On August 1, 2018, the Company adopted the 2018 Non-Qualified Stock Option Plan (“2018 Plan”). Under the 2018 Plan, the Company had issued (i) Time-Based Options that vest over four years with 25% vesting after twelve months and an additional 6.25% vesting at the end of each successive quarter thereafter; and (ii) Return-Target Options that vest upon the first to occur of sale of the Company, or, sale or transfer to any third party of shares, as a result of which, any person or group other than Vista, obtains possession of voting power to elect a majority of the Company’s board of directors or any other governing body and the achievement of a total equity return multiple of 3.0 or greater.

The 2018 Plan contained a provision wherein, the Time-Based Options can be repurchased by the Company at cost upon resignation of the employee. Due to this repurchase feature, the Time-Based Options did not provide the employee with the potential benefits associated with a stock award holder, and therefore, these awards were not accounted for as a stock-based award under ASC 718, Compensation - Stock Compensation but instead, compensation cost was recognized when the benefit to the employee was determined to be probable.

The Return-Target Options were considered to contain both market (total stockholder return threshold) and performance (exit event) conditions. As such, the award was measured on the date of grant. Since the conditions for vesting related to the Return-Target Options were not met prior to the IPO, no stock-based compensation was recognized in the pre-IPO financial statements of the Company.

In connection with the Company’s IPO, the 2018 Plan was amended and restated (“Amended and Restated 2018 Plan”) with the following modifications: (i) the provision to repurchase the Time-Based Options at cost upon resignation of the employee was removed and (ii) the Return-Target Options were modified to include vesting upon a sale of shares by Vista following the IPO resulting in Vista realizing a cash return on its investment in the Company equaling or exceeding $1.17 billion.

As a result of the modification to the Time-Based Options, the awards became subject to the guidance in ASC 718, Compensation - Stock Compensation. The fair value of the Time-Based Options under the 2018 Plan as of June 30, 2021, the modification date, was $74,016. During the three and nine months ended September 30, 2021, the Company recognized stock compensation expense of $4,595 and $42,742, respectively related to the Time-Based Options.

As the return multiple and vesting conditions associated with the Return-Target Options were also modified, the Company fair valued the Return-Target Options using a Monte Carlo simulation model which resulted in a fair value of $36,395 on the modification date. The Return-Target Options become exercisable following both (i) a registration of shares of common stock held by Vista and (ii) Vista realizing a cash return on its investment in the Company equaling or exceeding $1.17 billion. As of September 30, 2021, the condition relating to Vista's cash return was not deemed probable and therefore, no stock-based compensation expense was recognized relating to the Return-Target Options.

Vesting of the Time-Based Options accelerate when the Return-Target Options vest and therefore, recognition of the remaining unamortized stock compensation expense related to the Time-Based Options will accelerate when it becomes probable that the Return-Target Options would vest.

The total number of Time-Based Options and Return Target Options outstanding under the Amended and Restated 2018 Plan as of September 30, 2021 were 5,421,134 and 2,710,566, respectively. The Company does not expect to issue any additional awards under the Amended and Restated 2018 Plan.

On June 29, 2021, the Company adopted the 2021 Plan to incentivize executive officers, management, employees, consultants and directors of the Company and to align the interests of the participants with those of the Company’s shareholders. The Company reserved 19,701,877 shares for issuance under the 2021 Plan and the total number of shares reserved for issuance under the 2021 Plan will be increased on January 1 of each of the first 10 calendar years during the term of the 2021 Plan, by the lesser of (i) 5% of the total number of shares of common stock outstanding on each December 31 immediately prior to the date of increase or (ii) such number of shares of common stock determined by our Board or compensation committee.

During the three and nine months ended September 30, 2021, the Company recognized stock compensation expense of $887 and $887, respectively related to the stock options. As of September 30, 2021, there are 1,883,486 total options outstanding under the 2021 Plan, consisting of two-thirds or 1,255,496 Time-Based Options fair valued at $14,080 and one-third or 627,990 Return-Target Options fair valued at $5,123. The vesting conditions for the options issued under the 2021 Plan are identical to the those described under the Amended and Restated 2018 Plan.


	Stock options	Weighted average exercise price		Weighted average remaining contractual life (years)	Aggregate intrinsic value
Outstanding at July 1, 2021	6,725,030	$	7.49	8.38	—
Granted	—	—		—	—
Canceled or forfeited	(48,400)	12.40		—	—
Exercised	—	—		—	—
Outstanding at September 30, 2021	6,676,630	$	7.45	8.12	$	88,397
Vested and expected to vest at September 30, 2021	6,676,630	$	7.45	8.12	—
Exercisable as of September 30, 2021	2,652,032	$	4.17	7.38	$	43,644


	Stock options	Weighted average exercise price		Weighted average remaining contractual life (years)	Aggregate intrinsic value
Outstanding at July 1, 2021	3,362,756	$	7.49	8.38	—
Granted	—	—		—	—
Canceled or forfeited	(24,200)	12.40		—	—
Exercised	—	—		—	—
Outstanding at September 30, 2021	3,338,556	$	7.45	8.12	$	44,000
Vested and expected to vest at September 30, 2021	3,338,556	$	7.45	8.12	—
Exercisable as of September 30, 2021	—	—			—


	Stock options	Weighted average exercise price		Weighted average remaining contractual life (years)	Aggregate intrinsic value
Outstanding at January 1, 2021	6,109,438	$	4.83	8.47	—
Granted	1,381,671	17.49		9.39	—
Canceled or forfeited	(568,110)	4.99		—	—
Exercised	(246,369)	4.36		—	—
Outstanding at September 30, 2021	6,676,630	$	7.45	8.12	$	88,397
Vested and expected to vest at September 30, 2021	6,676,630	$	7.45	8.12	—
Exercisable as of September 30, 2021	2,652,032	$	4.17	7.38	$	43,644


