10-Q
0001866692falseQ1--12-311100018666922022-12-310001866692country:US2024-01-012024-03-310001866692ampl:ClassAAndClassBCommonStockMemberus-gaap:CommonStockMember2023-12-310001866692us-gaap:SellingAndMarketingExpenseMember2024-01-012024-03-310001866692us-gaap:CommonClassAMemberampl:TwoThousandsTwentyOneIncentiveAwardPlanMember2024-03-310001866692ampl:TwoThousandFourteenStockOptionPlanMember2024-01-012024-03-310001866692us-gaap:CommonClassBMember2024-03-310001866692ampl:EricVishriaMember2024-01-012024-03-310001866692us-gaap:RestrictedStockUnitsRSUMember2024-01-012024-03-310001866692us-gaap:AccumulatedOtherComprehensiveIncomeMember2024-03-310001866692ampl:TwoThousandsTwentyOneIncentiveAwardPlanMember2024-01-012024-03-310001866692us-gaap:CommonClassAMember2023-12-310001866692us-gaap:CustomerConcentrationRiskMemberampl:NoCustomerMemberus-gaap:SalesRevenueNetMember2023-01-012023-03-310001866692us-gaap:RetainedEarningsMember2024-03-3100018666922023-01-012023-03-310001866692ampl:ClassAAndClassBCommonStockMemberus-gaap:CommonStockMember2024-01-012024-03-310001866692us-gaap:CommonClassBMember2024-01-012024-03-310001866692us-gaap:GeneralAndAdministrativeExpenseMember2023-01-012023-03-310001866692us-gaap:CommonClassBMember2024-05-020001866692us-gaap:CostOfSalesMember2024-01-012024-03-310001866692us-gaap:CustomerConcentrationRiskMemberampl:NoCustomerMemberus-gaap:SalesRevenueNetMember2024-01-012024-03-310001866692ampl:TwoThousandsTwentyOneEmployeeStockPurchasePlanMemberus-gaap:CommonClassAMember2024-03-310001866692ampl:EquityPlanStockOptionsEarlyExercisedMember2024-01-012024-03-310001866692us-gaap:CostOfSalesMember2023-01-012023-03-310001866692ampl:EquityPlanStockOptionsEarlyExercisedMember2023-01-012023-03-310001866692us-gaap:GeneralAndAdministrativeExpenseMember2024-01-012024-03-310001866692ampl:InternationalMember2024-01-012024-03-310001866692us-gaap:RestrictedStockUnitsRSUMember2023-12-310001866692ampl:EquityPlanStockOptionsOutstandingMember2023-12-310001866692us-gaap:USGovernmentCorporationsAndAgenciesSecuritiesMemberus-gaap:FairValueInputsLevel2Memberus-gaap:CashEquivalentsMember2024-03-310001866692us-gaap:EmployeeStockOptionMember2024-01-012024-03-310001866692us-gaap:RetainedEarningsMember2023-01-012023-03-310001866692us-gaap:CommonClassAMemberampl:TwoThousandsTwentyOneIncentiveAwardPlanMember2024-01-012024-03-310001866692ampl:SharesIssuablePursuantToThe2021EmployeeStockPurchasePlanMember2023-01-012023-03-310001866692ampl:TwoThousandsTwentyOneEmployeeStockPurchasePlanMember2024-01-012024-03-310001866692ampl:RSUsMember2023-01-012023-03-310001866692us-gaap:AccumulatedOtherComprehensiveIncomeMember2022-12-310001866692us-gaap:RetainedEarningsMember2023-12-310001866692ampl:RSUsMember2024-01-012024-03-3100018666922024-03-310001866692us-gaap:RestrictedStockMember2024-01-012024-03-310001866692ampl:RestrictedStockUnitsOutstandingMember2024-01-012024-03-3100018666922023-03-310001866692ampl:EricVishriaMember2024-03-310001866692us-gaap:ResearchAndDevelopmentExpenseMember2024-01-012024-03-310001866692ampl:InternationalMember2023-01-012023-03-310001866692ampl:EquityPlanStockOptionsOutstandingMember2024-01-012024-03-310001866692ampl:RestrictedStockUnitsOutstandingMember2023-01-012023-03-310001866692ampl:TwoThousandFourteenStockOptionPlanMember2024-03-310001866692us-gaap:ResearchAndDevelopmentExpenseMember2023-01-012023-03-310001866692us-gaap:AdditionalPaidInCapitalMember2023-01-012023-03-310001866692ampl:OptionAndGrantPlanMemberus-gaap:EmployeeStockOptionMember2023-12-310001866692ampl:TwoThousandsTwentyOneEmployeeStockPurchasePlanMember2024-03-310001866692ampl:TwoThousandFourteenStockOptionPlanMemberampl:RSUsMember2024-03-310001866692country:US2023-01-012023-03-310001866692ampl:EquityPlanStockOptionsOutstandingMember2023-01-012023-03-310001866692us-gaap:USGovernmentCorporationsAndAgenciesSecuritiesMemberus-gaap:FairValueInputsLevel2Member2024-03-310001866692us-gaap:RetainedEarningsMember2024-01-012024-03-310001866692us-gaap:EmployeeStockOptionMember2023-01-012023-03-310001866692us-gaap:CommonClassBMember2023-12-310001866692ampl:ClassAAndClassBCommonStockMemberus-gaap:CommonStockMember2024-03-310001866692us-gaap:RestrictedStockUnitsRSUMember2024-03-310001866692us-gaap:AccumulatedOtherComprehensiveIncomeMember2023-03-310001866692ampl:ClassAAndClassBCommonStockMemberus-gaap:CommonStockMember2023-03-310001866692ampl:EquityPlanStockOptionsOutstandingMember2024-03-310001866692us-gaap:CommonClassAMember2024-03-3100018666922024-01-012024-03-310001866692ampl:TwoThousandsTwentyOneEmployeeStockPurchasePlanMember2023-12-310001866692ampl:ClassAAndClassBCommonStockMemberus-gaap:CommonStockMember2022-12-310001866692us-gaap:AdditionalPaidInCapitalMember2024-01-012024-03-310001866692ampl:TwoThousandsTwentyOneEmployeeStockPurchasePlanMember2023-01-012023-03-3100018666922023-01-012023-12-310001866692ampl:SharesIssuablePursuantToThe2021EmployeeStockPurchasePlanMember2024-01-012024-03-310001866692ampl:TwoThousandFourteenStockOptionPlanMemberampl:RSUsMember2024-01-012024-03-310001866692us-gaap:RetainedEarningsMember2022-12-310001866692us-gaap:AccumulatedOtherComprehensiveIncomeMember2024-01-012024-03-310001866692srt:MaximumMemberus-gaap:RestrictedStockUnitsRSUMemberus-gaap:SubsequentEventMember2024-04-012024-04-300001866692us-gaap:CommonClassAMember2024-01-012024-03-3100018666922023-12-310001866692us-gaap:RestrictedStockMember2023-01-012023-03-310001866692us-gaap:RestrictedStockUnitsRSUMemberus-gaap:SubsequentEventMember2024-04-012024-04-300001866692us-gaap:FairValueInputsLevel1Memberus-gaap:CashEquivalentsMemberus-gaap:MoneyMarketFundsMember2023-12-310001866692us-gaap:AdditionalPaidInCapitalMember2023-12-310001866692us-gaap:AdditionalPaidInCapitalMember2022-12-310001866692us-gaap:USGovernmentCorporationsAndAgenciesSecuritiesMemberus-gaap:FairValueInputsLevel2Member2023-12-310001866692us-gaap:AccumulatedOtherComprehensiveIncomeMember2023-12-310001866692us-gaap:AdditionalPaidInCapitalMember2023-03-310001866692us-gaap:AccumulatedOtherComprehensiveIncomeMember2023-01-012023-03-310001866692us-gaap:AdditionalPaidInCapitalMember2024-03-310001866692us-gaap:CommonClassAMember2024-05-020001866692ampl:OptionAndGrantPlanMemberus-gaap:EmployeeStockOptionMember2024-03-310001866692us-gaap:FairValueInputsLevel1Memberus-gaap:CashEquivalentsMemberus-gaap:MoneyMarketFundsMember2024-03-310001866692ampl:ClassAAndClassBCommonStockMemberus-gaap:CommonStockMember2023-01-012023-03-310001866692us-gaap:SellingAndMarketingExpenseMember2023-01-012023-03-310001866692us-gaap:RetainedEarningsMember2023-03-31xbrli:pureiso4217:USDxbrli:sharesxbrli:sharesampl:Segmentiso4217:USD

