic and diluted basis, as the inclusion of all potential common equivalent shares outstanding would have been anti-dilutive. Anti-dilutive weighted-average common equivalent shares were as follows: Three months ended March 31, 2022 2021 Options 880,846 912,198 Warrants - 1,973,763 Preferred stock - 39,223,194 Restricted stock and restricted stock units 67,499,127 — Performance stock units 2,291,800 —

Basis of Presentation and Sum_2

Basis of Presentation and Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2022
Accounting Policies [Abstract]
Principles of Consolidation	(a) Principles of Consolidation The accompanying condensed unaudited consolidated financial statements have been prepared by the Company in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial reporting and as required by Rule 10-01 of Regulation S-X. Accordingly, the condensed unaudited consolidated financial statements may not include all of the information and notes required by GAAP for audited financial statements. The year-end December 31, 2021 consolidated financial statements data included herein was derived from audited financial statements but does not include all disclosures required by GAAP for complete financial statements. In the opinion of the Company’s management, the accompanying condensed unaudited consolidated financial statements contain all adjustments, consisting of items of a normal and recurring nature, necessary to present fairly the Company’s financial position as of March 31, 2022, the results of operations, comprehensive (loss) / income, stockholders’ equity, and cash flows for the three-month period ended March 31, 2022 and 2021, respectively. The results of operations for the three-month period ended March 31, 2022 and 2021, respectively are not necessarily indicative of the results to be expected for the full year. The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts of assets and liabilities, and related disclosures, as of the date of the financial statements, and the amounts of revenues and expenses reported during the period. Actual results could differ from estimates. The accompanying condensed unaudited consolidated financial statements should be read in conjunction with the Company’s audited financial statements and the accompanying notes for the year ended December 31, 2021, which was included in Form 10-K filed with the SEC on February 25, 2022. The accompanying unaudited consolidated financial statements include the accounts of Zeta and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. The Company’s management considers events or transactions that occur after the balance sheet date but before the financial statements are issued to provide additional evidence relative to certain estimates or to identify matters that require additional disclosure. Subsequent events have been evaluated through the date of issuance of these financial statements (see Note 15 to the condensed unaudited consolidated financial statements below).
Revenue Recognition	(b) Revenue Recognition Revenue arises primarily from the Company’s technology platform via subscription fees, volume-based utilization fees and fees for professional services designed to maximize the customer usage of technology. Revenues are recognized when control of these services is transferred to the customers, in an amount that reflects the consideration that is expected to be entitled to an exchange for the services. Sales and other taxes collected by the Company in concurrence with the revenue-producing activities are excluded from revenues. The Company enters into certain contracts with its vendors that involve both the purchase and sale of services with a single counterparty. The Company assesses each contract to determine if the revenue and expense should be presented gross or net. The Company recognizes revenue for these contracts to the extent that SSP is established for distinct services provided. Contract assets and liabilities Contract assets represent revenue recognized for contracts that have not been invoiced to customers. Total contract assets were $ 2,445 and $ 2,286 as of March 31, 2022 and December 31, 2021, respectively, and are included in the account receivables, net, in the condensed unaudited consolidated balance sheets. Contract liabilities consists of deferred revenues that represent amounts billed to the customers in excess of the revenue recognized. Deferred revenues are subsequently recorded as revenues when earned in accordance with the Company’s revenue recognition policies. During the three months ended March 31, 2022 and 2021, the Company billed and collected $ 14,643 and $ 9,123 in advance, respectively and recognized $ 15,810 and $ 9,191 , respectively as revenues. As of March 31, 2022 and December 31, 2021, the deferred revenues are $ 5,699 and $ 6,866 , respectively. Remaining Performance Obligations Transaction price allocated to the remaining performance obligations represents contracted revenues that have not yet been recognized, which includes unearned revenues and unbilled amounts that will be recognized as revenues in future periods. Transaction price allocated to the remaining performance obligations is influenced by several factors, including seasonality, the timing of renewals, average contract terms and foreign currency exchange rates. Unbilled portions of the remaining performance obligations are subject to future economic risks including bankruptcies, regulatory changes and other market factors. The Company excludes amounts related to performance obligations that are billed and recognized as the services are provided. This primarily consists of professional services contracts that are on a time-and-materials basis. As of March 31, 2022, the Company's remaining performance obligation for the next twelve months and thereafter was $ 13,419 and $ 23,482 , respectively. Disaggregation of revenues from contract with customers The Company reports disaggregation of revenues based on primary geographical markets and delivery channels / platforms. Revenues by delivery channels / platforms are based on whether the customer requirements necessitate integration with platforms or delivery channels not owned by the Company. When the Company generates revenues entirely through the Company platform, the Company considers it to be Direct Platform Revenues. When the Company generates revenue by leveraging its platform’s integration with third parties, it is considered Integrated Platform Revenues. The following table summarizes disaggregation for the three months ended March 31, 2022 and 2021, respectively. Three months ended March 31 2022 2021 Direct platform revenues 81 % 74 % Integrated platform revenues 19 % 26 % Refer to the Company’s accounting policy on “Segments” below for more information about disaggregation based on primary geographical markets.
Stock-based compensation and other stock-based payments:	(c) Stock-based compensation and other stock-based payments: The measurement of stock-based compensation for all stock-based payment awards, including restricted stock, performance stock units (“PSUs”), shares purchased under its employee stock purchase plan and stock options granted to the employees, consultants or advisors and non-employee directors, is based on the estimated fair value of the awards on the date of grant or date of modification of such grants. The Company accounts for the modification to already issued awards as per guidance in ASC 718-20-35-3 (Refer note 9). The Company accounts for all stock options and restricted shares granted prior to the IPO using a fair value-based method. The fair value of each stock option granted to employees is estimated on the date of the grant using the Black-Scholes-Merton option pricing model, and the related stock-based compensation is recognized over the expected life of the option. The fair value of the restricted shares granted post-IPO is based on the Company’s closing stock price as of the day prior to the date of the grants. The Company accounts for the forfeitures, as they occur. Since the Company’s restricted stock and restricted stock units granted prior to the IPO had both a performance condition (i.e. change in control) and a service condition, the Company used the graded vesting attribution method to recognize the stock-based compensation. The Company has issued PSUs to certain employees during the three months ended March 31, 2022 and during the year ended December 31, 2021. The Company also adopted an ESPP plan during the year ended December 31, 2021 (Refer Note 9). The fair value of PSU awards was determined using the Monte Carlo simulation method and for ESPP using the Black-Scholes-Merton model, by a third-party valuation firm engaged by the Company. The Company recognizes the stock-based compensation related to these plans on a straight-line basis over the vesting terms associated with these plans.
