0000950170-24-122734 | 10-Q | XBRL Viewer

Goodwill and Intangible Assets

9 Months Ended

Sep. 30, 2024

Goodwill and Intangible Assets Disclosure [Abstract]

6. Goodwill and intangible assets

Goodwill represents the excess of the purchase price in a business combination over the fair value of net tangible and intangible assets acquired.

Goodwill amounts are not amortized but tested for impairment on an annual basis or more often when circumstances indicate that goodwill may not be recoverable. There was no impairment of goodwill as of September 30, 2024.

Intangible assets are amortized on a straight-line basis over the useful life. Intangible assets amortization was $2.4 million and $2.0 million for the three months ended September 30, 2024 and 2023, respectively and was $7.4 million and $6.1 million for the nine months ended September 30, 2024 and 2023, respectively. There was no impairment of intangible assets as of September 30, 2024.

Intangible assets consists of the following:


	September 30, 2024							December 31, 2023
(in thousands)	Gross amount		Accumulated amortization			Net carrying amount		Gross amount		Accumulated amortization			Net carrying amount		Weighted average remaining useful life as of September 30, 2024 (in years)
Developed technology	$	19,967	$	(11,969	)	$	7,998	$	19,967	$	(8,401	)	$	11,566		3.0
Customer relationships		23,725		(13,075	)		10,650		23,725		(9,786	)		13,939		2.6
Tradename		2,560		(1,592	)		968		2,560		(1,208	)		1,352		2.0
Non-compete agreement		0		0			0		162		(132	)		30		0.0
Other intangibles		200		(117	)		83		485		(320	)		165		1.3
Total intangible assets	$	46,452	$	(26,753	)	$	19,699	$	46,899	$	(19,847	)	$	27,052

As of September 30, 2024, expected amortization expense for intangible assets was as follows:


(in thousands)	September 30, 2024
Remaining three months of 2024	$	2,382
2025		8,046
2026		5,100
2027		3,056
2028		1,115
Thereafter	0
Total	$	19,699

Revenue Recognition and Deferred Costs (Tables)

9 Months Ended

Sep. 30, 2024

Revenue from Contract with Customer [Abstract]

Schedule of Disaggregate Revenue by Major Source

The following table disaggregates revenue by major source:


	Three months ended September 30,				Nine months ended September 30,
(in thousands)	2024		2023		2024		2023
Subscription solutions	$	62,826	$	58,709	$	185,582	$	168,652
Partner and services		20,884		19,336		60,317		56,593
Revenue	$	83,710	$	78,045	$	245,899	$	225,245

Schedule of Revenue by Geographic Region

Revenue by geographic region was as follows:


	Three months ended September 30,				Nine months ended September 30,
(in thousands)	2024		2023		2024		2023
Revenue:
Americas – United States	$	63,682	$	60,019	$	187,249	$	172,374
Americas – other (1)		3,893		3,499		11,445		10,273
EMEA		9,709		8,631		28,182		25,263
APAC		6,426		5,896		19,023		17,335
Revenue	$	83,710	$	78,045	$	245,899	$	225,245

(1)Americas-other revenue includes revenue from North and South America, other than the U.S.

Commitments, Contingencies, Leases, and Restructuring Charges - Schedule of Unconditional Purchase Obligations (Details) $ in Thousands	Sep. 30, 2024 USD ($)
Commitments, Contingencies, Leases, and Restructuring Charges [Abstract]
Remaining three months of 2024	$ 3,729
2025	16,667
2026	4,976
2027 and thereafter	0
Total	$ 25,372

Convertible Notes - Summary of Convertible Note Obligations (Parenthetical) (Details) $ in Millions	Dec. 31, 2023 USD ($)
Convertible Notes
Debt Instrument [Line Items]
Financing obligation	$ 0.1

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

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+ Details

Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) shares in Thousands, $ in Thousands	Total	Common Stock	Additional Paid-in Capital	Accumulated Deficit	Accumulated Other Comprehensive Income/ (Loss)
Balance at Dec. 31, 2022	$ 45,672	$ 7	$ 576,851	$ (529,987)	$ (1,199)
Balance, shares at Dec. 31, 2022		73,945
Proceeds from exercise of stock options	1,103	$ 0	1,103	0	0
Proceeds from exercise of stock options, shares		246
Release of restricted stock units	(1,419)	$ 0	(1,419)	0	0
Release of restricted stock units, shares		396
Stock-based compensation	10,487	$ 0	10,487	0	0
Total other comprehensive income (loss)	717	0	0	0	717
Net loss	(22,120)	0	0	(22,120)	0
Balance at Mar. 31, 2023	34,440	$ 7	587,022	(552,107)	(482)
Balance, shares at Mar. 31, 2023		74,587
Balance at Dec. 31, 2022	45,672	$ 7	576,851	(529,987)	(1,199)
Balance, shares at Dec. 31, 2022		73,945
Net loss	(61,495)
Balance at Sep. 30, 2023	19,875	$ 7	611,767	(591,482)	(417)
Balance, shares at Sep. 30, 2023		76,082
Balance at Mar. 31, 2023	34,440	$ 7	587,022	(552,107)	(482)
Balance, shares at Mar. 31, 2023		74,587
Proceeds from exercise of stock options	1,156	$ 0	1,156	0	0
Proceeds from exercise of stock options, shares		163
Release of restricted stock units	(811)	$ 0	(811)	0	0
Release of restricted stock units, shares		354
Stock-based compensation	11,290	$ 0	11,290	0	0
Total other comprehensive income (loss)	(90)	0	0	0	(90)
Net loss	(19,065)	0	0	(19,065)	0
Balance at Jun. 30, 2023	26,920	$ 7	598,657	(571,172)	(572)
Balance, shares at Jun. 30, 2023		75,104
Proceeds from exercise of stock options	1,455	$ 0	1,455	0	0
Proceeds from exercise of stock options, shares		485
Release of restricted stock units	(1,039)	$ 0	(1,039)	0	0
Release of restricted stock units, shares		404
Issuance of common stock as consideration for an acquisition	921	$ 0	921	0	0
Issuance of common stock as consideration for an acquisition, shares		89
Stock-based compensation	11,773	$ 0	11,773	0	0
Total other comprehensive income (loss)	155	0	0	0	155
Net loss	(20,310)	0	0	(20,310)	0
Balance at Sep. 30, 2023	19,875	$ 7	611,767	(591,482)	(417)
Balance, shares at Sep. 30, 2023		76,082
Balance at Dec. 31, 2023	25,533	$ 7	620,021	(594,658)	163
Balance, shares at Dec. 31, 2023		76,410
Proceeds from exercise of stock options	974	$ 0	974	0	0
Proceeds from exercise of stock options, shares		308
Release of restricted stock units	(1,325)	$ 0	(1,325)	0	0
Release of restricted stock units, shares		507
Stock-based compensation	8,388	$ 0	8,388	0	0
Total other comprehensive income (loss)	(259)	0	0	0	(259)
Net loss	(6,392)	0	0	(6,392)	0
Balance at Mar. 31, 2024	26,919	$ 7	628,058	(601,050)	(96)
Balance, shares at Mar. 31, 2024		77,225
Balance at Dec. 31, 2023	$ 25,533	$ 7	620,021	(594,658)	163
Balance, shares at Dec. 31, 2023		76,410
Proceeds from exercise of stock options, shares	462
Net loss	$ (24,640)
Balance at Sep. 30, 2024	28,986	$ 7	647,897	(619,298)	380
Balance, shares at Sep. 30, 2024		78,349
Balance at Mar. 31, 2024	26,919	$ 7	628,058	(601,050)	(96)
Balance, shares at Mar. 31, 2024		77,225
Proceeds from exercise of stock options	271	$ 0	271	0	0
Proceeds from exercise of stock options, shares		77
Release of restricted stock units	0	$ 0	0	0	0
Release of restricted stock units, shares		397
Issuance of common stock as consideration for an acquisition	248	$ 0	248	0	0
Issuance of common stock as consideration for an acquisition, shares		41
Stock-based compensation	10,009	$ 0	10,009	0	0
Total other comprehensive income (loss)	(81)	0	0	0	(81)
Net loss	(11,255)	0	0	(11,255)	0
Balance at Jun. 30, 2024	26,111	$ 7	638,586	(612,305)	(177)
Balance, shares at Jun. 30, 2024		77,740
Proceeds from exercise of stock options	238	$ 0	238	0	0
Proceeds from exercise of stock options, shares		77
Release of restricted stock units	(1,086)	$ 0	(1,086)	0	0
Release of restricted stock units, shares		532
Stock-based compensation	10,159	$ 0	10,159	0	0
Total other comprehensive income (loss)	557	0	0	0	557
Net loss	(6,993)	0	0	(6,993)	0
Balance at Sep. 30, 2024	$ 28,986	$ 7	$ 647,897	$ (619,298)	$ 380
Balance, shares at Sep. 30, 2024		78,349

Net Loss per Share

9 Months Ended

Sep. 30, 2024

Earnings Per Share [Abstract]

Net Loss per Share

12. Net loss per share

Basic net loss per share is computed by dividing net loss by the number of shares of common stock outstanding for the period. Because the Company has reported a net loss for the three and nine months ended September 30, 2024, and 2023, the number of shares used to calculate diluted net loss per share is the same as the number of shares used to calculate basic net loss per share for the period presented because the potentially dilutive shares would have been antidilutive if included in the calculation.


	Three months ended September 30,						Nine months ended September 30,
(in thousands)	2024			2023			2024			2023
Numerator:
Net loss per share available to shareholders	$	(6,993	)	$	(20,310	)	$	(24,640	)	$	(61,495	)
Denominator:
Weighted average shares outstanding		77,869		$	75,387			77,319		$	74,778
Net loss per share	$	(0.09	)	$	(0.27	)	$	(0.32	)	$	(0.82	)

The following potentially dilutive securities outstanding have been excluded from the computation of basic weighted-average shares outstanding because such securities have an antidilutive impact due to losses reported:


	As of September 30,
(in thousands)	2024		2023
Stock options outstanding		4,633		5,300
Restricted stock units		5,850		6,500
Acquisition related compensation		0		42
Convertible notes		10,239		4,719
Total potentially dilutive securities		20,722		16,561

Commitments, Contingencies, Leases, and Restructuring Charges - Schedule of Future Maturities of Operating Lease Liabilities (Details) $ in Thousands	Sep. 30, 2024 USD ($)
Commitments, Contingencies, Leases, and Restructuring Charges [Abstract]
Remaining three months of 2024	$ 791
2025	2,718
2026	890
2027	425
2028	444
Thereafter	346
Total minimum lease payments	5,614
Less imputed interest	(663)
Total lease liabilities	$ 4,951

Summary of Significant Accounting Policies (Additional Information) (Details1) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2023-10-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligations		$ 157,191
Remaining performance obligations, satisfaction period		12 months
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2024-10-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligations	$ 184,238
Revenue, expected recognition period, explanation	The Company expects to recognize approximately 60 percent of the remaining performance obligations as revenue in the following 12 month period, and the remaining balance in the periods thereafter.
Remaining performance obligations, percentage	60.00%
Remaining performance obligations, satisfaction period	12 months