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

FORM 10-Q

 

(Mark One)

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2024

OR

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number: 001-40817

 

AMPLITUDE, INC.

(Exact Name of Registrant as Specified in its Charter)

 

 

Delaware

45-3937349

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer
Identification No.)

201 Third Street, Suite 200

San Francisco, California

94103

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (415) 231-2353

N/A
(Former name, former address and former fiscal year, if changed since last report)

 

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange on which registered

Class A Common Stock, $0.00001 par value per share

 

AMPL

 

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer

Accelerated filer

 

 

 

 

Non-accelerated filer

Smaller reporting company

 

 

 

 

 

 

 

Emerging growth company

 

 

 

 

 

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No

As of May 2, 2024, there were 88,471,438 shares of the registrant's Class A common stock and 33,369,488 shares of the registrant's Class B common stock, each with a $0.00001 par value per share, outstanding.

 

 

 


 

Table of Contents

 

Page

PART I.

FINANCIAL INFORMATION

6

Item 1.

Financial Statements (Unaudited)

6

Condensed Consolidated Balance Sheets

6

Condensed Consolidated Statements of Operations and Comprehensive Loss

7

 

Condensed Consolidated Statements of Stockholders’ Equity

8

Condensed Consolidated Statements of Cash Flows

10

Notes to Condensed Consolidated Financial Statements

11

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

20

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

32

Item 4.

Controls and Procedures

32

PART II.

OTHER INFORMATION

34

Item 1.

Legal Proceedings

34

Item 1A.

Risk Factors

34

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

64

Item 3.

Defaults Upon Senior Securities

64

Item 4.

Mine Safety Disclosures

64

Item 5.

Other Information

64

Item 6.

Exhibits

65

Signatures

66

 

2


 

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains forward-looking statements. We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical facts contained in this Quarterly Report on Form 10-Q may be forward-looking statements. In some cases, you can identify forward-looking statements by terms such as “may,” “will,” “should,” “expects,” “plans,” “anticipates,” “could,” “intends,” “targets,” “projects,” “contemplates,” “believes,” “estimates,” “forecasts,” “predicts,” “potential,” or “continue,” or the negative of these terms or other similar expressions. Forward-looking statements contained in this Quarterly Report on Form 10-Q include, but are not limited to statements about:

our expectations regarding our revenue, expenses, and other operating results;
our ability to acquire new customers;
our ability to increase usage of our Digital Analytics Platform and upsell and cross-sell additional products;
our ability to achieve or sustain profitability;
future investments in our business, our anticipated capital expenditures, and our estimates regarding our capital requirements;
the costs and success of our sales and marketing efforts, including our ability to grow and maintain our channel partners, and our ability to promote our brand;
the effects of public health crises and other global events, such as the war in Ukraine and the conflict in the Middle East, on our business and the global economy generally;
our reliance on key personnel and our ability to identify, recruit, and retain skilled personnel;
our ability to drive growth by incorporating artificial intelligence and machine learning solutions into our platform;
anticipated savings or operational efficiencies and charges in connection with our restructuring plan;
our ability to effectively manage our growth, including any international expansion;
our ability to protect our intellectual property rights and any costs associated therewith;
our ability to compete effectively with existing competitors and new market entrants; and
the expenses associated with being a public company.

We caution you that the foregoing list does not contain all of the forward-looking statements made in this Quarterly Report on Form 10-Q.