Segments	(d) Segments The Company operates as one operating segment. Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the Chief Operating Decision Maker (“CODM”) in deciding how to allocate resources and in assessing performance. The Company’s CODM is the Chief Executive Officer. Since it operates as one operating segment, all required financial segment information can be found in the condensed unaudited consolidated financial statements. Revenues and long-lived assets by geographic region are based on the physical location of the customers being served or the assets and are as follows: Revenues by geographical region consisted of the following; Three months ended March 31 2022 2021 US $ 119,988 $ 93,252 International 6,280 8,211 Total revenues $ 126,268 $ 101,463 Total long-lived assets by geographical region consisted of the following; As of March 31, 2022 December 31, 2021 US $ 41,861 $ 43,023 International 742 645 Total long-lived assets $ 42,603 $ 43,668
Concentration of Credit Risk	(e) Concentration of Credit Risk No customer accounted for more than 10 % of the Company’s total revenues during the three months ended March 31, 2022 and 2021. Financial instruments that potentially subject the Company to concentration risk consist primarily of accounts receivable from customers. As of March 31, 2022 and December 31, 2021, respectively, there was no customer that represented more than 10 % of accounts receivables balance as of that date. The Company continuously monitors whether there is an expected credit loss arising from customers, and as of March 31, 2022 and the year ended December 31, 2021, no provision was warranted or recorded.
New accounting pronouncements Recently adopted	Recently adopted: In May 2021, the FASB issued ASU No. 2021-04 Earnings Per Share (Topic 260), Debt-Modifications and Extinguishments (Subtopic 470-50), Compensation- Stock Compensation (Topic 718), and Derivatives and Hedging- Contracts in Entity’s Own Equity (Subtopic 815-40)- Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options (“ASU 2021-04”). This amendment provides that for an entity that presents earnings per share (EPS) in accordance with Topic 260, the effects of a modification or an exchange of a freestanding equity-classified written call option that is recognized as a dividend should be an adjustment to net income (or net loss) in the basic EPS calculation. These amendments also require that an entity apply the guidance in Subtopic 470-50 to a modification or an exchange of a freestanding equity-classified written call option that is a part of or directly related to a modification or an exchange of an existing debt. An entity should recognize the effect of a modification or an exchange of a freestanding equity-classified written call option to compensate for goods or services in accordance with the guidance in Topic 718, Compensation—Stock Compensation. This update was effective for all entities for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. The Company adopted ASU 2021-04 on January 01, 2022 . The adoption of this standard did no t have any material impact on the Company's condensed unaudited consolidated financial statements.
New accounting pronouncements Not yet adopted	Not yet adopted: In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842),” (“ASU 2016-02”). The standard establishes a ROU model that requires a lessee to recognize a right of use (“ROU”) asset and a lease liability on the balance sheet for all leases with a term longer than 12 months (based on the practical expedient provided in the ASU that allows 12 months or less not to be presented on the balance sheet) and requires the disclosure of key information about leasing arrangements. Leases are classified as finance or operating, with classification affecting the subsequent expense pattern and presentation of expense recognition in the income statement. Subsequently, the FASB issued the following standards related to ASU 2016-02: ASU 2018-01, “Land Easement Practical Expedient for Transition to Topic 842”, ASU 2018-10, “Codification Improvements to Topic 842, Leases”, ASU 2018-11, “Leases (Topic 842): Targeted Improvements” (“ASU 2018-11”), ASU 2018-20, “Narrow-Scope Improvements for Lessors” and ASU 2019-01, “Leases (Topic 842): Codification Improvements”, which provided additional guidance and clarity to ASU 2016-02 (collectively, the “Lease Standard”). In 2021, the FASB further released ASU No. 2021-05, Leases (Topic 842) – Lessors – Certain Leases with Variable Lease Payments (“ASU 2021-05”), ASU No. 2021-09, Leased (Topic 842)- Discount Rate for Lessees That Are Not Public Business Entities (“non-PBE”) (“ASU 2021-09”). As per ASU 2020-05, issued by FASB, the new guidance is applicable to a non-PBE from fiscal year beginning after December 15, 2021 and interim periods beginning after December 15, 2022. As of December 31, 2021, the Company holds emerging growth company status, as such it is permitted to use non-PBE adoption of ASC 842 and therefore will present the impact of the new guidance in its annual statement as of December 31, 2022 and interim statements thereafter. The Company is currently in the process of evaluating the impact of ASC 842 adoption will have on its consolidated financial statements and related disclosures. In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments,” which was subsequently amended in November 2018 through ASU No. 2018-19, “Codification Improvements to Topic 326, Financial Instruments—Credit Losses.” ASU No. 2016-13 will require entities to estimate lifetime expected credit losses for trade and other receivables, net investments in leases, financing receivables, debt securities and other instruments, which will result in earlier recognition of credit losses. Further, the new credit loss model will affect how entities in all industries estimate their allowance for losses for receivables that are current with respect to their payment terms. ASU No. 2018-19 further clarifies that receivables arising from operating leases are not within the scope of Topic 326. Instead, impairment from receivables of operating leases should be accounted for in accordance with Topic 842, Leases. As per the latest ASU 2020-02, FASB deferred the timelines for certain small public and private entities, thus the new guidance will be adopted by the Company for the annual reporting period beginning January 1, 2023, including interim periods within that annual reporting period. The standard will apply as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is adopted. The Company does not expect adoption of this new guidance to have a material impact on its results of operations, financial condition, and financial statement disclosures. In March 2020, the FASB issued ASU No. 2020-04 Reference Rate Reform (Topic 848) Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“ASU 2020-04”). ASU 2020-04 provides optional expedients and exceptions for applying generally accepted accounting principles (GAAP) to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. In January 2021, the FASB issued ASU No. 2021-01 Reference Rate Reform (Topic 848) (“ASU 2021-01)”. The amendments in this update clarify that certain optional expedients and exceptions in Topic 848 for contract modifications and hedge accounting apply to derivatives that are affected by the discounting transition. The ASU may be applied through December 31, 2022. The Company is currently evaluating additional impacts this ASU will have on its consolidated financial statements and related disclosures. In October 2021, the FASB released ASU No.2021-08, Business Combinations (Topic 805)- Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. The amendments in this update require that an entity (acquirer) recognize, and measure contract assets and contract liabilities acquired in a business combination in accordance with Topic 606. At the acquisition date, an acquirer should account for the related revenue contracts in accordance with Topic 606 as if it had originated the contracts. For public business entities, the amendments in this update are effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years and require application of the new accounting guidance at the beginning of the earliest comparative period presented in the year of adoption, however early adoption is permitted. The Company is currently evaluating additional impacts this ASU will have on its consolidated financial statements and related disclosures.

