United States securities and exchange commission logo
October 3, 2022
Daniel Noreck
Chief Financial Officer and Treasurer
TechTarget, Inc.
275 Grove Street
Newton, MA 02466
Re: TechTarget, Inc.
Form 10-K for the
Year Ended December 31, 2021
Filed February 28,
2022
File No. 001-33472
Dear Daniel Noreck:
We have reviewed your September 16, 2022 response to our comment
letter and have the
following comments. In some of our comments, we may ask you to provide
us with information
so we may better understand your disclosure.
Please respond to these comments within ten business days by
providing the requested
information or advise us as soon as possible when you will respond. If
you do not believe our
comments apply to your facts and circumstances, please tell us why in
your response.
After reviewing your response to these comments, we may have
additional
comments. Unless we note otherwise, our references to prior comments are
to comments in our
August 17, 2022 letter.
Form 10-K for Fiscal Year Ended December 31, 2021
Other
Investor Presentation, May 2022, page 19
1. We note your response
to comment one and your revised definition of net annual revenue
retention. Because this
measure is intended to provide investors with information about
your ability to retain
revenue from your existing customers but excludes customers that
were not retained, we
believe the title of the measure should also be revised to make this
fact clear if you
continue to exclude non-retained customers. In this regard, it appears this
measure as
currently computed is akin to a measure of same customer sales.
Daniel Noreck
FirstName
TechTarget,LastNameDaniel Noreck
Inc.
Comapany
October NameTechTarget, Inc.
3, 2022
October
Page 2 3, 2022 Page 2
FirstName LastName
Management's Discussion and Analysis of Financial Condition and Results of
Operations
Results of Operations
Comparison of Fiscal Years Ended December 31, 2021 and 2020
Revenues, Cost of Revenues and Gross Profit, page 43
2. We note your response to comment three and your proposed revised
disclosure. In your
revised disclosure, you state revenue increased primarily due to the
addition of new
customers in fiscal 2021, which increased in number by approximately
75%, and the
December 2020 acquisition of Bright Talk. Please tell us and revise to
quantify the
impact the addition of these new customers had on your revenues. In
your Form 10-K,
you stated the increase was "primarily due to customers increasing
their spend" for
additional products. Please clarify that disclosure for us in light of
your proposed revised
disclosure, as it appears to indicate that your revenue growth was due
to existing
customers increasing their spend on additional products.
Notes to Consolidated Financial Statements
Note 3. Revenue, page 66
3. We note your response to comment four. In your analysis of ASC
606-10-55-91(a), type
of good or service, you state your products have "similar revenue
generation profiles."
Please explain to us what this means and why you believe it results in
major product lines
not being a meaningful basis on which to disaggregate revenue. You
also state that you
considered how information about your revenue has been presented for
other purposes
pursuant to paragraph 55-90. In our prior comment four, we cited
multiple instances
of product/service offering-level disclosures outside the financial
statements. In your
response, you state that they were presented so that an investor could
determine the nature
of the contract length attributable to the various products. However,
we do not see that
context in those disclosures. Please advise. In addition, if you
believe contract length is
important to investors and you provided product-level information to
achieve that
result, tell us why you believe disaggregation on that basis would not
continue to be
meaningful.
You may contact Robert Shapiro at 202-551-3273 or Lyn Shenk at
202-551-3380 if you
have questions regarding comments on the financial statements and related
matters.
Sincerely,
Division of
Corporation Finance
Office of Trade
& Services