You should not rely upon forward-looking statements as predictions of future events. We have based the forward-looking statements contained in this Quarterly Report on Form 10-Q primarily on our current expectations, estimates, forecasts, and projections about future events and trends that we believe may affect our business, results of operations, financial condition, and prospects. Although we believe that we have a reasonable basis for each forward-looking statement contained in this Quarterly Report on Form 10-Q, we cannot guarantee that the future results, levels of activity, performance, events, and circumstances reflected in the forward-looking statements will be achieved or occur at all. The outcome of the events described in these forward-looking statements is subject to risks, uncertainties, and other factors discussed in Part I, Item 2, “Management's Discussion and Analysis of Financial Condition and Results of Operations” and Part II, Item 1A, “Risk Factors” in this Quarterly Report on Form 10-Q as well as other documents that may be filed by us from time to time with the Securities and Exchange Commission. Moreover, we operate in a very competitive and rapidly changing environment. New risks and uncertainties emerge from time to time, and it is not possible for us to predict all risks and uncertainties that could have an impact on the forward-looking statements contained in this Quarterly Report on Form 10-Q. The results, events, and circumstances reflected in the forward-looking statements may not be achieved or occur, and actual results, events, or circumstances could differ materially from those described in the forward-looking statements.

The forward-looking statements made in this Quarterly Report on Form 10-Q relate only to events as of the date on which the statements are made available. We undertake no obligation to update any forward-looking statements made in this Quarterly Report on Form 10-Q to reflect events or circumstances after the date of this Quarterly Report on Form 10-Q or to reflect new information or the occurrence of unanticipated events, except as required by law. We may not actually achieve the plans, intentions, or expectations disclosed in our forward-looking statements, and you should not place undue reliance on our forward-looking statements. Our

3


 

forward-looking statements do not reflect the potential impact of any future acquisitions, mergers, dispositions, joint ventures, or investments we may make.

In addition, statements that “we believe” and similar statements reflect our beliefs and opinions on the relevant subject. These statements are based upon information available to us as of the date of this Quarterly Report on Form 10-Q, and while we believe such information forms a reasonable basis for such statements, such information may be limited or incomplete, and our statements should not be read to indicate that we have conducted an exhaustive inquiry into, or review of, all potentially available relevant information. These statements are inherently uncertain, and you are cautioned not to unduly rely upon these statements.

You should read this Quarterly Report on Form 10-Q and the documents that we reference in this Quarterly Report on Form 10-Q and have filed as exhibits to our most recent Annual Report on Form 10-K and this Quarterly Report on Form 10-Q, completely and with the understanding that our actual future results may be materially different from what we expect. We qualify all of the forward-looking statements in this Quarterly Report on Form 10-Q by these cautionary statements.

4


 

SUMMARY OF RISK FACTORS

Our business is subject to numerous risks and uncertainties, including those described in Part II, Item 1A, “Risk Factors” in this Quarterly Report on Form 10-Q. The following is a summary of principal risks and uncertainties that could materially adversely affect our business, financial condition, and results of operations. This summary should be read in conjunction with the “Risk Factors” section and should not be relied upon as an exhaustive summary of the material risks and uncertainties facing our business.

We have a limited operating history and have been growing rapidly over the last several years, which makes it difficult to forecast our future results of operations and increases the risk of your investment.
We have a history of losses. As our costs increase, we may not be able to generate sufficient revenue to achieve and sustain profitability.
Our business depends on our existing customers renewing their subscriptions and purchasing additional subscriptions from us as well as attracting new customers. Any decline in our customer retention or expansion of our commercial relationships with existing customers or an inability to attract new customers would materially adversely affect our business, financial condition, and results of operations.
We expect fluctuations in our financial results and key metrics, making it difficult to project future results. If we fail to meet the expectations of securities analysts or investors with respect to our results of operations, the trading price of our Class A common stock could decline.
We expect to continue to focus on sales to larger organizations and may become more dependent on those relationships, which may increase the variability of our sales cycle and our results of operations.
We recognize revenue over the term of our customer contracts. Consequently, downturns or upturns in new sales may not be immediately reflected in our results of operations and may be difficult to discern.
Unfavorable conditions in our industry or the global economy, or reductions in software spending, could limit our ability to grow our business and materially adversely affect our business, financial condition, and results of operations.
Our restructuring plan may not result in anticipated savings or operational efficiencies and could result in total costs and expenses that are greater than expected, which could materially adversely affect our business, financial condition and results of operations.
If the market for SaaS applications develops more slowly than we expect or declines, our business would be materially adversely affected.
Our intellectual property rights may not protect our business or provide us with a competitive advantage, which could have a material adverse effect on our business, financial condition, and results of operations.
We are subject to government regulation, including import, export control, economic sanctions, and trade sanctions, and anti-corruption laws and regulations, which may expose us to liability and increase our costs.
Complying with evolving privacy and other data-related laws, as well as contractual and other requirements, may be expensive and force us to make adverse changes to our business, and the failure or perceived failure to comply with such laws, contracts, and other requirements could result in adverse reputational and brand damage and significant fines and liability or otherwise materially adversely affect our business and growth prospects.
The trading price of our Class A common stock has been, and in the future, may be, volatile, and could decline significantly and rapidly.
Our principal stockholders have the ability to influence the outcome of director elections and other matters requiring stockholder approval.
The dual class structure of our common stock has the effect of concentrating voting control with our existing stockholders, executive officers, and directors and their affiliates, which limits your ability to influence the outcome of important transactions and to influence corporate governance matters, such as electing directors, and to approve material mergers, acquisitions, or other business combination transactions that may not be aligned with your interests.

 

5


 

PART I—FINANCIAL INFORMATION

Item 1. Financial Statements

AMPLITUDE, INC.