Income Taxes - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Income Tax Disclosure [Abstract]
Effective tax rate	(4.00%)	(0.72%)	(2.89%)	(0.91%)
U.S. statutory tax rate	21.00%	21.00%	21.00%	21.00%
Unrecognized Tax Benefits	$ 0.4		$ 0.4

Stockholders' Equity - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions					3 Months Ended	9 Months Ended
	May 09, 2024	Jan. 01, 2024	Jan. 01, 2023	Jan. 01, 2022	Sep. 30, 2024	Sep. 30, 2024	Jul. 31, 2020
Class Of Stock [Line Items]
Forfeited or surrendered shares						676,000
Stock options granted						662,000
Expected stock-based compensation yet to be recognized					$ 5.5	$ 5.5
Weighted-average period of stock-based compensation yet to be recognized						2 years 4 months 20 days
Restricted Stock Units
Class Of Stock [Line Items]
Expected stock-based compensation yet to be recognized					$ 48.1	$ 48.1
Weighted-average period of stock-based compensation yet to be recognized						2 years 2 months 4 days
Weighted-average requisite service period						4 years
Market-Based Awards
Class Of Stock [Line Items]
Grant date fair value of awards					$ 9.91	$ 9.91
Fair value assumptions, expected dividend yield						0.00%
Stock compensation expense recognized					$ 0.1	$ 0.3
Weighted-average requisite service period						3 years
Performance-based restricted stock units
Class Of Stock [Line Items]
Stock compensation expense recognized					$ 0.3	$ 0.6
Canceled or vested						0
Stock Option
Class Of Stock [Line Items]
Weighted-average requisite service period						4 years
2020 Equity incentive plan
Class Of Stock [Line Items]
Percentage of common stock issued and outstanding							5.00%
Increase in common stock reserve for issuance	9,548,587
2020 Equity incentive plan \| Series 1 Common Stock
Class Of Stock [Line Items]
Common stock authorized and reserved for issuance							3,873,885
Increase in common stock reserve for issuance		3,820,681	3,695,569	3,616,312
Common stock available for future issuance					9,996,094	9,996,094

Convertible Notes

9 Months Ended

Sep. 30, 2024

Debt Disclosure [Abstract]

Convertible Notes

9. Convertible Notes

The Company's convertible note obligations, including the level within the fair value hierarchy (see note 4. Fair Value Measurements), are as follows:


	As of September 30, 2024											As of December 31, 2023
	Outstanding Principal		Unamortized convertible note premium and issuance costs			Net Carrying Value		Fair Value				Outstanding Principal		Unamortized convertible note premium and issuance costs			Net Carrying Value		Fair Value
(in thousands)								Amount		Level									Amount		Level
2028 Convertible Notes*	$	150,000	$	4,360		$	154,360	$	157,515		3	$	0	$	0		$	0	$	0
2026 Convertible Notes**		63,132		(736	)		62,396		55,912		2		345,000		(5,527	)		339,473		280,658		2
Total carrying value of convertible notes (1)							216,756											339,473

(1) Included in “Convertible Notes” in the accompanying Condensed Consolidated Balance Sheets, is $0.1 million of 2023 financing

obligation

(*) The fair value was calculated using a binomial lattice model which incorporates the terms and conditions of the convertible notes and market-based risk measurement that are indirectly observable, such as market credit spread, and therefore are Level 3 investments. The lattice model produced an estimated fair value based on changes in the price of the underlying common share price over successive periods of time. An estimated yield based on market data was used to discount straight debt cash flows.

(**) The fair value is influenced by interest rates, the Company's stock price and is determined by prices observed in market trading. Since the market for trading of the 2026 Convertible Notes is not considered to be an active market, the estimated fair value is based on Level 2 inputs.

The following table presents details of the Company's convertible notes as of September 30, 2024, which are further discussed below:


	Date of Issuance	Maturity Date	Contractual Interest Rate			Outstanding Principal (in thousands)		Conversion Rate for Each $1,000 Principal		Initial Conversion Price per Share
2028 Convertible Notes	August 2024	10/1/2028		7.50	%	$	150,000	$	62.50	$	16.00
2026 Convertible Notes	September 2021	10/1/2026		0.25	%	$	63,132	$	13.68	$	73.11

The total interest expense recognized related to the Company’s convertible notes and financing obligation consists of the following:


	Three months ended September 30,				Nine months ended September 30,
(in thousands)	2024		2023		2024		2023
Contractual interest expense	$	1,804	$	226	$	2,249	$	684
Amortization of premium and issuance costs		104		495		1,099		1,481
Total	$	1,908	$	721	$	3,348	$	2,165

2028 Convertible Notes

In August 2024, the Company entered into a privately negotiated exchange agreement (the "Exchange Agreement") with a holder of its 0.25 percent unsecured convertible senior notes due 2026 (the "2026 Convertible Notes"). Pursuant to the Exchange Agreement, the Company exchanged (the "Exchange Transaction") approximately $161.2 million in aggregate principal amount of the 2026 Convertible Notes for $150.0 million in aggregate principal amount of new 7.50 percent convertible senior notes due 2028 (the “2028 Convertible Notes”) and approximately $0.1 million in cash, with such payment representing the accrued and unpaid interest on such 2026 Convertible Notes. This transaction resulted in a net gain on extinguishment of the 2026 Convertible Notes of $1.7 million, net of a $2.0 million write-off of unamortized debt issuance costs, which was recorded in Gain on convertible note extinguishment in the condensed consolidated statements of operations.

The 2028 Convertible Notes are senior, initially unsecured obligations of the Company and accrue interest at a rate of 7.50 percent per annum, payable semi-annually in arrears on April 1 and October 1 of each year, beginning on October 1, 2024. The 2028 Convertible Notes will mature on October 1, 2028, unless earlier converted, redeemed or repurchased by the Company. Before July 3, 2028, noteholders will have the right to convert their 2028 Convertible Notes only upon the occurrence of certain events. From and after July 3, 2028, noteholders may convert their 2028 Convertible Notes at any time at their election until the close of business on the second scheduled trading day immediately before the maturity date. The Company will settle conversions by paying or delivery, as applicable, cash, shares of its common stock or a combination of cash and shares of its common stock, at the Company's election. The 2028 Convertible Notes will be convertible with an initial conversion rate of 62.5000 shares of common stock per $1,000 principal amount of 2028 Convertible Notes, which represents an initial conversion price of $16.00 per share of common stock, when certain conditions are met. The conversion rate and conversion price will be subject to adjustments related to standard anti-dilution provisions upon the occurrence of certain events.

The Company may not redeem the 2028 Convertible Notes prior to October 7, 2026. The 2028 Convertible Notes will be redeemable, in whole or in part (subject to certain limitations), for cash at the Company’s option at any time, and from time to time, on or after October 7, 2026 and on or before the 25th scheduled trading day immediately before the maturity date, but only if the last reported sale price per share of the Company’s common stock exceeds 130 percent of the conversion price for a specified period of time and certain other conditions are satisfied. The redemption price will be equal to the principal amount of the 2028 Convertible Notes to be redeemed, plus accrued and unpaid interest, if any, up to, but excluding, the redemption date. In addition, calling any 2028 Convertible Note for redemption will constitute a Make-Whole Fundamental Change with respect to that 2028 Convertible Note, in which case the conversion rate applicable to the conversion of that 2028 Convertible Note will be increased in certain circumstances if it is converted after it is called for redemption. Pursuant to the Partial Redemption Limitation, the Company may not elect to redeem less than all of the outstanding 2028 Convertible Notes unless at least $100.0 million aggregate principal amount of 2028 Convertible Notes are outstanding and not subject to redemption as of the time the Company sends the related redemption notice.

If a “fundamental change” (as defined in the indenture for the 2028 Convertible Notes) occurs, then, subject to a limited exception, noteholders may require the Company to repurchase their 2028 Convertible Notes for cash. The repurchase price will be equal to the principal amount of the 2028 Convertible Notes to be repurchased, plus accrued and unpaid interest, if any, up to, but excluding, the applicable repurchase date.

Upon entering into the Exchange Agreement, the Company recorded the $150.0 million aggregate principal amount of 2028 Convertible Notes at fair value of $157.5 million and related debt issuance costs as a reduction to the fair value of $3.0 million. Debt issuance costs are recorded as a contra-liability and amortized over the term of the 2028 Convertible Notes utilizing an effective interest rate of 8.03 percent. The $7.5 million premium related to the fair value adjustment of the 2028 Convertible Notes is amortized using an effective interest rate of 6.12 percent. The Company is in compliance with the terms of the indenture, and has not experienced any events that would constitute an event of default.

2026 Convertible Notes

In September 2021, the Company issued $345.0 million aggregate principal amount of its 2026 Convertible Notes. The 2026 Convertible Notes were issued in a private offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”). The net proceeds from the sales of the 2026 Convertible Notes was approximately $335.0 million after deducting offering and issuance costs related to the 2026 Convertible Notes and before the 2021 Capped Call transactions. Interest on the 2026 Convertible Notes accrue at a rate of 0.25 percent per annum, payable on April 1 and October 1 of each year, beginning on April 1, 2022.

In August 2024, in addition to the Exchange Agreement, the Company entered into separate, privately negotiated repurchase agreements with a limited number of holders of its outstanding 2026 Convertible Notes to repurchase (the "Repurchase Transactions") approximately $120.6 million aggregate principal amount of the 2026 Convertible Notes for aggregate cash consideration of approximately $108.7 million, including accrued but unpaid interest of approximately $0.2 million on such 2026 Convertible Notes. This transaction resulted in a net gain on extinguishments of debt of $10.4 million, net of a $1.5 million write-off of unamortized debt issuance costs which was recorded in Gain on debt extinguishment in the Statement of Operations.

Following the Repurchase Transactions, approximately $63.1 million principal amount of 2026 Convertible Notes remain outstanding. The remaining unamortized debt issuance costs are recorded as a contra-liability and are amortized utilizing the effective interest rate of 0.84 percent over the term of the 2026 Convertible Notes.

