Net Loss per Share

9 Months Ended

Sep. 30, 2024

Net Loss per Share

Net Loss per Share

12. Net Loss per Share

The Convertible Notes are convertible by the holders as of September 30, 2024. Upon conversion, the Company has the option to pay cash, issue shares of common stock, or any combination thereof for the aggregate amount due upon conversion. If converted, the fair value of the shares issued to settle the Convertible Notes would exceed the Convertible Note principle by $597.8 million based on the closing price of the Company’s common stock as of September 30, 2024. Since the Company is in a net loss position in the periods presented, the shares which would be issued upon conversion of the Convertible Notes are excluded from the net loss per share calculation, as it would have an antidilutive effect. As such, the 7.4 million shares underlying the conversion option of the Convertible Notes have been excluded from the calculation of diluted earnings per share. On July 19, 2024, the Company elected to exercise its optional redemption right to redeem all $287.5 million aggregate principal amount of its Convertible Notes. On the Redemption Date, $287.4 million of Convertible Notes was converted in exchange for 7.5 million shares of the Company’s common stock.

The following table shows total outstanding potentially dilutive shares excluded from the computation of diluted loss per share as their effect would be anti-dilutive, as of September 30, 2024 and 2023:

	September 30,
	2024	2023
	(in thousands)
Options to purchase common stock	4,176	5,532
Performance-based awards and restricted stock units	10,856	9,440
Employee stock purchase plan	93	188
Convertible Notes	7,411	7,411
Total	22,536	22,571