Condensed Consolidated Balance Sheets

(In thousands, except per share amounts)

(unaudited)

 

 

As of
March 31,
2024

 

 

As of
December 31,
2023

 

ASSETS

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

Cash and cash equivalents

 

$

265,705

 

 

$

248,491

 

Marketable securities, current

 

 

50,442

 

 

 

73,909

 

Accounts receivable, net of allowance for doubtful accounts of $1,244
   and $
1,101 as of March 31, 2024 and December 31, 2023, respectively

 

 

36,066

 

 

 

29,496

 

Prepaid expenses and other current assets

 

 

18,671

 

 

 

16,624

 

Deferred commissions, current

 

 

13,190

 

 

 

11,444

 

Total current assets

 

 

384,074

 

 

 

379,964

 

Property and equipment, net

 

 

10,871

 

 

 

10,068

 

Intangible assets, net

 

 

295

 

 

 

609

 

Goodwill

 

 

4,073

 

 

 

4,073

 

Restricted cash, noncurrent

 

 

872

 

 

 

869

 

Deferred commissions, noncurrent

 

 

25,071

 

 

 

26,942

 

Operating lease right-of-use assets

 

 

5,939

 

 

 

6,856

 

Other noncurrent assets

 

 

6,716

 

 

 

4,303

 

Total assets

 

$

437,911

 

 

$

433,684

 

LIABILITIES AND STOCKHOLDERS' EQUITY

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

Accounts payable

 

$

14,573

 

 

$

3,063

 

Accrued expenses

 

 

26,228

 

 

 

26,657

 

Deferred revenue

 

 

102,774

 

 

 

102,573

 

Total current liabilities

 

 

143,575

 

 

 

132,293

 

Operating lease liabilities, noncurrent

 

 

2,536

 

 

 

3,604

 

Noncurrent liabilities

 

 

2,590

 

 

 

3,034

 

Total liabilities

 

 

148,701

 

 

 

138,931

 

Commitments and contingencies (Note 8)

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

 

Preferred stock, $0.00001 par value per share; 20,000 shares authorized
   as of March 31, 2024 and December 31, 2023;
zero shares issued and
   outstanding as of March 31, 2024 and December 31, 2023

 

 

 

 

 

 

Class A common stock, $0.00001 par value per share; 600,000 shares
   authorized as of March 31, 2024 and December 31, 2023,
   
88,239 and 85,628 shares issued and outstanding as of
   March 31, 2024 and December 31, 2023, respectively

 

 

1

 

 

 

1

 

Class B common stock, $0.00001 par value per share; 600,000
   shares authorized as of March 31, 2024 and December 31, 2023;
   
33,370 and 34,382 shares issued and outstanding as of
   March 31, 2024 and December 31, 2023, respectively

 

 

 

 

 

 

Additional paid-in capital

 

 

674,313

 

 

 

658,463

 

Accumulated other comprehensive loss

 

 

(114

)

 

 

(181

)

Accumulated deficit

 

 

(384,990

)

 

 

(363,530

)

Total stockholders’ equity

 

 

289,210

 

 

 

294,753

 

Total liabilities and stockholders’ equity

 

$

437,911

 

 

$

433,684

 

 

See accompanying notes to condensed consolidated financial statements.

6


 

AMPLITUDE, INC.

Condensed Consolidated Statements of Operations and Comprehensive Loss

(In thousands, except per share amounts)

(unaudited)

 

Three Months Ended
March 31,

 

 

 

2024

 

 

2023

 

 

 

 

 

 

 

 

 

Revenue

$

72,624

 

 

$

66,477

 

 

Cost of revenue

 

18,889

 

 

 

19,187

 

 

Gross profit

 

53,735

 

 

 

47,290

 

 

Operating expenses:

 

 

 

 

 

 

Research and development

 

22,953

 

 

 

23,708

 

 

Sales and marketing

 

40,817

 

 

 

39,133

 

 

General and administrative

 

14,670

 

 

 

13,622

 

 

Total operating expenses

 

78,440

 

 

 

76,463

 

 

Other income (expense), net

 

3,671

 

 

 

3,138

 

 

Loss before provision for (benefit from) income taxes

 

(21,034

)

 

 

(26,035

)

 

Provision for (benefit from) income taxes

 

426

 

 

 

280

 

 

Net loss

$

(21,460

)

 

$

(26,315

)

 

Net loss per share attributable to Class A and Class B common stockholders:

 

 

 

 

 

 

Basic and diluted

 

(0.18

)

 

 

(0.23

)

 

Weighted-average shares used in computing net loss per share attributable to
   Class A and Class B common stockholders:

 

 

 

 

 

 

Basic and diluted

 

120,826

 

 

 

114,369

 

 

 

 

 

 

 

 

 

Other comprehensive loss

 

 

 

 

 

 

Net unrealized gains (losses) on marketable securities

 

67

 

 

 

272

 

 

Comprehensive loss

$

(21,393

)

 

$

(26,043

)

 

 

See accompanying notes to condensed consolidated financial statements.

7


 

AMPLITUDE, INC.

Condensed Consolidated Statements of Stockholders’ Equity

(In thousands)

(unaudited)

 

 

 

Class A and Class B common stock

 

 

 

Additional
paid-in

 

 

 

Accumulated other comprehensive

 

 

 

Accumulated

 

 

 

Total
stockholders’

 

 

 

Shares

 

 

 

Amount

 

 

 

capital

 

 

 

loss

 

 

 

deficit

 

 

 

equity

 

Balance at December 31, 2023

 

 

120,010

 

 

$

 

1

 

 

$

 

658,463

 

 

$

 

(181

)

 

$

 

(363,530

)

 

$

 

294,753

 

Stock-based compensation expense

 

 

 

 

 

 

 

 

 

 

21,765

 

 

 

 

 

 

 

 

 

 

 

 

21,765

 

Exercise of stock options

 

 

699

 

 

 

 

 

 

 

 

1,794

 

 

 

 

 

 

 

 

 

 

 

 

1,794

 

Vesting of early exercised stock options

 

 

 

 

 

 

 

 

 

 

20

 

 

 

 

 

 

 

 

 

 

 

 

20

 

Vesting of restricted stock units

 

 

1,442

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Tax withholding on net share settlement of restricted stock units

 

 

(542

)

 

 

 

 

 

 

 

(7,729

)

 

 

 

 

 

 

 

 

 

 

 

(7,729

)

Net loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(21,460

)

 

 

 

(21,460

)

Other comprehensive income (loss), net

 

 

 

 

 

 

 

 

 

 

 

 

 

 

67

 

 

 

 

 

 

 

 

67

 

Balance at March 31, 2024

 

 

121,609

 

 

 $

 

1

 

 

 $

 

674,313

 

 

$

 

(114

)

 

 $

 

(384,990

)

 

 $

 

289,210

 

 

See accompanying notes to condensed consolidated financial statements.

8


 

AMPLITUDE, INC.

