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Stockholders’ Equity and Stock Option Plans
3 Months Ended
Mar. 31, 2024
Equity [Abstract]  
Stockholders’ Equity and Equity Incentive Plans Stockholders’ Equity and Equity Incentive Plans
Share Repurchases
In February 2023, the Company’s board of directors authorized the Company to repurchase up to $75 million of its Class A common stock (“2023 Repurchase Program”). In February 2024, the Company’s board of directors authorized the Company to repurchase up to an additional $100 million of its Class A common stock (“2024 Repurchase Program”) in addition to the $75 million previously authorized under the 2023 Repurchase Program. As of March 31, 2024, $100.0 million remains available for repurchases. Shares are repurchased in a manner deemed in the best interest of the Company and its stockholders, dependent upon business, economic and market conditions, corporate and regulatory requirements, prevailing stock prices and other considerations.
During the three months ended March 31, 2024, the Company repurchased 894,651 aggregate shares of Class A common stock for $15.7 million.
Repurchases are executed from time to time, subject to general business and market conditions and other investment opportunities, through open market purchases or privately negotiated transactions, in accordance with Rule 10b-18 and/or Rule 10b5-1 of the Exchange Act. The 2023 Repurchase Program is scheduled to terminate on December 31, 2024, while the 2024 Repurchase Program is scheduled to terminate on December 31, 2025.
Equity Incentive Plans
The Company maintains the 2020 Equity Incentive Plan (“2020 Plan”), pursuant to which the Company may grant stock options, restricted stock awards, stock appreciation rights, restricted stock units (“RSUs”), deferred stock units (“DSUs”) performance awards, and stock bonus awards. As of March 31, 2024, the Company has reserved 3,025,245 shares of Class A common stock for the issuance of awards under the 2020 Plan. These available shares will increase automatically on January 1 for each of the first ten calendar years during the term of the 2020 Plan by the number of shares equal to the lesser of five percent (5%) of the aggregate number of outstanding shares of all classes of the Company’s common stock outstanding as of the immediately preceding December 31, or a number as may be determined by the Company’s board of directors or compensation committee. No new awards were issued under the Company’s prior 2006 Plan or 2017 Plan (“Prior Plans”) after the effective date of the 2020 Plan. To the extent outstanding awards under the 2006 Plan and the 2017 Plan are forfeited, expire unexercised, or would otherwise have been returned to the share reserve under the Prior Plans, the shares of Class B common stock subject to such awards instead will be available for future issuance as Class A common stock under the 2020 Plan.
Stock Options
The following table summarizes stock option activity and related information under the Company’s equity incentive plans:
Stock Options
Number of Shares Underlying Outstanding Options
(in thousands)
Weighted-Average Exercise PriceWeighted Average Remaining Contractual Term (Years)Aggregate Intrinsic Value (in thousands)
Outstanding as of December 31, 20237,079 $9.02 5.78$67,418 
Options granted1,544 15.46 
Options exercised(298)3.16 
Options canceled(14)1.25 
Outstanding as of March 31, 20248,311 $10.44 6.32$118,987 
Vested and exercisable as of March 31, 20245,543 $7.32 5.01$97,522 
As of March 31, 2024, unrecognized stock-based compensation of $25.5 million related to unvested stock options will be recognized on a straight-line basis over a weighted average period of 2.92 years.
Restricted Stock Units
The following table summarizes RSU activity and related information under the Company’s 2020 Plan:
RSUs
Number of Shares
(in thousands)
Weighted-Average Grant Date Fair Value per Share
Unvested as of December 31, 20232,934 $19.49 
Granted2,038 15.95 
Vested(230)20.92 
Canceled or forfeited(118)17.22 
Unvested as of March 31, 20244,624 $17.92 
As of March 31, 2024, unrecognized stock-based compensation of $75.2 million related to unvested RSUs will be recognized on a straight-line basis over a weighted average period of 3.00 years.
2020 Employee Stock Purchase Plan
In November 2020, the Company’s board of directors adopted, and its stockholders approved, the 2020 Employee Stock Purchase Plan (“ESPP”).
The aggregate number of shares reserved for issuance under the ESPP increases automatically on January 1st of each of the first ten calendar years during the term of the ESPP by the number of shares equal to the lesser of (a) 1% of the total outstanding shares of all classes of the Company’s common stock as of the immediately preceding December 31, and (b) such number of shares of common stock as determined by the Company’s board of directors. The aggregate number of shares issued over the term of the ESPP may not exceed 7,500,000 shares of Class A common stock. As of March 31, 2024, the Company had reserved 401,599 shares of its Class A common stock for issuance under the ESPP.
Under the ESPP, Class A common stock will be purchased for the accounts of employees participating in the ESPP on each purchase date at a price per share equal to 85% of the lesser of: (a) the fair market value on the offering date or (b) the fair market value on the purchase date. The ESPP provides for, at maximum, 27 month offering periods and each offering period may consist of one or more six-month purchase periods, whereby the latest offering period commenced on June 1, 2022, and the offering periods thereafter consist of two six-month purchase periods ending May 31, 2023. As of March 31, 2024, $1.1 million has been withheld on behalf of employees for a future purchase under the ESPP due to the timing of payroll deductions and is included in accrued liabilities. For the three months ended March 31, 2024 and 2023, no shares of our Class A common stock were purchased under the ESPP.
As of March 31, 2024, unrecognized stock-based compensation expense related to the ESPP was $0.2 million, which is expected to be recognized over a weighted-average period of 0.17 years.
Stock-Based Compensation
Total stock-based compensation expense recognized in the condensed consolidated statements of operations was as follows (in thousands):
Three Months Ended March 31,
20242023
Cost of revenue$437 $316 
Technology and development1,441 1,008 
Sales and marketing3,238 2,709 
General and administrative3,995 3,026 
Total stock-based compensation expense9,111 7,059 
Tax benefit from stock-based compensation(1,886)(1,318)
Total stock-based compensation expense, net of tax effect$7,225 $5,741