Basis of Presentation and Sum_3

Basis of Presentation and Summary of Significant Accounting Policies (Tables)	3 Months Ended
	Mar. 31, 2022
Accounting Policies [Abstract]
Summary of Disaggregation of Revenue	The following table summarizes disaggregation for the three months ended March 31, 2022 and 2021, respectively. Three months ended March 31 2022 2021 Direct platform revenues 81 % 74 % Integrated platform revenues 19 % 26 %
Schedule of Revenues and Long-Lived Assets by Geographic Region are Based on the Physical Location of the Customers Being Served or the Assets	Revenues by geographical region consisted of the following; Three months ended March 31 2022 2021 US $ 119,988 $ 93,252 International 6,280 8,211 Total revenues $ 126,268 $ 101,463 Total long-lived assets by geographical region consisted of the following; As of March 31, 2022 December 31, 2021 US $ 41,861 $ 43,023 International 742 645 Total long-lived assets $ 42,603 $ 43,668

Intangible Assets (Tables)

Intangible Assets (Tables)	3 Months Ended
	Mar. 31, 2022
Intangible Assets Disclosure [Abstract]
Summary of Intangible Assets and Related Accumulated Amortization	The details of intangible assets and related accumulated amortization are set forth below: As of March 31, 2022 As of December 31, 2021 Gross Accumulated Net Gross Accumulated Net Data supply relationships $ 12,891 $ 2,949 $ 9,942 $ 8,750 $ 1,875 $ 6,875 Tradenames 2,720 2,302 418 2,720 2,171 549 Completed technologies 28,792 18,813 9,979 23,092 17,568 5,524 Customer relationships 71,099 41,346 29,753 65,999 37,984 28,015 Total intangible assets $ 115,502 $ 65,410 $ 50,092 $ 100,561 $ 59,598 $ 40,963
Summary of Total Estimated Future Amortization Expense	Based on the amount of intangible assets subject to amortization, the Company’s estimated future amortization expense over the next five years and beyond are as follows: As of March 31, 2022 Year ended December 31, Remaining nine months of 2022 $ 16,086 2023 12,966 2024 8,505 2025 4,574 2026 4,161 2027 and thereafter 3,800 Total $ 50,092

Goodwill (Tables)

Goodwill (Tables)	3 Months Ended
	Mar. 31, 2022
Goodwill Disclosure [Abstract]
Summary of Goodwill	Following is a summary of the carrying value of goodwill: Balance as of January 1, 2022 $ 114,509 Acquisition of ArcaMax 18,548 Foreign currency translation ( 8 ) Balance as of March 31, 2022 $ 133,049

Acquisition Related Liabiliti_2

Acquisition Related Liabilities (Tables)	3 Months Ended
	Mar. 31, 2022
Acquisition Related Liabilities [Abstract]
Schedule of Acquisition Related Liabilities	The following is a summary of acquisition related liabilities: eBay CRM Sizmek IgnitionOne Kinetic Vital Apptness ArcaMax Total Balance as of January 1, 2022 $ 8,000 $ 1,927 $ 1,360 $ 24 $ 2,840 $ 8,806 $ - $ 22,957 Additions — — — — — — 7,539 7,539 Payments made during the period — ( 1,625 ) — — ( 105 ) — — ( 1,730 ) Change in fair value of earn-out — 241 — 699 297 4,108 — 5,345 Balance as of March 31, 2022 $ 8,000 $ 543 $ 1,360 $ 723 $ 3,032 $ 12,914 $ 7,539 $ 34,111

Credit Facilities (Tables)

Credit Facilities (Tables)	3 Months Ended
	Mar. 31, 2022
Line of Credit Facility [Abstract]
Schedule Of Long-Term Borrowings	The Company’s long-term borrowings are as follows: As of March 31, 2022 As of December 31, 2021 Credit facility $ 185,000 $ 185,000 Less: Unamortized deferred financing cost ( 1,302 ) ( 1,387 ) Long-term borrowings $ 183,698 $ 183,613
Summary of Maturities of Long-term Debt	As of March 31, 2022, the repayment schedule for the long-term borrowings was as follows: As of March 31, 2022 Year ended December 31, Remaining nine months of 2022 $ 4,219 2023 11,250 2024 11,250 2025 16,875 2026 141,406 Total* $ 185,000 *Includes $ 7,031 repayable against the term loan facility within the twelve-month period ending March 31, 2023. The Company intends to draw against the available revolving facility to pay off term loan installments and therefore the total borrowings are included in “Long-term borrowings” on the condensed unaudited balance sheets as of March 31, 2022 .

Commitments and Contingencies (

Commitments and Contingencies (Tables)	3 Months Ended
	Mar. 31, 2022
Commitments and Contingencies Disclosure [Abstract]
Summary of Long-term Purchase Commitment	The Company entered into non-cancellable vendor agreements to purchase services. As of March 31, 2022, the Company was party to outstanding purchase contracts as follows: As of March 31, 2022 Year Ended December 31, Remaining nine months of 2022 $ 16,396 2023 21,599 2024 19,329 2025 5,700 2026 1,425 Total $ 64,449
Schedule of Commitments For The Base Rents	Commitments for the base rents are as follows: As of March 31, 2022 Year Ended December 31, Remaining nine months of 2022 $ 2,590 2023 2,423 2024 2,084 2025 1,864 2026 1,683 2027 and thereafter 3,485 Total $ 14,129

Stock-Based Compensation (Table

Stock-Based Compensation (Tables)	3 Months Ended
	Mar. 31, 2022
Share-based Payment Arrangement [Abstract]
Summary of The Activity of Restricted Stock And Restricted Stock Units Granted By The Company	The following is the activity of restricted stock and restricted stock units granted by the Company: Shares Weighted Average Non-vested as of January 1, 2022 65,208,870 $ 10.86 Granted (1) 4,227,869 10.29 Forfeited (2) ( 773,079 ) 10.73 Non-vested as of March 31, 2022 (3) 68,663,660 $ 10.83 (1) During the three months ended March 31, 2022, the Company granted 4,162,159 restricted stock and 65,710 restricted stock units to its employees and advisors. (2) During the three months ended March 31, 2022, the 717,505 restricted stock and 55,574 restricted stock units were forfeited. (3) Includes 47,962,958 unvested Class A restricted stock, 19,436,835 unvested Class B restricted stock and 1,263,867 unvested restricted stock units as of March 31, 2022.
Summary of Transaction under the Company Stock Option Plan	Following is the summary of transactions under the Company’s stock option plan: Number of Weighted Weighted Aggregate Outstanding options as of January 1, 2021 1,150,893 $ 3.61 5.31 $ 3.89 Exercised ( 31,985 ) 3.29 — — Forfeited ( 231,246 ) 3.96 — — Outstanding options as of December 31, 2021 887,662 $ 3.53 4.19 $ 5.28 Exercised ( 15,500 ) 4.21 — — Outstanding options as of March 31, 2022 872,162 $ 3.12 4.19 $ 9.63
Summary of Share-based Compensation Arrangements by Share-based Payment Award	20 Day VWAP of Class A common Below $ 13.84 $ 13.84 $ 16.34 $ 18.84 $ 22.34 $ 25.34 $ 38.09 Percentage of target PSUs 0 % 25 % 50 % 100 % 150 % 200 % * * The percentage of target PSUs earned at $ 38.09 for each participant ranges between 300 % and 500 %.
Summary of Performance Stock Unit Award Activity	Following is the summary of transactions under the Company’s PSU plan: Number of Weighted Average Outstanding as of January 1, 2022 1,500,000 $ 1.95 Granted 1,979,500 9.10 Outstanding as of March 31, 2022 3,479,500 $ 6.02
Share Based Compensation Performance Shares Award Valuation Assumptions	As of March 31, 2022 Dividend yield 0.0 % Volatility 78.0 % Risk-free rate of interest * * For each simulation trial, the risk-free rate of interest was estimated based on the treasury securities with a similar term.