The remaining outstanding 2026 Convertible Notes will mature on October 1, 2026, unless earlier converted, redeemed or repurchased by the Company. Before July 1, 2026, noteholders will have the right to convert the remaining outstanding 2026 Convertible Notes only under the following circumstances: (1) during any calendar quarter, if the Last Reported Sale Price (as defined in the indenture for the 2026 Convertible Notes) per share of Common Stock (as defined in the indenture for the 2026 Convertible Notes) exceeds one hundred and thirty percent (130 percent) of the Conversion Price (as defined in the indenture for the 2026 Convertible Notes) for each of at least twenty (20) Trading Days (as defined in the indenture for the 2026 Convertible Notes) (whether or not consecutive) during the thirty (30) consecutive Trading Days ending on, and including, the last Trading Day of the immediately preceding calendar quarter; (2) during the five (5) consecutive Business Days (as defined in the indenture for the 2026 Convertible Notes) immediately after any ten (10) consecutive Trading Day period (such ten (10) consecutive Trading Day period, the “Measurement Period”) if the Trading Price per $1,000 principal amount of 2026 Convertible Notes for each Trading Day of the Measurement Period was less than ninety-eight percent (98 percent) of the product of the Last Reported Sale Price per share of Common Stock on such Trading Day and the Conversion Rate (as defined in the indenture for the 2026 Convertible Notes) on such Trading Day; (3) if the Company calls any or all of the 2026 Convertible Notes for redemption, such 2026 Convertible Notes called for redemption may be converted any time prior to the close of business on the second business day immediately before the redemption date; or (4) upon the occurrence of specified corporate events. From and after July 1, 2026, noteholders may convert their 2026 Convertible Notes at any time at their election until the close of business on the second scheduled trading day immediately before the maturity date. As of September 30, 2024 and December 31, 2023, no conversion for the remaining outstanding 2026 Convertible notes have been called or met. In addition to the above conditions, the Company must not consummate any privately

negotiated repurchases or exchanges of the notes if the yield to maturity of the notes is less than 5.23 percent (calculated at the time the definitive documentation is executed).

The Company will settle conversions by paying or delivering, as applicable, cash, shares of its common stock or a combination of cash and shares of its common stock, at the Company’s election. The initial conversion rate of the remaining outstanding 2026 Convertible Notes is 13.68 shares of common stock per $1,000 principal amount of 2026 Convertible Notes, which represents an initial conversion price of approximately $73.11 per share of common stock. The conversion rate and conversion price will be subject to adjustment upon the occurrence of certain events, such as distribution of stock dividends or stock splits.

The remaining outstanding 2026 Convertible Notes may be redeemed, in whole or in part (subject to certain limitations), for cash at the Company’s option at any time, and from time to time, on or before the 25th scheduled trading day immediately before the maturity date, but only if the last reported sale price per share of the Company’s common stock exceeds 130 percent of the conversion price on (i) each of at least 20 trading days, whether or not consecutive, during the 30 consecutive trading days ending on, and including, the trading day immediately before the date the Company sends the related redemption notice; and (ii) the trading day immediately before the date the Company sends such notice. The redemption price will be a cash amount equal to the principal amount of the 2026 Convertible Notes to be redeemed, plus accrued and unpaid interest, if any, up to, but excluding, the redemption date. In connection with the Exchange Transaction, the Company agreed that it will not consummate any privately negotiated repurchases or exchanges of 2026 Convertible Notes on or before April 7, 2025 if the yield to maturity (as defined in the Exchange Agreement) of 2026 Convertible Notes in such a transaction is greater than 5.23 percent, calculated at the time definitive documentation related to such transaction is executed. Pursuant to the Partial Redemption Limitation (as defined in the indenture for the 2026 Convertible Notes), the Company may not elect to redeem less than all of the outstanding 2026 Convertible Notes unless at least $150.0 million aggregate principal amount of Notes are outstanding and not subject to redemption as of the time the Company sends the related redemption notice.

If a “fundamental change” (as defined in the indenture for the 2026 Convertible Notes) occurs, then, subject to a limited exception, noteholders may require the Company to repurchase their 2026 Convertible Notes for cash. The repurchase price will be equal to the principal amount of the remaining outstanding 2026 Convertible Notes to be repurchased, plus accrued and unpaid interest, if any, up to, but excluding, the applicable repurchase date.

The Company is in compliance with the terms of the indenture, and has not experienced any events that would constitute an Event of Default under the 2026 Convertible Notes.

2021 Capped Call Transactions

In connection with the pricing of the 2026 Convertible Notes, the Company used $35.6 million of the net proceeds from the 2026 Convertible Notes to enter into privately negotiated capped call transactions (the “Capped Call Transactions”) with certain financial institutions.

The Capped Call Transactions are generally expected to reduce potential dilution to holders of the Company’s common stock upon any conversion of the 2026 Convertible Notes and/or offset any cash payments the Company is required to make in excess of the principal amount of the 2026 Convertible Notes upon conversion of the 2026 Convertible Notes in the event that the market price per share of the Company’s common stock is greater than the strike price of the Capped Call Transactions with such reduction and/or offset subject to a cap.

The Capped Call Transactions have an initial cap price of approximately $106.34 per share, which represents a premium of 100 percent over the last reported sale prices of the Company’s common stock of $53.17 per share on September 9, 2021, and is subject to certain adjustments under the terms of the Capped Call Transactions. Collectively, the Capped Call Transactions cover, initially, the number of shares of the Company’s common stock underlying the 2026 Convertible Notes, subject to anti-dilution adjustments substantially similar to those applicable to the 2026 Convertible Notes.

The Capped Call Transactions do not meet the criteria for separate accounting as a derivative as they are indexed to the Company’s common stock. The premiums paid for the Capped Call Transaction have been included as a net reduction to additional paid-in capital within stockholders’ equity.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481544/470-10-50-6

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Fair Value Measurements - Schedule of Cash Equivalents and Marketable Securities Measured at Fair Value (Parenthetical) (Details) - USD ($) $ in Millions	Sep. 30, 2024	Dec. 31, 2023
Cash
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Cash and cash equivalents	$ 33.0	$ 33.1

Stockholders' Equity - Summary of Stock Options and Market based Awards Valuation Assumptions (Details) - $ / shares	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Weighted-average grant date fair value of options	$ 4.54	$ 6.56
Risk-free interest rate	4.10%
Expected volatility	64.53%
Expected life in years	6 years 1 month 6 days
Market-Based Awards
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Risk-free interest rate	4.31%
Expected volatility	75.43%
Dividend yield	0.00%
Minimum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Risk-free interest rate		3.65%
Expected volatility		65.27%
Expected life in years		6 years 21 days
Maximum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Risk-free interest rate		4.30%
Expected volatility		66.57%
Expected life in years		6 years 1 month 9 days

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

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-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 27: http://www.xbrl.org/2003/role/disclosureRef
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-Section 50
-Paragraph 2
-Subparagraph (f)(2)(v)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

+ Details

Business Combinations

9 Months Ended

Sep. 30, 2024

Business Combinations [Abstract]

Business Combinations

5. Business combinations

Acquisition of Makeswift

In October 2023, the Company acquired all issued and outstanding stock of Makeswift, Inc. (“Makeswift”) pursuant to a merger agreement. Makeswift is a leading visual editor for Next.js websites. The total purchase consideration for Makeswift was approximately $9.2 million which consisted of the following:


(in thousands)	Amount
Base purchase price	$	11,000
plus: Closing cash		238
minus: Deferred compensation		(2,000	)
Total purchase consideration(1)	$	9,238

(1) Of the total purchase consideration, $1.1 million of cash was held back by the Company for potential breaches of representation and warranties, as well as adjustments to working capital. During the nine months ended September 30, 2024, the Company dispersed $0.1 million related to the working capital hold back.

The table below summarizes the fair value of the assets acquired and liabilities assumed in the Makeswift acquisition, at acquisition date:


(in thousands)	October 31, 2023
Tangible assets acquired	$	1,370
Right-of-use asset		147
Intangible assets acquired		7,890
Liabilities assumed		(1,311	)
Deferred tax liability(1)		(885	)
Lease liability		(150	)
Net assets acquired, excluding goodwill	$	7,061
Total purchase consideration	$	9,238
Goodwill(1)	$	2,177

(1) Measurement period adjustments of $0.2 million recorded is primarily attributable to tax liabilities with a corresponding net decrease to goodwill. The measurement period adjustment was a result of the purchase price allocation finalization as the Company filed the Makeswift tax return for the period ended October 31, 2023 during fiscal 2024.

The fair value of identifiable intangible assets acquired at the date of the acquisitions is as follows:


(in thousands)	Fair value		Useful life (in years)
Developed technology	$	6,600		5.0
Customer relationships		1,200		3.0
Tradename		90		5.0
Total acquisition-related intangible assets	$	7,890

The $2.2 million goodwill balance is primarily attributable to synergies and expanded market opportunities that are expected to be achieved from the integration of Makeswift with the Company’s offerings and assembled workforce. The goodwill balance is not deductible for income taxes purposes.

As part of the Makeswift merger agreement, $2.0 million of the purchase consideration is subject to clawback if any of the key Makeswift employees voluntarily terminate their employment within 18 months after the closing date of the transaction. The $2.0 million is accounted for as compensation expense and therefore not included in the purchase consideration. The related compensation is recognized as post-combination expense over the 18 month service period on a straight-line basis. The Company incurred $0.3 million and $1.0 million of compensation costs during the three and nine months ended September 30, 2024, respectively. The Company has $0.8 million of unvested amounts of cash retention payments recorded in prepaid expenses and other current assets and other assets on the condensed consolidated balance sheet as of September 30, 2024.

Commitments, Contingencies, Leases, and Restructuring Charges - Additional Information (Details) - USD ($)

1 Months Ended

3 Months Ended

9 Months Ended

12 Months Ended

Sep. 30, 2024

Sep. 30, 2023

Sep. 30, 2024

Sep. 30, 2023

Dec. 31, 2023

Long-Term Purchase Commitment [Line Items]

Operating lease, expiration year

2029

Leases operating expense relates to leases

$ 600,000

$ 700,000

$ 2,000,000

$ 2,100,000

Finance lease liability

$ 0

Restructuring costs

^[1]

9,880,000

$ 5,795,000

12,452,000

$ 6,215,000

Restructuring liability

6,653,000

$ 1,516,000

Gain on termination of lease

988,000

Remeasurement of lease liability

4,951,000

Carrying value of right-of-use asset

2,278,000

4,405,000

Payments

4,985,000

3,944,000

Impairment on right-of-use asset

Severance Benefits

Long-Term Purchase Commitment [Line Items]

Gain on termination of lease

Payments

2,142,000

$ 3,944,000

2023 Restructure

Long-Term Purchase Commitment [Line Items]

Payments

1,400,000

2023 Restructure | Severance Benefits | Other Current Liabilities

Long-Term Purchase Commitment [Line Items]

Restructuring liability

100,000

2024 Restructure

Long-Term Purchase Commitment [Line Items]

Restructuring charges

9,800,000

One-time lease termination fee

1,900,000

Gain on termination of lease

1,000,000

Remeasurement of lease liability

2,900,000

Carrying value of right-of-use asset

1,900,000

Impairment on right-of-use asset

700,000

Restructuring incurred costs

2,700,000

2024 Restructure | Furniture, Equipment, and Leasehold Improvements

Long-Term Purchase Commitment [Line Items]

Impairment of property, plant and equipment

200,000

2024 Restructure | Software

Long-Term Purchase Commitment [Line Items]

Impairment of property, plant and equipment

2,100,000

2024 Restructure | Severance Benefits | Other Current Liabilities

Long-Term Purchase Commitment [Line Items]

Restructuring liability

6,200,000

2024 Restructure | Professional Services Costs | Accounts Payable and Other Current Liabilities

Long-Term Purchase Commitment [Line Items]

Restructuring liability

$ 500,000

Minimum

Long-Term Purchase Commitment [Line Items]