	Stock options	Weighted average exercise price		Weighted average remaining contractual life (years)	Aggregate intrinsic value
Outstanding at January 1, 2021	3,054,708	$	4.83	8.47	—
Granted	691,077	17.49		9.39	—
Canceled or forfeited	(407,229)	4.80		—	—
Exercised	—	—		—	—
Outstanding at September 30, 2021	3,338,556	$	7.45	8.12	$	44,000
Vested and expected to vest at September 30, 2021	3,338,556	$	7.45	8.12	—
Exercisable as of September 30, 2021	—	—			—

As of September 30, 2021, unamortized stock-based compensation expense related to the Time-Based Options was $44,467, which will be recognized over the weighted average vesting term of 2.5 years. In addition, unamortized stock-based compensation expense related to the Return-Target Options of $41,272 will be recognized when events that trigger vesting are deemed probable.

The Company adopted the ESPP for the primary purpose of incentivizing employees in future periods. Under the ESPP, 1,489,571 shares of the common stock are reserved for issuance, and the number of shares available for issuance will be increased on January 1 of each calendar year beginning in 2022 and ending in and including 2031, by an amount equal to the lesser of (i) 1% of the shares outstanding on the final day of the immediately preceding calendar year and (ii) such smaller number of shares as is determined by our Board, subject to a maximum of 16,000,000 shares of our common stock for the portion of the ESPP intended to qualify as an employee stock purchase plan under Section 423 of the Internal Revenue Code. All Company employees and employees of designated subsidiaries are eligible to participate in the ESPP and can purchase shares through payroll deductions of up to 15% of their eligible compensation, subject to a maximum of $25,000 in any annual period for the portion of the ESPP intended to qualify as an employee purchase plan under Section 423 of the Internal Revenue Code. There are no shares issued under the ESPP plan as of September 30, 2021.

In 2018, the Company adopted the Long-Term Incentive Plan (“LTIP”). Under the LTIP, certain employees were granted long-term target incentive cash awards which would be payable subject to continued employment, upon the sale of the Company, or, sale to a third party of at least 50% of the Vista’s equity interest, provided if such sale of equity interests is through a public offering (whether initial or secondary), it would require the transfer of an aggregate of at least 75% of Vista’s equity interest and the achievement of a total equity return multiple of 3.0 or greater. Since the liquidity events described above were contingent and generally not considered probable until the event occurred, no stock-based compensation expense was recognized in the three and nine months ended September 30, 2020.

In July 2021, the Company offered employees with LTIP grants the opportunity to convert their cash award into Restricted Stock Units (“RSUs”). The conversion was at a 10% premium to the cash value of the award. The RSUs issued in exchange for LTIP grants vest 50% each year and become fully vested after two years of service. Certain employees did not convert their cash award to RSUs and to cover those cash awards, the Company adopted the Amended and Restated Long-Term Incentive Plan (“Amended and Restated LTIP”) to modify the vesting conditions to include vesting upon the occurrence of a sell down event by Vista following the IPO resulting in Vista realizing a cash return on its investment in the Company equaling or exceeding $1.17 billion. The fair value of the cash awards held by employees under the Amended and Restated LTIP as of September 30, 2021 was $350. As of September 30, 2021, since the sell down event was not deemed probable, no stock-based compensation expense was recognized relating to these LTIP cash awards.

On June 30, 2021, in connection with the IPO, the Company granted 969,742 RSUs to its employees valued at $17,455. These RSUs vest 25% each year and become fully vested after 4 years of service. On August 2, 2021, the Company granted 706,526 RSUs to employees who converted their cash-based LTIP award into RSUs, valued at $12,661. These RSUs vest 50% each year and become fully vested after 2 years of service. In addition, for the three months ended September 30, 2021, the Company issued an aggregate of 646,474 RSUs to new hires, including employees of Publica. These RSUs vest 25% each year and become fully vested after 4 years of service.


	Restricted Stock Units
	Number of Shares	Weighted Average Grant Date Fair Value
Outstanding as of July 1, 2021	1,017,758	$	17.59
Granted (1)	1,353,000	19.86
Canceled or forfeited	(106,777)	17.96
Vested	(26,931)	5.57
Outstanding as of September 30, 2021	2,237,050	$	19.09
Expected to vest as of September 30, 2021	2,237,050


	Restricted Stock Units
	Number of Shares	Weighted Average Grant Date Fair Value
Outstanding as of January 1, 2021	26,931	$	5.57
Granted (1)	2,343,827	19.04
Canceled or forfeited	(106,777)	17.96
Vested	(26,931)	5.57
Outstanding as of September 30, 2021	2,237,050	$	19.09
Expected to vest as of September 30, 2021	2,237,050

During the three and nine months ended September 30, 2021, the Company recognized $2,652 of stock-based compensation expense related to these RSU awards. Unamortized stock-based compensation expense related to RSUs was $40,206, which will be recognized over the weighted average vesting term of 3.3 years.

The Company granted Performance Stock Units (“PSUs”) under the 2021 Plan, which are contingent upon achieving specified revenue performance goals by December 31, 2023. As of September 30, 2021, no stock-based compensation expense has been recognized as performance vesting conditions were not deemed probable to occur. The unrecognized compensation expense is $12,000 assuming performance at the highest tier.


	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020
Cost of revenue	$	48	$	—	$	48	$	—
Sales and marketing	2,419		—		13,227		—
Technology and development	1,820		—		8,829		—
General and administrative	3,854		—		27,569		—
Total	$	8,141	$	—	$	49,673	$	—