Fair Value Disclosures (Tables)

Fair Value Disclosures (Tables)	3 Months Ended
	Mar. 31, 2022
Fair Value Disclosures [Abstract]
Summary of Financial Instruments Measured At Fair Value On a Recurring Basis	The following table represents the fair value of the financial instruments measured at fair value on a recurring basis: As of March 31, 2022 Level 1 Level 2 Level 3 Total Assets Cash and cash equivalents* $ 15,276 $ — $ — $ 15,276 Total assets measured at fair value $ 15,276 $ — $ — $ 15,276 Liabilities Acquisition-related liabilities — — $ 34,111 $ 34,111 Total liabilities measured at fair value $ — $ — $ 34,111 $ 34,111 As of December 31, 2021 Level 1 Level 2 Level 3 Total Assets Cash and cash equivalents* $ 8,564 $ — $ — $ 8,564 Total assets measured at fair value $ 8,564 $ — $ — $ 8,564 Liabilities Acquisition-related liabilities $ — $ — $ 22,957 $ 22,957 Total liabilities measured at fair value $ — $ — $ 22,957 $ 22,957 * Includes cash invested by the Company in certain money market accounts with a financial institution.
Summary of Reconciliations of Changes In The Fair Value of The Liabilities	The following table reconciles the changes in the fair value of the liabilities categorized within Level 3 of the fair value hierarchy for the three months ended March 31, 2022 and year ended December 31, 2021: Acquisition Balance as of January 1, 2022 $ 22,957 Additions, net of payments 5,809 Change in fair value 5,345 Balance as of March 31, 2022 $ 34,111

Net Loss Per Share Attributab_2

Net Loss Per Share Attributable to Common Stockholders (Tables)	3 Months Ended
	Mar. 31, 2022
Earnings Per Share [Abstract]
Summary of basic and diluted net loss per share	The following table sets forth the calculation of basic and diluted net loss per share attributable to common stockholders during the periods presented: Three months ended March 31, 2022 2021 Numerator: Net loss $ ( 72,037 ) $ ( 24,374 ) Cumulative redeemable convertible preferred stock dividends — 3,894 Numerator for Basic and Dilutive loss per share - loss $ ( 72,037 ) $ ( 28,268 ) Denominator: Class A common stock 116,232,110 — Class B common stock 17,852,593 — Series A common stock — 26,306,393 Series B common stock — 3,054,318 Warrants — 3,486,280 Denominator for Basic and Dilutive loss per share- 134,084,703 32,846,991 Basic loss per share $ ( 0.54 ) $ ( 0.86 ) Dilutive loss per share $ ( 0.54 ) $ ( 0.86 )
Schedule of Anti-Dilutive Common Equivalent Shares	Anti-dilutive weighted-average common equivalent shares were as follows: Three months ended March 31, 2022 2021 Options 880,846 912,198 Warrants - 1,973,763 Preferred stock - 39,223,194 Restricted stock and restricted stock units 67,499,127 — Performance stock units 2,291,800 —

Organization and Background - A

Organization and Background - Additional Information (Detail) - USD ($)	Jun. 14, 2021	Mar. 31, 2022	Dec. 31, 2021
Product Information [Line Items]
Other offering costs and reimbursements	$ 6,200,000
Preferred stock, shares authorized		200,000,000
Preferred stock par value		$ 0.001
Common Class A [Member]
Product Information [Line Items]
Common stock, shares authorized		3,750,000,000	3,750,000,000
Common stock, par or stated value per share		$ 0.001	$ 0.001
Common stock, shares outstanding	152,270,401	165,461,786	159,974,847
Stock issued during period, shares conversion of units		73,813,713
Share issued in exercise of warrants		8,360,331
Common Class A [Member] | Co-Founder and Chief Executive Officer [Member]
Product Information [Line Items]
Shares issued in connection with an agreement (in shares)		39,463,787
Common Class B [Member]
Product Information [Line Items]
Common stock, shares authorized		50,000,000	50,000,000
Common stock, par or stated value per share		$ 0.001	$ 0.001
Common stock, shares outstanding	37,856,095	36,856,095	37,856,095
Shares repurchased (in shares)		2,307,692
Convertible Preferred Stock [Member]
Product Information [Line Items]
Preferred stock, shares outstanding		39,223,194
Series A Common Stock [Member]
Product Information [Line Items]
Reclassification of temporary to permanent equity		26,722,208
Series B Common Stock [Member]
Product Information [Line Items]
Reclassification of temporary to permanent equity		3,054,318
Restricted Series A Common Stock [Member]
Product Information [Line Items]
Shares repurchased (in shares)		4,138,866
Reclassification of temporary to permanent equity		70,108,628
Restricted Series A Common Stock Repurchased [Member]
Product Information [Line Items]
Shares issued in connection with an agreement (in shares)		4,138,866
Restricted Class B Shares Repurchased [Member]
Product Information [Line Items]
Shares issued in connection with an agreement (in shares)		540,000
Restricted Stock [Member] | Tax Withholding Repurchase [Member]
Product Information [Line Items]
Stock redeemed or called during period, shares		92,671
Restricted Stock [Member] | Tax Withholding Repurchase [Member] | Common Class A [Member]
Product Information [Line Items]
Stock repurchase program, number of shares authorized to be repurchased		1,799,650
Restricted Stock [Member] | Tax Withholding Repurchase [Member] | Common Class B [Member]
Product Information [Line Items]
Stock repurchase program, number of shares authorized to be repurchased		197,490
Restricted Stock [Member] | Class A Stock Repurchase [Member] | Common Class A [Member]
Product Information [Line Items]
Stock repurchase program, number of shares authorized to be repurchased		2,158,027
Number of restricted units		88,518
Restricted Stock [Member] | Class B Stock Repurchase [Member] | Common Class B [Member]
Product Information [Line Items]
Stock repurchase program, number of shares authorized to be repurchased		1,767,692
Stock redeemed or called during period, shares		342,510
IPO [Member]
Product Information [Line Items]
Stock issued during the period shares	14,773,939
Sale of stock issue price per share	$ 10
Proceeds from initial public offering	$ 132,700,000
IPO [Member] | Restricted Series A Common Stock [Member]
Product Information [Line Items]
Shares Vested		8,734,893

Basis of Presentation and Sum_4

Basis of Presentation and Summary of Significant Accounting Policies - Additional Information (Detail) $ in Thousands	3 Months Ended		12 Months Ended
	Mar. 31, 2022USD ($)Segment	Mar. 31, 2021USD ($)	Dec. 31, 2021USD ($)
Accounting Policies [Line Items]
Contract assets	$ 2,445		$ 2,286
Amount billed and collected in advance	14,643	$ 9,123
Revenue recognised out of advance receipt	15,810	$ 9,191
Deferred revenue	$ 5,699		$ 6,866
Number of operating segments | Segment	1
Concentration risk percentage	10.00%	10.00%
Accounts Receivable [Member]
Accounting Policies [Line Items]
Concentration risk percentage	10.00%		10.00%
Accounting Standards Update 2021-04 [Member]
Accounting Policies [Line Items]
Change in accounting principle, accounting standards update, adopted	true
Change in accounting principle, accounting standards update, adoption date	Jan. 1, 2022
Change in accounting principle, accounting standards update, immaterial effect	true