Non-cancellable contractual commitments expire period

1 year

Minimum | 2024 Restructure

Long-Term Purchase Commitment [Line Items]

Expects to incur additional restructuring costs

$ 3,500,000

Maximum

Long-Term Purchase Commitment [Line Items]

Non-cancellable contractual commitments expire period

3 years

Maximum | 2024 Restructure

Long-Term Purchase Commitment [Line Items]

Expects to incur additional restructuring costs

$ 5,700,000

[1]

Amounts include stock-based compensation expense and associated payroll tax costs, as follows:


	For the three months ended September 30,				For the nine months ended September 30,
	2024		2023		2024		2023
Cost of revenue	$	1,114	$	1,323	$	2,798	$	3,802
Sales and marketing		3,327		3,626		8,332		10,059
Research and development		3,766		4,124		10,515		11,570
General and administrative		2,685		3,028		7,859		8,680

Convertible Notes (Tables)

9 Months Ended

Sep. 30, 2024

Debt Disclosure [Abstract]

Summary of Convertible Note Obligations

The Company's convertible note obligations, including the level within the fair value hierarchy (see note 4. Fair Value Measurements), are as follows:


	As of September 30, 2024											As of December 31, 2023
	Outstanding Principal		Unamortized convertible note premium and issuance costs			Net Carrying Value		Fair Value				Outstanding Principal		Unamortized convertible note premium and issuance costs			Net Carrying Value		Fair Value
(in thousands)								Amount		Level									Amount		Level
2028 Convertible Notes*	$	150,000	$	4,360		$	154,360	$	157,515		3	$	0	$	0		$	0	$	0
2026 Convertible Notes**		63,132		(736	)		62,396		55,912		2		345,000		(5,527	)		339,473		280,658		2
Total carrying value of convertible notes (1)							216,756											339,473

(1) Included in “Convertible Notes” in the accompanying Condensed Consolidated Balance Sheets, is $0.1 million of 2023 financing

obligation

Summary of Convertible Notes

The following table presents details of the Company's convertible notes as of September 30, 2024, which are further discussed below:


	Date of Issuance	Maturity Date	Contractual Interest Rate			Outstanding Principal (in thousands)		Conversion Rate for Each $1,000 Principal		Initial Conversion Price per Share
2028 Convertible Notes	August 2024	10/1/2028		7.50	%	$	150,000	$	62.50	$	16.00
2026 Convertible Notes	September 2021	10/1/2026		0.25	%	$	63,132	$	13.68	$	73.11

Summary of Total Interest Expense Recognized Related to Financing Obligation

The total interest expense recognized related to the Company’s convertible notes and financing obligation consists of the following:


	Three months ended September 30,				Nine months ended September 30,
(in thousands)	2024		2023		2024		2023
Contractual interest expense	$	1,804	$	226	$	2,249	$	684
Amortization of premium and issuance costs		104		495		1,099		1,481
Total	$	1,908	$	721	$	3,348	$	2,165

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

+ References

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+ Details

Goodwill and Intangible Assets (Tables)

9 Months Ended

Sep. 30, 2024

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Intangible Assets

Intangible assets consists of the following:


	September 30, 2024							December 31, 2023
(in thousands)	Gross amount		Accumulated amortization			Net carrying amount		Gross amount		Accumulated amortization			Net carrying amount		Weighted average remaining useful life as of September 30, 2024 (in years)
Developed technology	$	19,967	$	(11,969	)	$	7,998	$	19,967	$	(8,401	)	$	11,566		3.0
Customer relationships		23,725		(13,075	)		10,650		23,725		(9,786	)		13,939		2.6
Tradename		2,560		(1,592	)		968		2,560		(1,208	)		1,352		2.0
Non-compete agreement		0		0			0		162		(132	)		30		0.0
Other intangibles		200		(117	)		83		485		(320	)		165		1.3
Total intangible assets	$	46,452	$	(26,753	)	$	19,699	$	46,899	$	(19,847	)	$	27,052

Schedule of Expected Amortization Expense for Intangible Assets

As of September 30, 2024, expected amortization expense for intangible assets was as follows:


(in thousands)	September 30, 2024
Remaining three months of 2024	$	2,382
2025		8,046
2026		5,100
2027		3,056
2028		1,115
Thereafter	0
Total	$	19,699

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Sep. 30, 2024 shares
Trading Arrangements, by Individual
Material Terms of Trading Arrangement	On September 6, 2024, Brent Bellm, the Company's former Chief Executive Officer, adopted a Rule 10b5-1 trading arrangement that is intended to satisfy the affirmative defense of Rule 10b5-1(c) for the purchase of up to $50,000 of the Company’s common stock until January 27, 2025.
Name	Brent Bellm
Title	Chief Executive Officer
Rule 10b5-1 Arrangement Adopted	true
Adoption Date	September 6, 2024
Expiration Date	January 27, 2025
Arrangement Duration	143 days
Aggregate Available	50,000

Business Combinations - Additional Information (Details) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended	9 Months Ended
	Oct. 31, 2023	Sep. 30, 2024	Sep. 30, 2024	Dec. 31, 2023
Business Acquisition [Line Items]
Goodwill		$ 51,927	$ 51,927	$ 52,086
Makeswift, Inc.
Business Acquisition [Line Items]
Total estimated cash consideration	$ 9,238
Goodwill	2,177
Compensation expense subject to voluntary termination of employment	$ 2,000
Makeswift, Inc. \| Prepaid Expenses and Other Current Assets and Other Assets
Business Acquisition [Line Items]
Cash retention payments		800	800
Makeswift, Inc. \| Compensation Costs
Business Acquisition [Line Items]
Acquisition-related transaction costs		$ 300	$ 1,000

- Definition

Amount, after accumulated impairment loss, of asset representing future economic benefit arising from other asset acquired in business combination or from joint venture formation or both, that is not individually identified and separately recognized.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
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+ Details

Convertible Notes - Summary of Convertible Notes (Details) $ / shares in Units, $ in Thousands	1 Months Ended		9 Months Ended
	Aug. 31, 2024 USD ($) $ / shares	Sep. 30, 2021 $ / shares	Sep. 30, 2024 USD ($) $ / shares	Dec. 31, 2023 USD ($)
2028 Convertible Notes
Debt Instrument [Line Items]
Date of Issuance			2024-08
Maturity Date	Oct. 01, 2028		Oct. 01, 2028
Contractual Interest Rate	7.50%		7.50%
Outstanding principal \| $			$ 150,000	$ 0
Conversion Rate for Each $1,000 Principal			62.5
Initial conversion \| $ / shares	$ 16		$ 16
2026 Convertible Notes
Debt Instrument [Line Items]
Date of Issuance			2021-09
Maturity Date		Oct. 01, 2026	Oct. 01, 2026
Contractual Interest Rate		0.25%	0.25%
Outstanding principal \| $	$ 63,100		$ 63,132
Conversion Rate for Each $1,000 Principal			13.68
Initial conversion \| $ / shares		$ 73.11	$ 73.11

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

Summary of Significant Accounting Policies - Summary of Remaining Performance Obligation (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Sep. 30, 2023
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2023-10-01
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Table]
Current		$ 93,783
Noncurrent		63,408
Total		$ 157,191
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2024-10-01
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Table]
Current	$ 109,420
Noncurrent	74,818
Total	$ 184,238

Fair Value Measurements - Schedule of Marketable Security Contractual Maturities (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Fair Value Disclosures [Abstract]
Due within 1 year	$ 113,469	$ 183,132
Due in 1 year through 2 years	19,486	15,283
Total marketable securities	$ 132,955	$ 198,415

- Definition

Amount of investment in debt security measured at fair value with change in fair value recognized in other comprehensive income (available-for-sale).

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+ Details

Commitments, Contingencies, Leases, and Restructuring Charges (Tables)

9 Months Ended

Sep. 30, 2024

Commitments, Contingencies, Leases, and Restructuring Charges [Abstract]

Schedule of Unconditional Purchase Obligations

The Company had unconditional purchase obligations as of September 30, 2024 as follows:


(in thousands)	September 30, 2024
Remaining three months of 2024	$	3,729
2025		16,667
2026		4,976
2027 and thereafter	0
Total	$	25,372

Schedule of Future Maturities of Operating Lease Liabilities

The future maturities of operating lease liabilities are as follows:


(in thousands)	As of September 30, 2024
Remaining three months of 2024	$	791
2025		2,718
2026		890
2027		425
2028		444
Thereafter		346
Total minimum lease payments	$	5,614
Less imputed interest		(663	)
Total lease liabilities	$	4,951

Summary of Activities Related to Restructuring Charges

The following table summarizes the activities related to the Company's restructurings charges:


	As of September 30, 2024												As of December 31, 2023
(in thousands)	Workforce reduction			Impairment Costs and Lease Termination			Other Restructuring Charges (1)			Total			Workforce reduction			Impairment Costs and Lease Reassessment		Other Restructuring Charges		Total
Liability, beginning of the period	$	1,516		$	0		$	0		$	1,516		$	0		$	0	$	0	$	0
Additional charges		6,923			138			3,348			10,409			5,595			0		0		5,595
Impairment loss		0			3,031			0			3,031			0			0		0		0
Gain on lease termination		0			(988	)		0			(988	)		0			0		0		0
Payments		(2,142	)		(38	)		(2,805	)		(4,985	)		(3,944	)		0		0		(3,944	)
Non-cash items		0			(2,042	)		0			(2,042	)		(135	)		0		0		(135	)
Liability, end of the period	$	6,297		$	101		$	543		$	6,941		$	1,516		$	0	$	0	$	1,516

(1) Other restructuring charges of $3.3 million recorded during the nine months ended September 30, 2024 is comprised of $2.7 million of inbound inquiries and interest in the Company and $0.6 million of professional services costs associated with the new go-to-market approach.

Revenue Recognition and Deferred Costs

9 Months Ended

Sep. 30, 2024

Revenue from Contract with Customer [Abstract]

Revenue Recognition and Deferred Costs

3. Revenue recognition and deferred costs

Revenue recognition

The Company’s source of revenue consists of subscription solutions fees and partner and services fees. These services allow customers to access the Company’s hosted software over the contract period. The customer is not allowed to take possession of the software or transfer the software. The Company’s revenue arrangements do not contain general rights of refund in the event of cancellations.

Disaggregation of revenue

The following table disaggregates revenue by major source:


	Three months ended September 30,				Nine months ended September 30,
(in thousands)	2024		2023		2024		2023
Subscription solutions	$	62,826	$	58,709	$	185,582	$	168,652
Partner and services		20,884		19,336		60,317		56,593
Revenue	$	83,710	$	78,045	$	245,899	$	225,245

Revenue by geographic region was as follows:


	Three months ended September 30,				Nine months ended September 30,
(in thousands)	2024		2023		2024		2023
Revenue:
Americas – United States	$	63,682	$	60,019	$	187,249	$	172,374
Americas – other (1)		3,893		3,499		11,445		10,273
EMEA		9,709		8,631		28,182		25,263
APAC		6,426		5,896		19,023		17,335
Revenue	$	83,710	$	78,045	$	245,899	$	225,245

(1)Americas-other revenue includes revenue from North and South America, other than the U.S.