Condensed Consolidated Statements of Stockholders’ Equity

(In thousands)

(unaudited)

 

 

Class A and Class B common stock

 

 

 

Additional
paid-in

 

 

 

Accumulated other comprehensive

 

 

 

Accumulated

 

 

 

Total
stockholders’

 

 

 

Shares

 

 

 

Amount

 

 

 

capital

 

 

 

loss

 

 

 

deficit

 

 

 

equity

 

Balance at December 31, 2022

 

 

114,199

 

 

$

 

1

 

 

$

 

568,889

 

 

$

 

(754

)

 

$

 

(273,167

)

 

$

 

294,969

 

Stock-based compensation expense

 

 

 

 

 

 

 

 

 

 

20,409

 

 

 

 

 

 

 

 

 

 

 

 

20,409

 

Exercise of stock options

 

 

554

 

 

 

 

 

 

 

 

1,687

 

 

 

 

 

 

 

 

 

 

 

 

1,687

 

Vesting of early exercised stock options

 

 

 

 

 

 

 

 

 

 

198

 

 

 

 

 

 

 

 

 

 

 

 

198

 

Vesting of restricted stock units

 

 

875

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Repurchase of unvested stock options

 

 

(46

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(26,315

)

 

 

 

(26,315

)

Other comprehensive income (loss), net

 

 

 

 

 

 

 

 

 

 

 

 

 

 

272

 

 

 

 

 

 

 

 

272

 

Balance at March 31, 2023

 

 

115,582

 

 

 $

 

1

 

 

 $

 

591,183

 

 

$

 

(482

)

 

 $

 

(299,482

)

 

 $

 

291,220

 

 

See accompanying notes to condensed consolidated financial statements.

9


 

AMPLITUDE, INC.

Condensed Consolidated Statements of Cash Flows

(In thousands)

(unaudited)

 

 

 

Three Months Ended March 31,

 

 

2024

 

 

2023

 

 

Cash flows from operating activities:

 

 

 

 

 

 

 

Net loss

 

$

(21,460

)

 

$

(26,315

)

 

Adjustments to reconcile net loss to net cash provided by (used in) operating activities:

 

 

 

 

 

 

 

Depreciation and amortization

 

 

1,450

 

 

 

1,349

 

 

Stock-based compensation expense

 

 

21,064

 

 

 

19,957

 

 

Other

 

 

(239

)

 

 

(245

)

 

Non-cash operating lease costs

 

 

985

 

 

 

985

 

 

Changes in operating assets and liabilities:

 

 

 

 

 

 

 

Accounts receivable

 

 

(6,784

)

 

 

(8,145

)

 

Prepaid expenses and other current assets

 

 

(2,208

)

 

 

2,753

 

 

Deferred commissions

 

 

126

 

 

 

312

 

 

Other noncurrent assets

 

 

(2,909

)

 

 

1,472

 

 

Accounts payable

 

 

11,347

 

 

 

3,122

 

 

Accrued expenses

 

 

(507

)

 

 

1,043

 

 

Deferred revenue

 

 

201

 

 

 

(645

)

 

Operating lease liabilities

 

 

(1,114

)

 

 

(704

)

 

Net cash provided by (used in) operating activities

 

 

(48

)

 

 

(5,061

)

 

Cash flows from investing activities:

 

 

 

 

 

 

 

Cash received from maturities of marketable securities

 

 

42,500

 

 

 

 

 

Purchases of marketable securities

 

 

(18,352

)

 

 

 

 

Purchase of property and equipment

 

 

(357

)

 

 

(329

)

 

Capitalization of internal-use software costs

 

 

(733

)

 

 

(448

)

 

Net cash provided by (used in) investing activities

 

 

23,058

 

 

 

(777

)

 

Cash flows from financing activities:

 

 

 

 

 

 

 

Proceeds from the exercise of stock options

 

 

1,794

 

 

 

1,687

 

 

Cash received for tax withholding obligations on equity
   award settlements

 

 

1,546

 

 

 

6,325

 

 

Cash paid for tax withholding obligations on equity award settlements

 

 

(9,133

)

 

 

(5,955

)

 

Repurchase of unvested stock options

 

 

 

 

 

(648

)

 

Net cash provided by (used in) financing activities

 

 

(5,793

)

 

 

1,409

 

 

Net increase (decrease) in cash, cash equivalents, and
   restricted cash

 

 

17,217

 

 

 

(4,429

)

 

Cash, cash equivalents, and restricted cash at beginning of period

 

 

249,360

 

 

 

219,349

 

 

Cash, cash equivalents, and restricted cash at end of period

 

$

266,577

 

 

$

214,920

 

 

Supplemental disclosure of cash flow information:

 

 

 

 

 

 

 

Cash paid for income taxes

 

$

121

 

 

$

172

 

 

Non-cash investing and financing activities:

 

 

 

 

 

 

 

Purchases of property and equipment included in liabilities

 

$

248

 

 

$

96

 

 

Stock-based compensation capitalized as internal-use software costs

 

$

701

 

 

$

452

 

 

See accompanying notes to condensed consolidated financial statements.

10


 

AMPLITUDE, INC.

Notes to Condensed Consolidated Financial Statements

(unaudited)

(1)
Summary of Business and Significant Accounting Policies

Description of Business

Amplitude, Inc. (the “Company”) was incorporated in the state of Delaware in 2011 and is headquartered in San Francisco, California. The Company provides a Digital Analytics Platform that helps companies analyze their customer behavior within digital products. The Company delivers its application over the Internet as a subscription service using a software-as-a-service (“SaaS”) model. The Company’s arrangements with customers do not provide the customer with the right to take possession of the software supporting the cloud-based application service at any time. The Company also offers customer support related to initial implementation setup, ongoing support services, and application training.

Segment Information

The Company has a single operating and reportable segment. The Company’s chief operating decision maker is its Chief Executive Officer, who reviews financial information presented on a consolidated basis for purposes of making operating decisions, assessing financial performance, and allocating resources. Long-lived assets outside of the United States are immaterial. For information regarding the Company’s revenue by geographic area, see Note 2 below.