Basis of Presentation and Sum_5

Basis of Presentation and Summary of Significant Accounting Policies - Additional Information 1 (Details) $ in Thousands	Mar. 31, 2022USD ($)
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-04-01
Accounting Policies [Line Items]
Revenue, remaining performance obligation, amount	$ 13,419
Revenue, remaining performance obligation, expected timing of satisfaction, period	9 months
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01
Accounting Policies [Line Items]
Revenue, remaining performance obligation, amount	$ 23,482
Revenue, remaining performance obligation, expected timing of satisfaction, period

Basis of Presentation and Sum_6

Basis of Presentation and Summary of Significant Accounting Policies - Summary of Disaggregation of Revenue (Detail) - Revenue, Product and Service Benchmark [Member] - Product Concentration Risk [Member]	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Direct Platform Revenues [Member]
Disaggregation of Revenue [Line Items]
Revenues	81.00%	74.00%
Integrated Platform Revenues [Member]
Disaggregation of Revenue [Line Items]
Revenues	19.00%	26.00%

Basis of Presentation and Sum_7

Basis of Presentation and Summary of Significant Accounting Policies - Schedule of Revenues and Long-lived Assets by Geographic Region are Based on the Physical Location of the Customers Being Served or the Assets (Detail) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2021
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues	$ 126,268	$ 101,463
Operating Segments [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues	126,268	101,463
Long-lived assets	42,603		$ 43,668
Operating Segments [Member] | US [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues	119,988	93,252
Long-lived assets	41,861		43,023
Operating Segments [Member] | International [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues	6,280	$ 8,211
Long-lived assets	$ 742		$ 645

Intangible Assets - Summary of

Intangible Assets - Summary of Intangible Assets and Related Accumulated Amortization (Detail) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Finite-Lived Intangible Assets [Line Items]
Gross value	$ 115,502	$ 100,561
Accumulated amortization	65,410	59,598
Total	50,092	40,963
Data supply relationships
Finite-Lived Intangible Assets [Line Items]
Gross value	12,891	8,750
Accumulated amortization	2,949	1,875
Total	9,942	6,875
Trade names
Finite-Lived Intangible Assets [Line Items]
Gross value	2,720	2,720
Accumulated amortization	2,302	2,171
Total	418	549
Completed technologies
Finite-Lived Intangible Assets [Line Items]
Gross value	28,792	23,092
Accumulated amortization	18,813	17,568
Total	9,979	5,524
Customer relationships
Finite-Lived Intangible Assets [Line Items]
Gross value	71,099	65,999
Accumulated amortization	41,346	37,984
Total	$ 29,753	$ 28,015

Intangible Assets - Additional

Intangible Assets - Additional Information (Detail) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Intangible Assets Disclosure [Abstract]
Amortization expense	$ 5,812	$ 4,080
Weighted average useful life of the unamortized intangibles	3 years 9 months 29 days

Intangible Assets - Summary o_2

Intangible Assets - Summary of Total Estimated Future Amortization Expense (Detail) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract]
Remaining nine months of 2022	$ 16,086
2023	12,966
2024	8,505
2025	4,574
2026	4,161
2027 and thereafter	3,800
Total	$ 50,092	$ 40,963

Goodwill - Summary of Goodwill

Goodwill - Summary of Goodwill (Detail) $ in Thousands	3 Months Ended
	Mar. 31, 2022USD ($)
Goodwill [Line Items]
Balance as of January 1, 2022	$ 114,509
Foreign currency translation	(8)
Balance as of March 31, 2022	133,049
ArcaMax [Member]
Goodwill [Line Items]
Acquisition	$ 18,548

Acquisitions - Additional Infor

Acquisitions - Additional Information (Detail) $ in Thousands	Mar. 11, 2022USD ($)shares	Mar. 03, 2021USD ($)shares	Mar. 01, 2021USD ($)shares	Oct. 31, 2021USD ($)shares	Mar. 31, 2022USD ($)Newsletter	Mar. 31, 2021USD ($)	Dec. 31, 2021USD ($)	Oct. 01, 2021USD ($)
Business Acquisition, Date of Acquisition Agreement
Recognized of customer relationships as goodwill					$ 133,049		$ 114,509
Acquisition related expenses					$ 344	$ 707
Kinetic Data Solutions, LLC [Member]
Business Acquisition, Date of Acquisition Agreement
Business combination, purchase consideration			$ 2,762
Recognized of customer relationships intangibles			1,600
Recognized of customer relationships as goodwill			1,579
Recognized customer relationships as deferred tax liabilities			$ 417
Date of agreement			Mar. 1, 2021
Name of acquired entity			Kinetic Data Solutions, LLC (“Kinetic”)
Earnouts based on the operating performance			$ 24
Kinetic Data Solutions, LLC [Member] | Customer Relationships [Member]
Business Acquisition, Date of Acquisition Agreement
Finite lived intangible assets useful lives			3 years
Kinetic Data Solutions, LLC [Member] | Series A Common Stock [Member]
Business Acquisition, Date of Acquisition Agreement
Business acquisition, number of shares | shares			306,749
Business combination, fair value			$ 2,738
Vital Digital, Corp [Member]
Business Acquisition, Date of Acquisition Agreement
Business combination, purchase consideration		$ 8,950
Recognized of customer relationships intangibles		5,630
Recognized of customer relationships as goodwill		4,736
Recognized customer relationships as deferred tax liabilities		$ 1,465
Date of agreement		Mar. 3, 2021
Name of acquired entity		Vital Digital, Corp (“Vital”)
Earnouts based on the operating performance		$ 2,262
Business combination, cash holdback		578
Other net assets		49
Payments to acquire businesses in cash		$ 3,400
Vital Digital, Corp [Member] | Customer Relationships [Member]
Business Acquisition, Date of Acquisition Agreement
Finite lived intangible assets useful lives		3 years
Vital Digital, Corp [Member] | Series A Common Stock [Member]
Business Acquisition, Date of Acquisition Agreement
Business acquisition, number of shares | shares		306,748
Business combination, fair value		$ 2,710
Apptness Media Group, LLC
Business Acquisition, Date of Acquisition Agreement
Recognized of customer relationships intangibles								$ 13,530
Recognized of customer relationships as goodwill								31,765
Finite lived intangible assets useful lives				6 years 3 months 21 days
Acquisition related expenses				$ 153
Date of agreement				Sep. 30, 2021
Name of acquired entity				Apptness
Payments made during the year				$ 17,934
Earnouts based on the operating performance								7,748
Business combination, cash holdback								1,396
Apptness Media Group, LLC | Developed Technology [Member]
Business Acquisition, Date of Acquisition Agreement
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment								2,740
Apptness Media Group, LLC | Database [Member]
Business Acquisition, Date of Acquisition Agreement
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment								60
Apptness Media Group, LLC | Property, Plant and Equipment, Other Types [Member]
Business Acquisition, Date of Acquisition Agreement
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment								$ 1,983
Apptness Media Group, LLC | Series A Common Stock [Member]
Business Acquisition, Date of Acquisition Agreement
Business acquisition, number of shares | shares				3,924,914
Business combination, fair value				$ 23,000
ArcaMax Publishing, Inc [Member]
Business Acquisition, Date of Acquisition Agreement
Business combination, purchase consideration	$ 26,925
Recognized of customer relationships intangibles	5,100
Recognized of customer relationships as goodwill	18,548
Recognized customer relationships as deferred tax liabilities	$ 2,810
Finite lived intangible assets useful lives	5 years
Acquisition related expenses	$ 344
Business combination number of interest based newsletters to consumer | Newsletter					400
Date of agreement	Mar. 11, 2022
Name of acquired entity	ArcaMax Publishing, Inc., (“ArcaMax”)
Payments made during the year	$ 9,322
Earnouts based on the operating performance	6,577
Business combination, cash holdback	962
Business combination working capital adjustment	64
Other net assets	387
ArcaMax Publishing, Inc [Member] | Completed Technologies [Member]
Business Acquisition, Date of Acquisition Agreement
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment	$ 5,700
ArcaMax Publishing, Inc [Member] | Series A Common Stock [Member]
Business Acquisition, Date of Acquisition Agreement
Business acquisition, number of shares | shares	926,785
Business combination, fair value	$ 10,000