Revenue by geographical region is determined based on the region of the customers’ bill-to address. Revenue attributed to the United States was 76 percent and EMEA was 12 percent for the three and nine months ended September 30, 2024. No single region, other than the United States and EMEA, represented more than ten percent of total revenue during the three and nine months ended September 30, 2024 and 2023.

Deferred commissions

Certain sales commissions earned by the Company’s go-to-market teams are considered incremental and recoverable costs of obtaining a contract with a customer. The Company amortizes deferred sales commissions ratably over the average customer life which is three years. The Company includes amortization of deferred commissions in sales and marketing expense in the condensed consolidated statements of operations. The Company periodically reviews the carrying amount of deferred commissions to determine whether events or changes in circumstances have occurred that could impact the period of benefit of these deferred costs. The Company did not recognize an impairment of deferred commissions during the three and nine months ended September 30, 2024 and the year ended December 31, 2023.

Sales commissions of $2.2 million and $3.0 million were deferred for the three months ended September 30, 2024 and 2023, respectively; and $7.0 million and $7.3 million were deferred for the nine months ended September 30, 2024 and 2023, respectively.

Deferred commission amortization expense was $2.6 million and $1.9 million for the three months ended September 30, 2024 and 2023, respectively; and $7.3 million and $5.2 million for the nine months ended September 30, 2024 and 2023 , respectively.

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-9

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 10
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-10

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 15
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-15

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-13

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Name Accounting Standards Codification
-Topic 606
-Publisher FASB
-URI https://asc.fasb.org/606/tableOfContent

+ Details

Stockholders' Equity (Tables)

9 Months Ended

Sep. 30, 2024

Equity [Abstract]

Summary of Stock Options Valuation Assumptions

The following table summarizes the weighted-average grant date value of options and the assumptions used to develop their fair value.


		Nine months ended September 30,	Nine months ended September 30,
		2024	2023
Weighted-average grant date fair value of options	$	4.54	$	6.56
Risk-free interest rate		4.10%	3.65% - 4.30%
Expected volatility		64.53%	65.27% - 66.57%
Expected life in years		6.10 years	6.06 - 6.11 years

Summary of Changes in Stock Options Activity


Stock option activity for the nine months ended September 30, 2024 was as follows:

(in thousands)	Outstanding			Weighted-Average Exercise Price		Aggregate Intrinsic Value
Balance as of December 31, 2023		5,109		$	9.54	$	20,571
Options granted under all plans		662			7.25		0
Exercised		(462	)		2.97		2,226
Plan shares expired or canceled		(676	)		16.70		29
Balance as of September 30, 2024		4,633		$	8.83	$	7,924
Vested and expected to vest		4,362		$	8.77	$	7,924
Exercisable as of September 30, 2024		3,416		$	8.12	$	7,924

Summary of RSU Table


Restricted stock unit activity for the nine months ended September 30, 2024 was as follows:

(in thousands)	Outstanding			Grant Date Fair Value		Aggregate Intrinsic Value
Balance as of December 31, 2023		6,725		$	15.86	$	65,436
Granted – restricted stock units		1,502			7.48		11,236
Granted – market-based and performance-based restricted stock units		400			8.91		2,901
Canceled		(978	)		14.07		6,849
Vested and converted to shares		(1,799	)	$	18.43	$	12,686
Balance as of September 30, 2024		5,850		$	12.45	$	36,101
Vested and expected to vest		4,792		$	13.11	$	28,031

The grant date fair value of the market-based awards was $9.91. Significant assumptions used in the Monte Carlo simulation model for the market-based awards granted are as follows:


		Nine months ended September 30,
		2024
Volatility		75.43%
Risk-free interest rate		4.31%
Dividend yield		0.00%

As of September 30, 2024, no market-based or performance-based restricted stock units have been canceled or vested. Stock compensation expense recognized for the market-based and performance-based awards was $0.1 million and $0.3 million for the three months ended September 30, 2024, and was $0.3 million and $0.6 million for the nine months ended September 30, 2024.

The aggregate expected stock-based compensation expense remaining to be recognized as of September 30, 2024 is $48.1 million related to RSUs, which reflects outstanding stock awards that are vested and outstanding stock awards that are expected to vest. This expense will be recognized over a weighted-average period of 2.18 years.

Summary of Market-based Awards Valuation Assumptions

Significant assumptions used in the Monte Carlo simulation model for the market-based awards granted are as follows:


		Nine months ended September 30,
		2024
Volatility		75.43%
Risk-free interest rate		4.31%
Dividend yield		0.00%

Business Combinations - Summary of Fair Value of Assets Acquired and Liabilities Assumed (Parenthetical) (Details) $ in Millions	9 Months Ended
	Sep. 30, 2024 USD ($)
Makeswift Inc [Member]
Business Acquisition [Line Items]
Measurement period adjustments, estimated tax liabilities and net decrease to goodwill	$ 0.2

Convertible Notes - Summary of Convertible Note Obligations (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Aug. 31, 2024	Dec. 31, 2023
2028 Convertible Notes
Debt Instrument [Line Items]
Outstanding principal	$ 150,000		$ 0
Unamortized convertible note premium and issuance costs			0
Net carrying value			0
Fair value, amount		$ 157,500	0
2026 Convertible Notes
Debt Instrument [Line Items]
Outstanding principal	63,132	$ 63,100
Convertible Notes
Debt Instrument [Line Items]
Net carrying value	216,756		339,473
Level 2 \| 2026 Convertible Notes
Debt Instrument [Line Items]
Outstanding principal	63,132		345,000
Unamortized convertible note premium and issuance costs	(736)		(5,527)
Net carrying value	62,396		339,473
Fair value, amount	55,912		$ 280,658
Level 3 \| 2028 Convertible Notes
Debt Instrument [Line Items]
Outstanding principal	150,000
Unamortized convertible note premium and issuance costs	4,360
Net carrying value	154,360
Fair value, amount	$ 157,515

Summary of Significant Accounting Policies (Policies)

9 Months Ended

Sep. 30, 2024

Accounting Policies [Abstract]

Basis of presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) for interim financial information.

In the opinion of management, the accompanying interim unaudited condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements and include all adjustments, consisting of normal, recurring adjustments, necessary for a fair presentation. Certain information and disclosures normally included in the notes to the annual consolidated financial statements prepared in accordance with GAAP have been omitted from these interim unaudited condensed consolidated financial statements pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, these interim unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and the accompanying notes for the fiscal year ended December 31, 2023, which are included in our Annual Report. The results of operations for the three and nine months ended September 30, 2024, are not necessarily indicative of the results to be expected for the year ending December 31, 2024, or for any other period.

Basis of consolidation

The accompanying condensed consolidated financial statements include the Company’s accounts and the accounts of the Company’s wholly-owned subsidiaries. All material intercompany accounts and transactions have been eliminated in consolidation.

The Company’s fiscal year ends on December 31. References to “fiscal 2024,” for example, refer to the fiscal year ended December 31, 2024.

Use of estimates

The preparation of condensed consolidated financial statements in conformity with GAAP requires the Company’s management to make estimates and assumptions in the Company’s consolidated financial statements and notes thereto.

Significant estimates and assumptions made by management in these consolidated financial statements include:

•

the allowance for credit losses;

•

constrained revenue;

•

variable consideration for revenue recognition;

•

the period of benefit associated with costs capitalized to obtain revenue contracts;

•

the useful lives of intangible assets; and

•

the recognition, measurement and valuation of current and deferred income taxes and uncertain tax positions;

Because of the use of estimates inherent in financial reporting process actual results could differ and the differences could be material to the Company’s consolidated financial statements.

Recent accounting pronouncements not yet adopted

ASU 2023-07, Segment Reporting (Topic 280)

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. ASU 2023-07 requires all public entities, including those public entities that have a single reportable segment to disclose significant segment expenses and other segment items on an annual and interim basis and to provide in interim periods all disclosures about a reportable segment’s profit or loss and assets that are currently required annually. Additionally, it requires a public entity to disclose the title and position of the individual or the name of the group or committee identified as the chief operating decision maker (“CODM”). ASU 2023-07 is effective for the Company’s fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. The Company has assessed the impact of this standard and does not expect it to have a material impact on the consolidated financial statements.

ASU 2023-09, Income Taxes (Topic 740)

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. ASU 2023-09 requires all entities to provide more transparency about income tax information through improvements to income tax disclosures primarily related to the rate reconciliation and income taxes paid information. The amendments in this Update also eliminate requirements such as (1) the disclosure of the nature and estimate of the range of the reasonably possible change in the unrecognized tax benefits balance in the next 12 months, (2) or making a statement that an estimate of the range cannot be made, and (3) the disclosure of the cumulative amount of each type of temporary difference when a deferred tax liability is not recognized because of the exceptions to comprehensive recognition of deferred taxes related to subsidiaries and corporate joint ventures. Lastly, the amendments in this Update replace the term ‘public entity’ as currently used in Topic 740 with the term ‘public business entity’. ASU 2023-09 is effective for the Company’s fiscal years beginning after December 15, 2024. The Company is currently assessing the impact this standard will have on the Company but does not expect it to have a material impact on the consolidated financial statements.

Other accounting standard updates effective for interim and annual periods beginning after December 31, 2023 are not expected to have a material impact on the Company’s financial position, results of operations or cash flows.

Segments

The Company’s CODM is the chief executive officer (CEO). The Company’s chief executive officer reviews the financial information presented on a consolidated basis for purposes of making operating decisions, allocating resources, and evaluating financial performance. Accordingly, the Company has determined that it operates as a single operating and reportable segment.

Revenue recognition

Subscription solutions

Subscription solutions revenue consists primarily of platform subscription fees from all plans and recurring professional services. Subscription solutions are charged monthly, quarterly, or annually for the Company’s customers to sell their products and process transactions on the Company’s platform. Subscription solutions are generally charged per online store and are based on the store’s subscription plan. Monthly subscription fees for enterprise plans are adjusted if a customer’s gross merchandise volume (“GMV”) or orders processed are above specified plan thresholds on a trailing twelve-month basis. For most subscription solutions arrangements, excluding enterprise subscription plans, the Company has determined the Company meets the variable consideration allocation

exception and, therefore, recognizes fixed monthly fees or a pro-rata portion of quarterly or annual fees and any transaction fees as revenue in the month they are earned. The Company utilizes a pricing structure that provides a discount to the contractual price for customers who pay quarterly or annually. The total subscription fee is recognized on a straight-line basis over the term of the contract. In determining the amount of revenue to be recognized, the Company determines whether collection of the entire transaction price is probable. Only amounts deemed probable are recognized as revenue. Key factors in this determination are historical contract termination rates and general economic factors.

Subscription revenue includes revenue from Feedonomics. Feedonomics provides a technology platform and related services that enables online retailers and other sellers to automate online listings of the sellers’ information across multiple third-party marketplaces and advertisers (such as Amazon, Alphabet, Meta, etc.). The Company provides these services under service contracts which are generally one year or less, and in many cases month-to-month. These service types may be sold stand-alone or as part of a multi-service bundle (e.g. both marketplaces and advertising). Services are performed and fees are determined based on monthly usage and are billed in arrears.