Basis of Presentation and Principles of Consolidation

The condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP” or “GAAP”) and include the accounts of Amplitude, Inc. and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. The reporting currency of the Company is the United States dollar. The functional currency of the Company’s foreign subsidiaries is also the United States dollar.

The unaudited condensed consolidated balance sheet as of December 31, 2023 included herein was derived from the audited financial statements as of that date, but does not include all disclosures, including certain notes required by U.S. GAAP on an annual reporting basis. In management’s opinion, the unaudited condensed consolidated financial statements reflect all normal recurring adjustments necessary to state fairly the balance sheet, statements of operations and comprehensive loss, statements of stockholders’ equity, and statements of cash flows for the interim periods, but are not necessarily indicative of the results of operations to be anticipated for the full fiscal year or any future period.

These condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 (the “2023 Form 10-K”).

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. These estimates are based on information available as of the date of the financial statements and may involve subjective or significant judgment by the Company; therefore, actual results could differ from the Company’s estimates. Items subject to such estimates and assumptions include, but are not limited to the:

expected period of benefit for deferred commissions;
useful lives of long-lived assets;
valuation of goodwill and intangible assets;
recognition, measurement, and valuation of deferred tax assets and income tax uncertainties; and
incremental borrowing rates used for operating leases.

 

11


 

Concentration of Risk and Significant Customers

Financial instruments that subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents, restricted cash, marketable securities, and accounts receivable. Although the Company deposits its cash with high-quality, credit-rated financial institutions, the deposits, at times, may exceed federally insured limits. The Company has not experienced any losses on its deposits of cash and cash equivalents.

No customer accounted for 10% or more of total revenue for the three months ended March 31, 2024 and 2023. As of the quarter ended March 31, 2024, no customer represented 10% or more of accounts receivable. As of the year ended December 31, 2023, one customer represented 10% of accounts receivable.

Significant Accounting Policies

The Company's significant accounting policies are described in the 2023 Form 10-K. There have been no significant changes to these policies that have had a material impact on the Company’s condensed consolidated financial statements and related notes for the three months ended March 31, 2024.

Recently Issued Accounting Pronouncements

Income Taxes: In December 2023, the Financial Accounting Standards Board issued Accounting Standards Update (“ASU”) No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which requires that an entity, on an annual basis, disclose additional income tax information, primarily related to the rate reconciliation and income taxes paid. The amendment in the ASU is intended to enhance the transparency and decision usefulness of income tax disclosures. The amendments in this ASU are effective for annual periods beginning after December 15, 2024. The Company is currently evaluating the impact of the new standard on its consolidated financial statements which is expected to result in enhanced disclosures.

(2)
Revenue from Contracts with Customers

Deferred Revenue and Remaining Performance Obligations

The amount of revenue recognized in the three months ended March 31, 2024 that was included in deferred revenue as of December 31, 2023 was $55.1 million.

As of March 31, 2024 and December 31, 2023, unrecognized transaction price related to remaining performance obligations was $250.6 million and $239.4 million, respectively. The Company’s remaining performance obligations as of March 31, 2024 and December 31, 2023 are expected to be recognized as follows (in thousands):

 

 

 

As of
March 31,
2024

 

 

As of
December 31,
2023

 

 

 

 

 

 

 

 

Less than or equal to 12 months

 

$

197,087

 

 

$

188,456

 

Greater than 12 months

 

 

53,531

 

 

 

50,962

 

Total remaining performance obligations

 

$

250,618

 

 

$

239,418

 

 

Disaggregation of Revenue

The following table shows the Company’s disaggregation of revenue by geographic areas, as determined based on the address of the Company's customers (in thousands):

 

 

Three Months Ended
March 31,

 

 

 

2024

 

 

2023

 

United States

 

$

43,243

 

 

$

40,435

 

International

 

 

29,381

 

 

 

26,042

 

Total revenue

 

$

72,624

 

 

$

66,477

 

 

12


 

Deferred Commissions

Commissions paid upon the initial acquisition of a contract are deferred and then amortized on a straight-line basis over a period of benefit, determined to be five years. The following table represents a roll forward of the Company’s deferred commissions for the three months ended March 31, 2024 and 2023 (in thousands):

 

 

Three Months Ended
March 31,

 

 

 

2024

 

 

2023

 

Beginning balance

 

$

38,386

 

 

$

36,717

 

Additions to deferred commissions

 

 

3,227

 

 

 

2,466

 

Amortization of deferred commissions

 

 

(3,352

)

 

 

(2,779

)

Ending balance

 

 

38,261

 

 

 

36,404

 

Deferred commissions, current portion

 

 

13,190

 

 

 

11,275

 

Deferred commissions, net of current portion

 

 

25,071

 

 

 

25,129

 

Total deferred commissions

 

$

38,261

 

 

$

36,404

 

 

(3)
Balance Sheet Components

The following tables show the Company’s financial statement details as of March 31, 2024 and December 31, 2023.

Cash, Cash Equivalents and Restricted Cash

The following table represents the Company's cash, cash equivalents, and restricted cash at each period end (in thousands):

 

 

 

As of March 31,

 

 

As of December 31,

 

 

 

2024

 

 

2023

 

 

2023

 

 

2022

 

Cash and cash equivalents

 

$

265,705

 

 

$

214,062

 

 

$

248,491

 

 

$

218,494

 

Restricted cash, noncurrent

 

 

872

 

 

 

858

 

 

 

869

 

 

 

855

 

Total cash, cash equivalents, and restricted cash

 

$

266,577

 

 

$

214,920

 

 

$

249,360

 

 

$

219,349

 

Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets consisted of the following (in thousands):

 

 

 

As of
March 31,

 

 

As of
December 31,

 

 

 

2024

 

 

2023

 

Prepaid hosting

 

$

7,031

 

 

$

6,074

 

Other prepaid expenses and other assets

 

 

11,640

 

 

 

10,550

 

Total prepaid expense and other current assets

 

$

18,671

 

 

$

16,624

 

Accrued Expenses

Accrued expenses consisted of the following (in thousands):

 

 

 

As of
March 31,

 

 

As of
December 31,

 

 

 

2024

 

 

2023

 

Accrued hosting

 

$

2,737

 

 

$

6,506

 

Accrued commission and bonus

 

 

7,587

 