Acquisition Related Liabiliti_3

Acquisition Related Liabilities - Schedule of Acquisition Related Liabilities (Detail) $ in Thousands	3 Months Ended
	Mar. 31, 2022USD ($)
Schedule of acquisition related liabilities [Line Items]
Balance as of January 1, 2022	$ 22,957
Additions	7,539
Payments made during the year	(1,730)
Change in fair value of earn-out	5,345
Balance as of March 31, 2022	34,111
eBay CRM [Member]
Schedule of acquisition related liabilities [Line Items]
Balance as of January 1, 2022	8,000
Balance as of March 31, 2022	8,000
Sizmek [Member]
Schedule of acquisition related liabilities [Line Items]
Balance as of January 1, 2022	1,927
Additions	241
Payments made during the year	(1,625)
Change in fair value of earn-out	241
Balance as of March 31, 2022	543
IgnitionOne [Member]
Schedule of acquisition related liabilities [Line Items]
Balance as of January 1, 2022	1,360
Balance as of March 31, 2022	1,360
Kinetic Data Solutions, LLC [Member]
Schedule of acquisition related liabilities [Line Items]
Balance as of January 1, 2022	24
Change in fair value of earn-out	699
Balance as of March 31, 2022	723
Vital Digital, Corp [Member]
Schedule of acquisition related liabilities [Line Items]
Balance as of January 1, 2022	2,840
Payments made during the year	(105)
Change in fair value of earn-out	297
Balance as of March 31, 2022	3,032
Apptness Media Group, LLC [Member]
Schedule of acquisition related liabilities [Line Items]
Balance as of January 1, 2022	8,806
Change in fair value of earn-out	4,108
Balance as of March 31, 2022	12,914
ArcaMax [Member]
Schedule of acquisition related liabilities [Line Items]
Additions	7,539
Balance as of March 31, 2022	$ 7,539

Acquisition Related Liabiliti_4

Acquisition Related Liabilities - Additional Information (Detail) - USD ($) $ in Thousands	Apr. 01, 2022	Mar. 31, 2022	Dec. 31, 2019
Schedule of acquisition related liabilities [Line Items]
Additions		$ 7,539
eBay CRM [Member]
Schedule of acquisition related liabilities [Line Items]
Business combination liabilities from contingencies		8,000
Sizmek [Member]
Schedule of acquisition related liabilities [Line Items]
Additions		241
Cash consideration		$ 542
Sizmek [Member] | Subsequent Event [Member]
Schedule of acquisition related liabilities [Line Items]
Cash consideration	$ 543
Sizmek [Member] | Class A Common Stock
Schedule of acquisition related liabilities [Line Items]
Business combination final contingent consideration payable in cash			$ 1,085
Business combination, fair value			$ 1,083
Business combination, number of shares		100,000	100,000
Business combination contingent consideration equity interests issuable shares			100,000

Credit Facilities - Summary of

Credit Facilities - Summary of Long-Term Borrowings (Detail) - USD ($) $ in Thousands		Mar. 31, 2022	Dec. 31, 2021
Line of Credit Facility [Line Items]
Total borrowings	[1]	$ 185,000
Less:Unamortized deferred financing cost		(1,302)	$ (1,387)
Long term borrowings		183,698	183,613
Credit facility [Member]
Line of Credit Facility [Line Items]
Total borrowings		$ 185,000	$ 185,000
[1]	*Includes $ 7,031 repayable against the term loan facility within the twelve-month period ending March 31, 2023. The Company intends to draw against the available revolving facility to pay off term loan installments and therefore the total borrowings are included in “Long-term borrowings” on the condensed unaudited balance sheets as of March 31, 2022

Credit Facilities - Additional

Credit Facilities - Additional Information (Detail) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Feb. 03, 2021
Line of Credit Facility [Line Items]
Total leverage ratio	3
Fixed charge coverage ratio	1.25
Line of Credit [Member]
Line of Credit Facility [Line Items]
Outstanding balance of the revolving loan	$ 1,244
Senior Debt Obligations [Member]
Line of Credit Facility [Line Items]
Secured debt		$ 222,500
Debt issuance costs	$ 1,699
Debt instrument, maturity date	Feb. 3, 2026
Line of credit facility, current borrowing capacity	$ 37,500
Line of credit facility, remaining borrowing capacity	$ 36,094
Debt instrument, interest rate during period	2.60%
Revolving Credit Facility [Member]
Line of Credit Facility [Line Items]
Long-term line of credit	$ 1,406
Revolving Credit Facility [Member] | Senior Debt Obligations [Member]
Line of Credit Facility [Line Items]
Line of credit facility, current borrowing capacity	73,750
Term Facility [Member] | Senior Debt Obligations [Member]
Line of Credit Facility [Line Items]
Line credit facility initial term loan withdrawn at closing date	$ 111,250
London Interbank Offered Rate (LIBOR) [Member] | Maximum [Member]
Line of Credit Facility [Line Items]
Interest charged on outstanding balance, Interest rate	2.625%
London Interbank Offered Rate (LIBOR) [Member] | Maximum [Member] | Line of Credit [Member]
Line of Credit Facility [Line Items]
Line of credit facility, interest rate description	LIBOR+2.625%
London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | Line of Credit [Member]
Line of Credit Facility [Line Items]
Line of credit facility, interest rate description	LIBOR+2.125
London Interbank Offered Rate (LIBOR) [Member] | Senior Debt Obligations [Member] | Minimum [Member]
Line of Credit Facility [Line Items]
Interest charged on outstanding balance, Interest rate	2.125%