Professional services, which primarily consist of education packages, launch services, solutions architecting, implementation consulting, and catalog transfer services, are generally billed and recognized as revenue when delivered.

Contracts with the Company’s retail customers are generally month-to-month, while contracts with the Company’s enterprise customers generally range from one to three years. Contracts are typically non-cancelable and do not contain refund-type provisions. Revenue is presented net of sales tax and other taxes the Company collects on behalf of governmental authorities.

Partner and services

The Company’s partner and services revenue includes revenue share, partner technology integrations, and marketing services provided to partners. Revenue share relates to fees earned by the Company’s partners from customers using the Company’s platform, where the Company has an arrangement with such partners to share such fees as they occur. Revenue share is recognized at the time the earning activity is complete, which is generally monthly and variable based on customer usage on the platform. Revenue for partner technology integrations is recorded on a straight-line basis over the life of the contract commencing when the integration has been completed. Revenue for marketing services are recognized either at the time the earning activity is complete, or ratably over the length of the contract, depending on the nature of the obligations in the contract. Payments received in advance of services being rendered are recorded as deferred revenue and recognized when the obligation is completed.

The Company also derives revenue from the sales of website themes and applications upon delivery.

The Company recognizes partner revenue share on a net basis as the Company has determined that the Company is the agent in the Company’s arrangements with third-party application providers. All other revenue is recognized on a gross basis, as the Company has determined the Company is the principal in these arrangements.

Contracts with multiple performance obligations

A performance obligation is a promise in a contract to transfer a distinct good or service to the customer. Determining whether products and services are considered distinct performance obligations that should be accounted for separately versus together may require significant judgment.

The Company’s subscription contracts are generally comprised of a single performance obligation to provide access to the Company’s platform, but can include additional performance obligations. For contracts with multiple performance obligations where the contracted price differs from the standalone selling price (“SSP”) for any distinct good or service, the Company may be required to allocate the contract’s transaction price to each performance obligation using the Company’s best estimate of SSP. Judgment is required to determine the SSP for each distinct performance obligation. A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. The primary method used to estimate SSP is the observable prices of products or services sold or priced separately in comparable circumstances to similar customers.

Contracts with the Company’s technology solution partners may include multiple performance obligations, which can include integrations and marketing activities. In determining whether integration services are distinct from hosting services the Company considers various factors. These considerations include the level of integration, interdependency, and interrelation between the implementation and hosting services. The Company has concluded that the integration services included in contracts with hosting obligations are not distinct. As a result, the Company defers any arrangement fees for integration services and recognizes such amounts over the life of the hosting obligation commencing when the integration has been completed. To determine if marketing activities are distinct, the Company considers the nature of the promise in the contract, the timing of payment, and the partner expectations. Additional consideration for some partner contracts varies based on the level of customer activity on the platform. Certain agreements contain minimum guarantees of revenue share. These contracts are evaluated to determine if the guaranteed minimum is substantive. If the minimum is deemed substantive, revenue is recognized ratably over the life of the agreement. For most

of the Company’s contracts, the Company has determined the variable consideration allocation exception has been met and therefore variable fees are recognized in the period they are earned.

The timing of revenue recognition, billings and cash collections can result in billed accounts receivable, unbilled receivables, contract assets, and deferred revenue.

Contract assets

Billings scheduled to occur after the performance obligation has been satisfied and revenue recognition has occurred result in contract assets. Contract assets are recorded on the condensed consolidated balance sheets at the end of each reporting period in Prepaid expenses and other assets, net. Typically, contract assets arise from agreements that have tiered billings over the contract life, promotional billing periods, and partner and services revenue agreements that include substantive minimums. Net contract assets were $7.8 million as of September 30, 2024 as compared to $11.9 million as of December 31, 2023.

The Company is exposed to credit losses primarily through sales of products and services to customers and partners. The Company assesses the collectability of outstanding contract assets on an ongoing basis and maintains a reserve which is included in the allowance for credit losses for contract assets deemed uncollectible. The Company analyzes the contract asset portfolio for significant risks by considering historical collection experience and forecasting future collectability to determine what will ultimately be collected from its customers and partners, delinquency level and customer type have been identified as the primary specific risk affecting the Company’s contract assets, and the estimate for losses is analyzed annually and adjusted as necessary. The Company has provisioned $1.2 million and $1.5 million for credit losses related to contract assets as of September 30, 2024 and December 31, 2023, respectively.

Deferred revenue

Deferred revenue primarily consists of amounts that have been received from customers in advance of the performance obligation being satisfied. The Company recognizes revenue from deferred revenue when the services are performed and the corresponding revenue recognition criteria are met. Amounts recognized from deferred revenue represent primarily revenue from the sale of subscription solutions, integration, and marketing services. The Company recognized $3.7 million and $26.6 million of previously deferred revenue during the three and nine months ended September 30, 2024.

Remaining performance obligation

As of September 30, 2024, the Company had $184.2 million of remaining performance obligations, which represents contracted revenue minimums that have not yet been recognized, including amounts that will be invoiced and recognized as revenue in future periods. Remaining performance obligation is subject to future economic risks, including bankruptcies, regulatory changes and other market factors. The Company expects to recognize approximately 60 percent of the remaining performance obligations as revenue in the following 12 month period, and the remaining balance in the periods thereafter.

Remaining performance obligation consisted of the following:


(in thousands)	Current		Noncurrent		Total
As of September 30, 2024	$	109,420	$	74,818	$	184,238
As of September 30, 2023		93,783		63,408		157,191

Cost of revenue

Cost of revenue consists primarily of personnel-related costs, including: stock-based compensation expenses for customer support and professional services personnel; costs of maintaining and securing infrastructure and platform; allocation of overhead costs and credit card processing fees; and amortization expense associated with capitalized internal-use software.

Accounts receivable

Accounts receivable are stated at net realizable value and include both billed and unbilled receivables. Accounts receivable are net of an allowance for credit losses, are not collateralized, and do not bear interest. Payment terms range from due immediately to due within 90 days. The accounts receivable balance at September 30, 2024 and December 31, 2023 included unbilled receivables of $11.2 million, and $11.0 million, respectively.

The Company assesses the collectability of outstanding accounts receivable on an ongoing basis and maintains an allowance for credit losses for accounts receivable deemed uncollectible. The Company analyzes grouped customers by similar risk profiles, along with the invoiced accounts receivable portfolio and unbilled accounts receivable for significant risks, historical collection activity, and

an estimate of future collectability to determine the amount that the Company will ultimately collect. This estimate is analyzed annually and adjusted as necessary.

Identified risks pertaining to the Company’s invoiced accounts receivable include the delinquency level and customer type. The estimate of the amount of accounts receivable that may not be collected is based on aging of the accounts receivable balances, historical customer delinquency, and assessment of the overall portfolio and general economic conditions.

The allowance for credit losses consisted of the following:


(in thousands)
Balance at December 31, 2023	$	5,997
Provision for expected credit losses		863
Write-offs charged against the allowance		(821	)
Balance at March 31, 2024	$	6,039
Provision for expected credit losses		850
Write-offs charged against the allowance		(1,200	)
Balance at June 30, 2024	$	5,689
Provision for expected credit losses		1,289
Write-offs charged against the allowance		(929	)
Balance at September 30, 2024	$	6,049

Stock-based compensation

The Company issues stock options ("options"), restricted stock units (“RSUs”) and performance based restricted stock units (“PSUs”) to employees.

The Company values stock options using the Black-Scholes option-pricing model at the date of grant and recognizes the related stock-based compensation expense on a straight-line basis over the service period, net of estimated forfeitures, which is typically four years.

The Company values RSUs at the closing market price on the date of grant. RSUs typically vest in equal installments over a four-year period, subject to continued service, and compensation expense is recognized straight-line over the requisite service period, net of estimated forfeitures.

The Company grants PSUs which provide for shares of common stock to be earned based on the Company's total stockholder return compared to the Russell 2000 index, and referred to as market-based awards. The Company values these market-based awards on the grant date using the Monte Carlo simulation model. The determination of fair value is affected by the Company's stock price and a number of assumptions including the expected volatility and the risk-free interest rate. The Company assumes no dividend yield and recognizes stock-based compensation expense ratably from grant date over the performance period of the award. The market-based awards will cliff-vest at the end of the three-year period ranging from 0 percent to 200 percent of the target number of PSUs granted.

The Company also grants PSUs which provide for shares of common stock to be earned based on its attainment of the Company's adjusted earnings before interest, taxes, depreciation and amortization (“adjusted EBITDA”) and revenue relative to a target specified in the applicable agreement, and are referred to as Company performance-based awards. The Company values these awards at the closing market price on the date of grant. The vesting of Company performance-based awards is conditioned upon the achievement of certain targets and will vest in three annual tranches in a percentage of the target number of shares between 0 percent to 200 percent. The Company recognizes stock-based compensation expense over the performance period, if it is probable that the performance condition will be achieved. Adjustments to stock-based compensation expense are made, as needed, each reporting period based on changes in our estimate of the number of units that are probable of vesting.

Restructuring Charges

Restructuring charges

Costs to restructure certain internal operations are accounted for as one-time termination and exit costs. A liability for a cost associated with restructuring activities is recognized and measured at its estimated fair value in our condensed consolidated balance sheet in the period the liability is incurred. All costs relating to restructurings are recorded as "Restructuring charges" in the condensed consolidated statement of operations.

The Company recognizes employee severance costs when payments are probable and amounts are estimable or when notification occurs, depending on whether the severance costs paid are part of the Company’s general plan. When estimating the fair value of facility restructuring activities, assumptions are applied regarding estimated sub-lease payments to be received, which can differ

materially from actual results. This may require us to revise our initial estimates which may materially affect our condensed consolidated results of operations and financial position in the period the revision is made. Costs related to contracts without future benefit or contract termination are recognized at the earlier of the contract termination or the cease-use dates. Additionally, restructuring charges include considerations of various capital alternatives or changes in business activities which include expenses related to our change in go-to-market strategy, asset abandonment costs, accelerated depreciation, software impairments, professional services, and other costs.