 

 

6,383

 

Accrued payroll and employee related taxes

 

 

2,796

 

 

 

2,468

 

Accrued sales tax

 

 

406

 

 

 

322

 

2021 Employee Stock Purchase Plan withholding

 

 

2,177

 

 

 

1,017

 

Operating lease liabilities, current

 

 

4,526

 

 

 

4,571

 

Other accrued liabilities

 

 

5,999

 

 

 

5,390

 

Total accrued expenses

 

$

26,228

 

 

$

26,657

 

 

13


 

 

(4)
Fair Value Measurements

 

The following table summarizes, for financial assets measured at fair value, the respective fair value and classification by level of input within the fair value hierarchy (in thousands):

 

 

 

 

As of March 31, 2024

 

 

 

 

Amortized Cost

 

 

 

Gross Unrealized Gains

 

 

 

Gross Unrealized Losses

 

 

 

Estimated Fair Value

 

Level 1:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash equivalents(1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

     Money market funds

 

$

 

232,812

 

 

$

 

 

 

$

 

 

 

$

 

232,812

 

Level 2:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash equivalents(1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

     U.S. governmental securities

 

 

 

6,228

 

 

 

 

 

 

 

 

 

 

 

 

6,228

 

Available-for-sale securities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

     U.S. governmental securities

 

 

 

50,555

 

 

 

 

 

 

 

 

(113

)

 

 

 

50,442

 

Total

 

$

 

289,595

 

 

$

 

 

 

$

 

(113

)

 

$

 

289,482

 

 

 

 

 

As of December 31, 2023

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amortized Cost

 

 

 

Gross Unrealized Gains

 

 

 

Gross Unrealized Losses

 

 

 

Estimated Fair Value

 

Level 1:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash equivalents(1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

     Money market funds

 

$

 

211,741

 

 

$

 

 

 

$

 

 

 

$

 

211,741

 

Level 2:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Available-for-sale securities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

     U.S. governmental securities

 

 

 

74,090

 

 

 

 

 

 

 

 

(181

)

 

 

 

73,909

 

Total

 

$

 

285,831

 

 

$

 

 

 

$

 

(181

)

 

$

 

285,650

 

 

 

(1)
Included in “Cash and cash equivalents” in the Company’s condensed consolidated balance sheets as of March 31, 2024 and December 31, 2023, in addition to cash of $26.7 million and $36.8 million, respectively.

The Company uses quoted prices in active markets for identical assets to determine the fair value of the Company's Level 1 investments. The fair value of the Company's Level 2 investments is determined using pricing based on quoted market prices or alternative market observable inputs.

The fair value of the Company's available-for-sale securities as of March 31, 2024, by remaining contractual maturities, was as follows (in thousands):

 

 

 

 

 

 

 

As of March 31, 2024

 

Due in one year or less

 

 

 

 

 

$

50,442

 

Due in greater than one year

 

 

 

 

 

 

 

Total

 

 

 

 

 

$

50,442

 

 

 

(5)
Stockholders’ Equity and Equity Incentive Plans

Preferred stock

In connection with the direct listing of the Company’s Class A common stock on the Nasdaq Capital Market (the “Direct Listing”) on September 21, 2021, an amended and restated certificate of incorporation of the Company was filed with the Secretary of State of the State of Delaware, which authorized the issuance of 20 million shares of undesignated preferred stock with a par value of $0.00001 per share and rights and preferences, including voting rights, designated from time to time by the Company's board of directors.

14


 

Common Stock

The Company has two classes of common stock: Class A common stock and Class B common stock. The Company's amended and restated certificate of incorporation authorizes the issuance of 600 million shares of Class A common stock and 600 million shares of Class B common stock. The shares of Class A common stock and Class B common stock are identical, except with respect to voting, conversion, and transfer rights. Each share of Class A common stock is entitled to one vote. Each share of Class B common stock is entitled to five votes. Class A and Class B common stock each have a par value of $0.00001 per share, and are referred to as common stock throughout the notes to the condensed consolidated financial statements, unless otherwise noted. Holders of common stock are entitled to receive any dividends whenever funds are legally available and if declared by the Company's board of directors.

Shares of Class B common stock may be converted to Class A common stock at any time at the option of the stockholder. Shares of Class B common stock will also automatically convert into one share of Class A common stock upon any transfer, except for certain permitted transfers described in the Company's amended and restated certificate of incorporation. In addition, each share of Class B common stock held by the Company's three cofounders (or any of such founder’s affiliates) will convert automatically into one share of Class A common stock on the earlier of: (i) the death or incapacity of such founder or (ii) the date that is six months following the date on which such founder is no longer an employee or director of the Company (unless such founder has rejoined the Company during such six-month period). Each outstanding share of the Company's Class B common stock will also convert automatically into one share of Class A common stock on the date that is six months following the date on which no founder is an employee or director of the Company (unless a founder has rejoined the Company during such six-month period). In addition, any transfer by a founder (or such founder’s affiliates) to one or more of the other founders (or such founders’ affiliates) will not result in the automatic conversion of such shares of Class B common stock to Class A common stock. Once converted into Class A common stock, the Class B common stock may not be reissued.

The Company has reserved shares of its common stock as follows:

 

 

 

As of
March 31,
2024

 

 

As of
December 31,
2023

 

 

 

 

 

 

 

 

2014 Stock Option and Grant Plan and 2021 Incentive Award Plan:

 

 

 

 

 

 

Equity plan stock options outstanding

 

 

13,504,931

 

 

 

14,268,055

 

RSUs outstanding

 

 

10,091,214

 

 

 

11,301,279

 

Shares available for future issuance

 

 

24,635,517

 

 

 

18,260,813

 

2021 Employee Stock Purchase Plan:

 

 

 

 

 

 

Shares available for future issuance

 

 

5,280,091

 

 

 

4,079,994

 

Total reserved shares

 

 

53,511,753

 

 

 

47,910,141

 

Equity Incentive Plans

2014 Stock Option and Grant Plan

In December 2014, the Company adopted its 2014 Stock Option and Grant Plan (as amended, the “2014 Plan”), pursuant to which shares of the Company’s common stock were reserved for the issuance of stock options (incentive and non-statutory), restricted stock units (“RSUs”), and restricted stock to employees, directors, and consultants under terms and provisions established by the Company's board of directors and approved by the Company’s stockholders. The 2014 Plan was terminated in September 2021 in connection with the Direct Listing but continues to govern the terms of outstanding awards that were granted prior to the termination of the 2014 Plan. No further equity awards will be granted under the 2014 Plan. With the establishment of the 2021 Incentive Award Plan (the “2021 Plan”) as further discussed below, upon the expiration, forfeiture, cancellation, or reacquisition of any shares of Class A common stock underlying outstanding stock-based awards granted under the 2014 Plan, an equal number of shares of Class A common stock will become available for grant under the 2021 Plan.