Credit Facilities - Summary o_2

Credit Facilities - Summary of Maturities of Long-term Debt (Detail) $ in Thousands	Mar. 31, 2022USD ($)
Line of Credit Facility [Abstract]
Remaining nine months of 2022	$ 4,219
2023	11,250
2024	11,250
2025	16,875
2026	141,406
Total	$ 185,000	[1]
[1]	*Includes $ 7,031 repayable against the term loan facility within the twelve-month period ending March 31, 2023. The Company intends to draw against the available revolving facility to pay off term loan installments and therefore the total borrowings are included in “Long-term borrowings” on the condensed unaudited balance sheets as of March 31, 2022

Credit Facilities - Summary o_3

Credit Facilities - Summary of Maturities of Long-term Debt (Parenthetical) (Detail) $ in Thousands	Mar. 31, 2023USD ($)
Line of Credit Facility [Abstract]
Repayable of long term debt	$ 7,031

Commitments and Contingencies -

Commitments and Contingencies - Additional Information (Detail) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Other Current And Noncurrent Liabilities [Member]
Commitments And Contingencies Disclosure [Line Items]
Deferred rent	$ 2,813	$ 2,508

Commitments and Contingencies_2

Commitments and Contingencies - Summary of Long-term Purchase Commitment (Detail) $ in Thousands	Mar. 31, 2022USD ($)
Commitments and Contingencies Disclosure [Abstract]
Remaining nine months of 2022	$ 16,396
2023	21,599
2024	19,329
2025	5,700
2026	1,425
Total	$ 64,449

Commitments and Contingencies_3

Commitments and Contingencies - Schedule of Commitments For The Base Rents (Detail) $ in Thousands	Mar. 31, 2022USD ($)
Commitments and Contingencies Disclosure [Abstract]
Remaining nine months of 2022	$ 2,590
2023	2,423
2024	2,084
2025	1,864
2026	1,683
2027 and thereafter	3,485
Total	$ 14,129

Stock-Based Compensation - Summ

Stock-Based Compensation - Summary of The Activity of Restricted Stock And Restricted Stock Units Granted By The Company (Detail)	3 Months Ended
	Mar. 31, 2022$ / sharesshares
Share-based Payment Arrangement, Disclosure [Abstract]
Non-vested Shares, Beginning Balance | shares	65,208,870
Granted | shares	4,227,869
Forfeited | shares	(773,079)
Non-vested Shares, Ending Balance | shares	68,663,660
Non-vested Beginning Balance | $ / shares	$ 10.86
Granted | $ / shares	10.29
Forfeited | $ / shares	10.73
Non-vested Ending Balance | $ / shares	$ 10.83

Stock-Based Compensation - Su_2

Stock-Based Compensation - Summary of The Activity of Restricted Stock And Restricted Stock Units Granted By The Company (Parenthetical) (Detail) - shares	3 Months Ended
	Mar. 31, 2022	Dec. 31, 2021
Unvested restricted stock	68,663,660	65,208,870
Restricted Stock [Member]
Number of shares available for grant	4,162,159
Number of shares forfeited during period	717,505
Unvested Restricted Stock [Member]
Unvested restricted stock	1,263,867
Restricted Stock Units (RSUs) [Member]
Number of shares available for grant	65,710
Number of shares forfeited during period	55,574
Unvested Class A Restricted Stock [Member]
Unvested restricted stock	47,962,958	44,518,304
Unvested Class B Restricted Stock [Member]
Unvested restricted stock	19,436,835	19,436,835

Stock-Based Compensation - Su_3

Stock-Based Compensation - Summary of Share-based Compensation Arrangements by Share-based Payment Award (Detail)	3 Months Ended
	Mar. 31, 2022$ / shares
$38.09
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
VWAP of Class A common stock	$ 38.09
Class A Common Stock | Below $13.84
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
VWAP of Class A common stock	$ 13.84
Percentage of target PSUs	0.00%
Class A Common Stock | $13.84
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
VWAP of Class A common stock	$ 13.84
Percentage of target PSUs	25.00%
Class A Common Stock | $16.34
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
VWAP of Class A common stock	$ 16.34
Percentage of target PSUs	50.00%
Class A Common Stock | $18.84
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
VWAP of Class A common stock	$ 18.84
Percentage of target PSUs	100.00%
Class A Common Stock | $22.34
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
VWAP of Class A common stock	$ 22.34
Percentage of target PSUs	150.00%
Class A Common Stock | $25.34
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
VWAP of Class A common stock	$ 25.34
Percentage of target PSUs	200.00%
Class A Common Stock | $38.09
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
VWAP of Class A common stock	$ 38.09

Stock-Based Compensation - Su_4

Stock-Based Compensation - Summary of Share-based Compensation Arrangements by Share-based Payment Award (Parenthetical) (Detail) - $38.09	3 Months Ended
	Mar. 31, 2022$ / shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
VWAP of Class A common stock	$ 38.09
Maximum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of target PSUs	500.00%
Minimum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of target PSUs	300.00%

Stock-Based Compensation - Su_5

Stock-Based Compensation - Summary of Transaction under the Company Stock Option Plan (Detail) - USD ($)	3 Months Ended	12 Months Ended
	Mar. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Share-based Payment Arrangement [Abstract]
Number of options, Beginning Balance	887,662	1,150,893
Number of options, Exercised	(15,500)	(31,985)
Number of options, Forfeited		(231,246)
Number of options, Ending Balance	872,162	887,662	1,150,893
Weighted average exercise price, Beginning Balance	$ 3.53	$ 3.61
Weighted average exercise price, Exercised	4.21	3.29
Weighted average exercise price, Forfeited		3.96
Weighted average exercise price, Ending Balance	$ 3.12	$ 3.53	$ 3.61
Weighted average remaining contractual life (years)	4 years 2 months 8 days	4 years 2 months 8 days	5 years 3 months 21 days
Aggregate intrinsic value	$ 5,280	$ 3,890
Exercises	0	0
Aggregate intrinsic value	$ 9,630	$ 5,280	$ 3,890

Stock-Based Compensation - Addi

Stock-Based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands	Feb. 23, 2022	Mar. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Unrecognized compensation expense related to unvested restricted stock		68,663,660	65,208,870
Weighted average contractual years		1 year 2 months 26 days
Share-based payment award, number of shares granted		4,227,869
Wighted average exercise price		$ 3.12	$ 3.53	$ 3.61
Share related expenses		$ 73,736
Grants		0
Common Stock [Member] | Class A Common Stock [Member]
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share-based payment award, number of shares issued		225,253
Restricted Stock and Restricted Stock Units [Member]
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Percentage of vesting of restricted stock and restricted stock units		25.00%
Share-based compensation arrangement by share-based payment award, award vesting period		5 years
Unvested Restricted Stock And Restricted Stock Units [Member]
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Unrecognized compensation expense		$ 518,403
Unvested restricted stock and stock units		68,663,660
Performance Shares [Member]
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Unrecognized compensation expense related to unvested restricted stock		3,479,500	1,500,000
Share-based Payment Award, Number of Shares Authorized		3,479,500
Share-based payment award, number of shares granted	1,979,500	1,979,500
Wighted average exercise price		$ 9.10
Share related expenses		$ 556
Performance Shares [Member] | Class A Common Stock [Member]
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Issuance of shares	7,438,500
Phantom Share Units (PSUs) [Member] | Stock options [Member]
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Unrecognized compensation expense		$ 0
Employee Stock [Member]
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Wighted average exercise price		$ 3.39
Share related expenses		$ 376
Employee Stock [Member] | December one Two Thousand And Twenty One To May thirty one two Thousand And Twenty Two [Member] | Class A Common Stock [Member]
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Unrecognized compensation expense related to unvested restricted stock		225,253