Condensed Consolidated Statements of Operations (Unaudited) - USD ($)
shares in Thousands, $ in Thousands

3 Months Ended

9 Months Ended

Sep. 30, 2024

Sep. 30, 2023

Sep. 30, 2024

Sep. 30, 2023

Income Statement [Abstract]

Revenue

$ 83,710

$ 78,045

$ 245,899

$ 225,245

Cost of revenue

^[1]

19,863

19,054

58,113

55,256

Gross profit

63,847

58,991

187,786

169,989

Operating expenses:

Sales and marketing

^[1]

33,140

36,253

99,997

105,898

Research and development

^[1]

20,841

21,703

61,116

63,951

General and administrative

^[1]

16,435

14,342

46,800

45,264

Amortization of intangible assets

^[1]

2,434

2,033

7,353

6,099

Acquisition related costs

^[1]

334

1,067

1,001

9,317

Restructuring charges

^[1]

9,880

5,795

12,452

6,215

Total operating expenses

^[1]

83,064

81,193

228,719

236,744

Loss from operations

(19,217)

(22,202)

(40,933)

(66,755)

Gain on convertible note extinguishment

12,110

Interest income

2,433

3,059

8,807

8,310

Interest expense

(1,908)

(721)

(3,348)

(2,165)

Other expense

(142)

(301)

(585)

(333)

Loss before provision for income taxes

(6,724)

(20,165)

(23,949)

(60,943)

Provision for income taxes

(269)

(145)

(691)

(552)

Net loss

$ (6,993)

$ (20,310)

$ (24,640)

$ (61,495)

Basic net loss per share

$ (0.09)

$ (0.27)

$ (0.32)

$ (0.82)

Shares used to compute basic net loss per share

77,869

75,387

77,319

74,778

[1]

Amounts include stock-based compensation expense and associated payroll tax costs, as follows:


	For the three months ended September 30,				For the nine months ended September 30,
	2024		2023		2024		2023
Cost of revenue	$	1,114	$	1,323	$	2,798	$	3,802
Sales and marketing		3,327		3,626		8,332		10,059
Research and development		3,766		4,124		10,515		11,570
General and administrative		2,685		3,028		7,859		8,680

Goodwill and Intangible Assets - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Finite Lived Intangible Assets [Line Items]
Gross amount	$ 46,452	$ 46,899
Accumulated amortization	(26,753)	(19,847)
Net carrying amount	19,699	27,052
Developed Technology
Finite Lived Intangible Assets [Line Items]
Gross amount	19,967	19,967
Accumulated amortization	(11,969)	(8,401)
Net carrying amount	$ 7,998	11,566
Intangible, weighted average remaining useful life	3 years
Customer Relationships
Finite Lived Intangible Assets [Line Items]
Gross amount	$ 23,725	23,725
Accumulated amortization	(13,075)	(9,786)
Net carrying amount	$ 10,650	13,939
Intangible, weighted average remaining useful life	2 years 7 months 6 days
Tradename
Finite Lived Intangible Assets [Line Items]
Gross amount	$ 2,560	2,560
Accumulated amortization	(1,592)	(1,208)
Net carrying amount	$ 968	1,352
Intangible, weighted average remaining useful life	2 years
Non-compete Agreement
Finite Lived Intangible Assets [Line Items]
Gross amount	$ 0	162
Accumulated amortization	0	(132)
Net carrying amount	$ 0	30
Intangible, weighted average remaining useful life	0 years
Other Intangible Assets
Finite Lived Intangible Assets [Line Items]
Gross amount	$ 200	485
Accumulated amortization	(117)	(320)
Net carrying amount	$ 83	$ 165
Intangible, weighted average remaining useful life	1 year 3 months 18 days

Condensed Consolidated Statements of Operations (Unaudited) (Parenthetical) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Stock-based compensation expense	$ 10,159	$ 11,773	$ 28,556	$ 33,550
Cost of Revenue
Stock-based compensation expense	1,114	1,323	2,798	3,802
Sales and Marketing
Stock-based compensation expense	3,327	3,626	8,332	10,059
Research and Development
Stock-based compensation expense	3,766	4,124	10,515	11,570
General and Administrative
Stock-based compensation expense	$ 2,685	$ 3,028	$ 7,859	$ 8,680

Business Combinations - Summary of Fair Value of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023	Oct. 31, 2023
Business Acquisition [Line Items]
Goodwill	$ 51,927	$ 52,086
Makeswift, Inc.
Business Acquisition [Line Items]
Tangible assets acquired			$ 1,370
Right-of-use asset			147
Intangible assets acquired			7,890
Liabilities assumed			(1,311)
Deferred tax liability			(885)
Lease liability			(150)
Net assets acquired, excluding goodwill			7,061
Total purchase consideration			9,238
Goodwill			$ 2,177

Net Loss per Share (Tables)

9 Months Ended

Sep. 30, 2024

Earnings Per Share [Abstract]

Schedule of Earnings Per Share Basic and Diluted


	Three months ended September 30,						Nine months ended September 30,
(in thousands)	2024			2023			2024			2023
Numerator:
Net loss per share available to shareholders	$	(6,993	)	$	(20,310	)	$	(24,640	)	$	(61,495	)
Denominator:
Weighted average shares outstanding		77,869		$	75,387			77,319		$	74,778
Net loss per share	$	(0.09	)	$	(0.27	)	$	(0.32	)	$	(0.82	)

Schedule of Antidilutive Securities Outstanding Excluded from Computation of Basic Weighted-Average Shares Outstanding


	As of September 30,
(in thousands)	2024		2023
Stock options outstanding		4,633		5,300
Restricted stock units		5,850		6,500
Acquisition related compensation		0		42
Convertible notes		10,239		4,719
Total potentially dilutive securities		20,722		16,561

Convertible Notes - Additional Information (Details)		1 Months Ended		3 Months Ended		9 Months Ended
Convertible Notes - Additional Information (Details)	Sep. 09, 2021 USD ($) $ / shares	Aug. 31, 2024 USD ($) $ / shares shares	Sep. 30, 2021 USD ($) Days $ / shares shares	Sep. 30, 2024 USD ($) $ / shares	Sep. 30, 2023 USD ($)	Sep. 30, 2024 USD ($) $ / shares	Sep. 30, 2023 USD ($)	Dec. 31, 2023 USD ($)
Debt Instrument [Line Items]
Amortization of premium on debt				$ (344,000)	$ (494,000)	$ (1,338,000)	$ (1,481,000)
Gain of extinguishment convertible note				$ 12,110,000	$ 0	$ 12,110,000	$ 0
0.25% Convertible Senior Notes Due 2026
Debt Instrument [Line Items]
Debt principal amount		$ 161,200,000	$ 345,000,000
Contractual Interest Rate			0.25%	0.25%		0.25%
Gain of extinguishment convertible note		1,700,000
Write-off of unamortized debt issuance costs		2,000,000
Outstanding principal		$ 63,100,000		$ 63,132,000		$ 63,132,000
Net proceeds from sale of convertible senior notes			$ 335,000,000
Debt instrument, payment terms						payable on April 1 and October 1 of each year
Maturity Date			Oct. 01, 2026			Oct. 01, 2026
Debt instrument, convertible trading days \| Days			20
Debt instrument, convertible consecutive trading days \| Days			30
Principal amount of each convertible note			$ 1,000
Conversion rate of common stock per $1,000 principal						13.68
Conversion of debt to shares \| shares			13.68
Debt instrument, principal amount converted			$ 1,000
Debt instrument, initial conversion price \| $ / shares			$ 73.11	$ 73.11		$ 73.11
Debt instrument, effective interest rate		0.84%
0.25% Convertible Senior Notes Due 2026 \| Repurchase Transactions
Debt Instrument [Line Items]
Debt instrument, repurchase amount		$ 120,600,000
Debt repurchase cash consideration		108,700,000
Accrued but unpaid interest		200,000
Gain of extinguishment convertible note		10,400,000
Write-off of unamortized debt issuance costs		1,500,000
0.25% Convertible Senior Notes Due 2026 \| 2021 Capped Call Transactions
Debt Instrument [Line Items]
Net proceeds from notes used for capped call transactions	$ 35,600,000
Initial cap price of capped call transactions \| $ / shares	106.34
Percentage of premium of cap price over last reported sale price per common share	100.00%
Sale price of common stock per share \| $ / shares	$ 53.17
0.25% Convertible Senior Notes Due 2026 \| Minimum
Debt Instrument [Line Items]
Debt principal amount		150,000,000
Debt instrument yield to maturity percentage			5.23%
0.25% Convertible Senior Notes Due 2026 \| Minimum \| 20 Trading Days Period
Debt Instrument [Line Items]
Debt instrument, conversion price percentage			130.00%
0.25% Convertible Senior Notes Due 2026 \| Maximum
Debt Instrument [Line Items]
Debt instrument yield to maturity percentage			5.23%
0.25% Convertible Senior Notes Due 2026 \| Maximum \| 10 Trading Days Period
Debt Instrument [Line Items]
Debt instrument, conversion price percentage			98.00%
7.50% Convertible Senior Notes Due 2028
Debt Instrument [Line Items]
Debt principal amount		150,000,000
Debt fair value		157,500,000						$ 0
Debt issuance costs		3,000,000
Amortization of premium on debt		(7,500,000)
Debt repurchase cash consideration		$ 100,000
Contractual Interest Rate		7.50%		7.50%		7.50%
Outstanding principal				$ 150,000,000		$ 150,000,000		$ 0
Debt instrument, frequency of periodic payment						semi-annually
Debt instrument, payment terms						semi-annually in arrears on April 1 and October 1 of each year
Maturity Date		Oct. 01, 2028				Oct. 01, 2028
Conversion rate of common stock per $1,000 principal						62.5
Conversion of debt to shares \| shares		62.5
Debt instrument, principal amount converted		$ 1,000
Debt instrument, initial conversion price \| $ / shares		$ 16		$ 16		$ 16
Debt instrument, effective interest rate		8.03%
Effective interest rate		6.12%
7.50% Convertible Senior Notes Due 2028 \| Minimum
Debt Instrument [Line Items]
Debt principal amount		$ 100,000,000

Revenue Recognition and Deferred Costs - Schedule of Disaggregate Revenue by Major Source (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Disaggregation Of Revenue [Line Items]
Total revenue	$ 83,710	$ 78,045	$ 245,899	$ 225,245
Subscription Solutions
Disaggregation Of Revenue [Line Items]
Total revenue	62,826	58,709	185,582	168,652
Partner and Services
Disaggregation Of Revenue [Line Items]
Total revenue	$ 20,884	$ 19,336	$ 60,317	$ 56,593

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

- Definition

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Name Accounting Standards Codification
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-Paragraph 41
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Net Loss per Share - Schedule of Antidilutive Securities Outstanding Excluded from Computation of Basic Weighted-Average Shares Outstanding (Details) - shares shares in Thousands	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Antidilutive securities outstanding excluded from computation of basic weighted-average shares outstanding	20,722	16,561
Stock Options Outstanding
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Antidilutive securities outstanding excluded from computation of basic weighted-average shares outstanding	4,633	5,300
Restricted Stock Units
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Antidilutive securities outstanding excluded from computation of basic weighted-average shares outstanding	5,850	6,500
Acquisition Related Compensation
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Antidilutive securities outstanding excluded from computation of basic weighted-average shares outstanding	0	42
Convertible Notes
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Antidilutive securities outstanding excluded from computation of basic weighted-average shares outstanding	10,239	4,719

Goodwill and Intangible Assets - Additional Information (Details) - USD ($)

3 Months Ended

9 Months Ended

Sep. 30, 2024

Sep. 30, 2023

Sep. 30, 2024

Sep. 30, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Impairment of goodwill

$ 0

Amortization of intangible assets

^[1]