2021 Incentive Award Plan

In August 2021, the Company's board of directors adopted, and its stockholders approved, the 2021 Plan, which became effective in connection with the Direct Listing. The 2021 Plan provides for the grant of incentive stock options, nonqualified stock options, stock appreciation rights, restricted stock awards, RSU awards, performance bonus awards, performance stock units, dividend equivalent awards and other forms of equity compensation (collectively, “equity awards”). As of March 31, 2024, a total of 24,635,517 shares of the Company's Class A common stock have been reserved for issuance under the 2021 Plan in addition to (i) any shares available for issuance under the 2014 Plan as of the effective date of the 2021 Plan, (ii) the number of shares represented by awards outstanding under the Company's 2014 Plan (“Prior Plan Awards”) that become available upon the expiration, forfeiture,

15


 

cancellation, or reacquisition of any shares of Class A common stock underlying outstanding stock awards granted under the 2014 Plan, and (iii) an annual increase on the first day of each fiscal year beginning in 2022 and ending in 2031, equal to the lesser of (A) 5% of the shares of the Company's common stock outstanding (on an as-converted basis) on the last day of the immediately preceding fiscal year and (B) such smaller number of shares of stock as determined by the Company's board of directors; provided, however, that no more than 88,000,000 shares of stock may be issued upon the exercise of incentive stock options.

Stock Option Awards

Stock options granted under the 2014 Plan and the 2021 Plan (collectively, the “combined stock plans”) generally vest based on continued service over four years.

Option activity under the Company's combined stock plans for the three months ended March 31, 2024 is set forth below:

 

 

 

 

 

 

 

 

 

Weighted

 

 

 

 

 

 

 

 

 

Weighted

 

 

average

 

 

Aggregate

 

 

 

Outstanding

 

 

average

 

 

remaining

 

 

intrinsic

 

 

 

stock

 

 

exercise

 

 

contractual

 

 

value

 

 

 

options

 

 

price

 

 

life (years)

 

 

(in thousands)

 

Balances as of December 31, 2023

 

 

14,268,055

 

 

$

4.40

 

 

 

6.27

 

 

$

118,757

 

Granted

 

 

 

 

 

 

 

 

 

 

 

 

Exercised

 

 

(698,858

)

 

 

2.57

 

 

 

 

 

 

 

Cancelled/forfeited

 

 

(64,266

)

 

 

4.93

 

 

 

 

 

 

 

Balances as of March 31, 2024(1)

 

 

13,504,931

 

 

$

4.49

 

 

 

6.06

 

 

$

86,326

 

Exercisable as of March 31, 2024(2)

 

 

12,191,939

 

 

$

3.84

 

 

 

5.87

 

 

$

85,786

 

 

(1)
As no forfeitures are estimated due to the Company’s adoption of ASU No. 2016-09, all options are vested or expected to vest. As of March 31, 2024, no options were outstanding that were subject to a future performance condition.
(2)
Exercisable shares include vested options as well as unvested shares that can be early exercised.

The aggregate intrinsic values of options are calculated as the difference between the exercise price of the options and the market price for shares of the Company’s Class A common stock as of each period-end. The total intrinsic value of options exercised for the three months ended March 31, 2024 and 2023 was $5.8 million and $5.2 million, respectively.

No stock options were granted in the three months ended March 31, 2024. Stock options granted during the three months ended March 31, 2023 had a weighted average grant date fair value of $6.84 per share. The fair value of options granted is being expensed over the vesting period of the options on a straight-line basis as the services are being provided. No tax benefits were realized from options during the periods.

As of March 31, 2024, total unrecognized stock-based compensation expense related to options outstanding under the combined stock plans was $9.1 million. This unrecognized expense as of March 31, 2024 is expected to be recognized over the weighted average remaining vesting period of 2.16 years. As of March 31, 2024, the Company had 342,000 shares of non-employee stock options outstanding under the combined stock plans.

The fair value of each option granted to employees under the 2021 Plan is estimated on the grant date using the Black-Scholes pricing model.

Restricted Stock Units

RSUs granted under the 2021 Plan generally vest based on continued service. RSUs granted pursuant to the 2014 Plan vest according to a service condition as well as a performance condition, through a liquidity event, including (i) a change in control of the Company or (ii) the initial public offering of the Company’s equity securities, following which the securities shall be publicly traded, which includes a direct listing. As a result of the Direct Listing, the performance condition for all RSUs granted pursuant to the 2014 Plan has been met. During the three months ended March 31, 2024 and 2023, the Company recorded $19.7 million and $16.6 million in stock-based compensation expense related to RSUs, respectively.

The total fair value of RSUs vested during the three months ended March 31, 2024 and 2023 was $20.6 million and $14.4 million, respectively. As of March 31, 2024, total unrecognized stock-based compensation expense related to RSUs was $131.3 million. This unrecognized expense as of March 31, 2024 is expected to be recognized over the weighted average remaining vesting

16


 

period of 2.03 years. As of March 31, 2024, the Company had 143,896 shares of non-employee RSUs outstanding under the combined stock plans.

RSU activity during the three months ended March 31, 2024 was as follows:

 

 

 

Restricted stock
units

 

 

Weighted-average
grant date fair
value per share

 

Balance as of December 31, 2023

 

 

11,301,279

 

 

$

14.76

 

Granted

 

 

687,854

 

 

 

13.46

 

Vested

 

 

(1,442,104

)

 

 

15.07

 

Cancelled/forfeited

 

 

(455,815

)