Stock-Based Compensation - Su_6

Stock-Based Compensation - Summary of Performance Stock Unit Award Activity (Details) - $ / shares	Feb. 23, 2022	Mar. 31, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Non-vested Shares, Beginning Balance		65,208,870
Granted		4,227,869
Non-vested Shares, Ending Balance		68,663,660
Non-vested Beginning Balance		$ 10.86
Granted		10.29
Non-vested Ending Balance		$ 10.83
Performance Shares [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Non-vested Shares, Beginning Balance		1,500,000
Granted	1,979,500	1,979,500
Non-vested Shares, Ending Balance		3,479,500
Non-vested Beginning Balance		$ 1.95
Granted		9.10
Non-vested Ending Balance		$ 6.02

Stock-Based Compensation - Shar

Stock-Based Compensation - Share Based Compensation Performance Shares Award Valuation Assumptions (Details) - Performance Shares [Member]	3 Months Ended
	Mar. 31, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Dividend yield	0.00%
Volatility	78.00%

Stockholders' Equity - Addition

Stockholders' Equity - Additional Information (Detail) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2022	Dec. 31, 2019
Class A Common Stock [Member]
Class of Stock [Line Items]
Stock issued during period, shares conversion of units	73,813,713
Class A Common Stock [Member] | ArcaMax [Member]
Class of Stock [Line Items]
Business acquisition, number of shares	926,785
Business combination, fair value	$ 10,000
Class A Common Stock [Member] | Sizmek [Member]
Class of Stock [Line Items]
Business acquisition, number of shares	100,000	100,000
Business combination, fair value		$ 1,083
Class A Common Stock [Member] | Common Stock [Member]
Class of Stock [Line Items]
Stock issued during period, shares conversion of units	1,000,000
Class B Common Stock [Member] | Common Stock [Member]
Class of Stock [Line Items]
Stock issued during period, shares conversion of units	(1,000,000)

Warrants and Derivative Liabili

Warrants and Derivative Liabilities - Additional Information (Detail) $ in Thousands	3 Months Ended
	Mar. 31, 2021USD ($)
Warrants and Rights Note Disclosure [Abstract]
Fair value adjustment of warrants	$ 23,600

Fair Value Disclosures - Summar

Fair Value Disclosures - Summary of Financial Instruments Measured At Fair Value On a Recurring Basis (Detail) - Fair Value, Recurring [Member] - USD ($) $ in Thousands		Mar. 31, 2022	Dec. 31, 2021
Assets
Assets measured at fair value		$ 15,276	$ 8,564
Liabilities
Liabilities measured at fair value		34,111	22,957
Level 1 [Member]
Assets
Assets measured at fair value		15,276	8,564
Level 3 [Member]
Liabilities
Liabilities measured at fair value		34,111	22,957
Acquisition Related Liabilities [Member]
Liabilities
Liabilities measured at fair value		34,111	22,957
Acquisition Related Liabilities [Member] | Level 3 [Member]
Liabilities
Liabilities measured at fair value		34,111	22,957
Cash and Cash Equivalents [Member]
Assets
Assets measured at fair value	[1]	15,276	8,564
Cash and Cash Equivalents [Member] | Level 1 [Member]
Assets
Assets measured at fair value	[1]	$ 15,276	$ 8,564
[1]	* Includes cash invested by the Company in certain money market accounts with a financial institution.

Fair Value Disclosures - Summ_2

Fair Value Disclosures - Summary of Reconciliations of Changes In The Fair Value of The Liabilities (Detail) $ in Thousands	3 Months Ended
	Mar. 31, 2022USD ($)
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Balance as of January 1, 2022	$ 22,957
Additions, net of payments	5,809
Change in fair value	5,345
Balance as of March 31, 2022	$ 34,111

Related Party Transactions - Ad

Related Party Transactions - Additional Information (Detail) - USD ($)	3 Months Ended		12 Months Ended
	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2020	Dec. 31, 2021
Caivis Group [Member] | Accounts Payable and Accrued Liabilities [Member]
Related Party Transaction [Line Items]
Due to related party	$ 39,000			$ 20,000
Casting Made Simple Corp [Member] | Websites Traffic Monetization Agreement [Member]
Related Party Transaction [Line Items]
Related party costs	47,000	$ 96,000
ZETAKinetic Data Solutions Llc [Member] | Electronic Mail Marketing Services [Member]
Related Party Transaction [Line Items]
Related party transaction income	$ 0	$ 129,000	$ 0

Income Taxes - Additional Infor

Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Income Tax Disclosure [Abstract]
Income tax provision	$ 2,599	$ 1,577
Effective tax rate	3.50%	6.10%
Pre-tax loss	$ 74,636	$ 25,951

Net Loss Per Share Attributab_3

Net Loss Per Share Attributable to Common Stockholders - Additional Information (Detail) - shares	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Unvested Restricted Stock, Restricted Stock Units And Performance Stock Units [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities	72,143,160	71,490,707

Net Loss Per Share Attributab_4

Net Loss Per Share Attributable to Common Stockholders - Summary of Basic and Diluted Net Loss Per Share (Detail) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items]
Net loss	$ (72,037)	$ (24,374)
Cumulative redeemable convertible preferred stock dividends		3,894
Net loss available to common stockholders	$ (72,037)	$ (28,268)
Denominator:
Denominator for Basic and Dilutive Loss per share-Weighted-average Common Stock	134,084,703	32,846,991
Basic loss per share	$ (0.54)	$ (0.86)
Diluted loss per share	$ (0.54)	$ (0.86)
Class A Common Stock [Member]
Denominator:
Denominator for Basic and Dilutive Loss per share-Weighted-average Common Stock	116,232,110
Class B Common Stock [Member]
Denominator:
Denominator for Basic and Dilutive Loss per share-Weighted-average Common Stock	17,852,593
Series A Common Stock [Member]
Denominator:
Denominator for Basic and Dilutive Loss per share-Weighted-average Common Stock		26,306,393
Series B Common Stock [Member]
Denominator:
Denominator for Basic and Dilutive Loss per share-Weighted-average Common Stock		3,054,318
Warrants [Member]
Denominator:
Denominator for Basic and Dilutive Loss per share-Weighted-average Common Stock		3,486,280

Net Loss Per Share Attributab_5

Net Loss Per Share Attributable to Common Stockholders - Schedule of Anti-Dilutive Common Equivalent Shares (Detail) - shares	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Options [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive common shares	880,846	912,198
Warrants [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive common shares		1,973,763
Preferred Stock [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive common shares		39,223,194
Restricted Stock and Restricted Stock Units [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive common shares	67,499,127
Performance Stock Units [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive common shares	2,291,800