$ 2,434,000

$ 2,033,000

7,353,000

$ 6,099,000

Impairment of intangible assets

$ 0

[1]

Amounts include stock-based compensation expense and associated payroll tax costs, as follows:


	For the three months ended September 30,				For the nine months ended September 30,
	2024		2023		2024		2023
Cost of revenue	$	1,114	$	1,323	$	2,798	$	3,802
Sales and marketing		3,327		3,626		8,332		10,059
Research and development		3,766		4,124		10,515		11,570
General and administrative		2,685		3,028		7,859		8,680

Document and Entity Information - shares	9 Months Ended
Document and Entity Information - shares	Sep. 30, 2024	Nov. 05, 2024
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Sep. 30, 2024
Document Fiscal Period Focus	Q3
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2024
Entity Registrant Name	BigCommerce Holdings, Inc.
Entity Central Index Key	0001626450
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Shell Company	false
Entity Small Business	false
Entity Emerging Growth Company	false
Entity File Number	001-39423
Entity Tax Identification Number	46-2707656
Entity Address Address Line1	11305 Four Points DriveBuilding II, Suite 100
Entity Address City Or Town	Austin
Entity Address State Or Province	TX
Entity Interactive Data Current	Yes
Entity Address Postal Zip Code	78726
City Area Code	512
Local Phone Number	865-4500
Entity Incorporation State Country Code	DE
Entity Common Stock, Shares Outstanding		78,379,980
Security12b Title	Series 1 common stock, $0.0001 par value per share
Trading Symbol	BIGC
Security Exchange Name	NASDAQ

Income Taxes

9 Months Ended

Sep. 30, 2024

Income Tax Disclosure [Abstract]

Income Taxes

11. Income taxes

The income tax expense for the three and nine months ended September 30, 2024 is based on the estimated annual effective tax rate for fiscal 2024. The Company’s provision for income taxes is based on estimated effective tax rates derived from an estimate of annual consolidated earnings before taxes, adjusted for nondeductible expenses, other permanent items, valuation allowances, and any applicable income tax credits.

The Company’s provision for income taxes reflected an effective tax rate of (4.00) percent and (0.72) percent for the three months ended September 30, 2024 and 2023, respectively. For the nine months ended September 30, 2024 and 2023, the Company had an effective tax rate of (2.89) percent and (0.91) percent, respectively.

For the three and nine months ended September 30, 2024 and 2023, the Company’s effective tax rate was lower than the U.S. federal statutory rate of 21 percent primarily due to the Company’s valuation allowance offsetting the benefits of losses. The Company’s current income tax expenses and benefits consist primarily of state current income tax expense, deferred income tax expense relating to the tax amortization of acquired goodwill and current income tax expense from foreign operations.

The Company has provided a valuation allowance against most of the Company’s deferred tax assets as it believes the objective and verifiable evidence of the Company’s historical pretax net losses outweighs any positive evidence of forecasted future results. The Company will continue to monitor the positive and negative evidence and will adjust the valuation allowance as sufficient objective positive evidence becomes available.

As of September 30, 2024, the Company had approximately $0.4 million in uncertain tax positions representing no increase from the balance on December 31, 2023. Operating losses generated in years prior to 2020 remain open to adjustment until the statute of limitations closes for the tax year in which the net operating losses are utilized. Tax years 2020 through 2023 generally remain open to examination by the major taxing jurisdictions to which the Company is subject. The Company is currently not under audit by any taxing jurisdiction.

- Definition

The entire disclosure for income tax.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
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-URI https://asc.fasb.org/1943274/2147482685/740-10-50-12

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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Commitments, Contingencies, Leases, and Restructuring Charges

9 Months Ended

Sep. 30, 2024

Commitments, Contingencies, Leases, and Restructuring Charges [Abstract]

Commitments, Contingencies, Leases, and Restructuring Charges

7. Commitments, contingencies, leases, and restructuring charges

Legal proceedings

From time to time, the Company may become involved in legal proceedings arising in the ordinary course of its business. In general, the resolution of a legal matter could prevent the Company from offering its service to others, could be material to the Company’s financial condition or cash flows, or both, or could otherwise adversely affect the Company’s reputation and future operating results.

In the ordinary course of business, the Company makes a provision for a liability relating to legal matters when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. These provisions are reviewed at least quarterly and adjusted to reflect the impacts of negotiations, estimated settlements, legal rulings, advice of legal counsel and other information and events pertaining to a particular matter. The outcomes of legal proceedings and other contingencies are, however, inherently unpredictable and subject to significant uncertainties. The Company is not presently a party to any legal proceedings that, if determined adversely to the Company, would have a material adverse effect on the Company’s condensed consolidated financial statements.

Purchase obligations

The Company has contractual commitments for services with third-parties related to hosting and internal software systems. These commitments are non-cancellable and expire within one to three years. The Company had unconditional purchase obligations as of September 30, 2024 as follows:


(in thousands)	September 30, 2024
Remaining three months of 2024	$	3,729
2025		16,667
2026		4,976
2027 and thereafter	0
Total	$	25,372

Leases

The Company leases certain facilities under operating lease agreements that expire at various dates through 2029. Some of these arrangements contain renewal options and require the Company to pay taxes, insurance and maintenance costs. Renewal options were not included in the right-of-use asset and lease liability calculation. As of September 30, 2024, there were no finance leases. There was no impairment of right-of-use assets, excepted as discussed in the restructuring charges footnote, as of September 30, 2024.

Operating expense relating to leases was $0.6 million and $0.7 million for the three months ended September 30, 2024 and 2023, respectively, and was $2.0 million and $2.1 million for the nine months ended September 30, 2024 and 2023, respectively.

The future maturities of operating lease liabilities are as follows:


(in thousands)	As of September 30, 2024
Remaining three months of 2024	$	791
2025		2,718
2026		890
2027		425
2028		444
Thereafter		346
Total minimum lease payments	$	5,614
Less imputed interest		(663	)
Total lease liabilities	$	4,951

Restructuring charges

In September 2024, the Company commenced a restructuring plan (the “2024 Restructure”) intended to reinvest in product delivery and increase sales capacity, to reduce operating costs, improve operating margins and continue to advance the Company's ongoing commitment to profitable growth. The 2024 Restructure includes a reduction of the Company's workforce, exits of certain office leases, impairment of certain software development projects and contract amendments and terminations to better align operating expenses with existing economic conditions and the Company's strategic priorities. In connection with the 2024 Restructure, the Company incurred $9.8 million of restructuring charges for the three months ended September 30, 2024 consisting primarily of severance benefits, right-of-use asset impairments, lease termination gain, software impairments, and professional services costs. Within the condensed consolidated balance sheet, the liability for severance benefits of $6.2 million as of September 30, 2024 is recorded to other current liabilities and $0.5 million of professional services costs are recorded in accounts payable and other current liabilities. The Company expects to incur additional costs relating to the 2024 Restructure of approximately $3.5 million to $5.7 million through fiscal 2025 relating to severance benefits, contract terminations, accelerated depreciation, right-of-use asset impairments, software impairments, and professional services costs. The additional expenses we expect to incur are subject to assumptions, and actual expenses may differ from the estimates disclosed above.

In September 2024, the Company executed the early lease termination clause (the "Lease Termination") for its corporate headquarters in Austin, Texas that resulted in a one-time lease termination fee of approximately $1.9 million. The Company plans to continue to lease the property through September 2025. Upon termination of the lease, the Company recognized a gain of approximately $1.0 million, representing the lease liability remeasurement of approximately $2.9 million, net of the $1.9 million carrying value of the right-of-use asset.

The 2024 Restructure included the decision to cease use of the Company's existing leased office space in San Francisco and made such office space available for sublease in August 2024. As a result, the Company impaired approximately $0.7 million in right-of-use asset and the associated furniture, equipment, and leasehold improvements of $0.2 million. These amounts are recorded in restructuring charges on the accompanying condensed consolidated statement of operations for the three and nine months ended September 30, 2024.

The Company previously implemented certain business transformation initiatives, including moving certain operations to an integrated technology platform. As part of the 2024 Restructure, the Company determined certain costs related to these initiatives will not be recoverable which resulted in an impairment of capitalized internal use software costs of $2.1 million.

In June 2024, the Company started incurring restructuring charges, related to its capital structure and various alternatives associated with inbound inquiries and interest in the Company. These charges include such items as professional services and other related costs. As of September 30, 2024, the Company has incurred approximately $2.7 million of costs related to these activities.

In September 2023, the Company commenced a restructuring plan (the “2023 Restructure”) which included a reduction of the Company’s workforce intended to advance the Company’s ongoing commitment to profitable growth. In fiscal 2024, the Company made payments of $1.4 million related to previously recognized expenses and has not recorded any additional charges related to the

2023 Restructure. As of September 30, 2024, a liability for severance benefits of approximately $0.1 million was recorded in Other current liabilities within the condensed consolidated balance sheet. The 2023 Restructure is substantially complete.

The following table summarizes the activities related to the Company's restructurings charges:


	As of September 30, 2024												As of December 31, 2023
(in thousands)	Workforce reduction			Impairment Costs and Lease Termination			Other Restructuring Charges (1)			Total			Workforce reduction			Impairment Costs and Lease Reassessment		Other Restructuring Charges		Total
Liability, beginning of the period	$	1,516		$	0		$	0		$	1,516		$	0		$	0	$	0	$	0
Additional charges		6,923			138			3,348			10,409			5,595			0		0		5,595
Impairment loss		0			3,031			0			3,031			0			0		0		0
Gain on lease termination		0			(988	)		0			(988	)		0			0		0		0
Payments		(2,142	)		(38	)		(2,805	)		(4,985	)		(3,944	)		0		0		(3,944	)
Non-cash items		0			(2,042	)		0			(2,042	)		(135	)		0		0		(135	)
Liability, end of the period	$	6,297		$	101		$	543		$	6,941		$	1,516		$	0	$	0	$	1,516

Summary of Significant Accounting Policies (Tables)

9 Months Ended

Sep. 30, 2024

Accounting Policies [Abstract]

Summary of Remaining Performance Obligation

Remaining performance obligation consisted of the following:


(in thousands)	Current		Noncurrent		Total
As of September 30, 2024	$	109,420	$	74,818	$	184,238
As of September 30, 2023		93,783		63,408		157,191

Schedule of Allowance for Credit Losses

The allowance for credit losses consisted of the following:


(in thousands)
Balance at December 31, 2023	$	5,997
Provision for expected credit losses		863
Write-offs charged against the allowance		(821	)
Balance at March 31, 2024	$	6,039
Provision for expected credit losses		850
Write-offs charged against the allowance		(1,200	)
Balance at June 30, 2024	$	5,689
Provision for expected credit losses		1,289
Write-offs charged against the allowance		(929	)
Balance at September 30, 2024	$	6,049

Commitments, Contingencies, Leases, and Restructuring Charges - Summary of Activities Related to Restructuring Charges (Details) - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Restructuring Cost and Reserve [Line Items]
Liability, beginning of the period	$ 1,516	$ 0
Additional charges	10,409	5,595
Impairment loss	3,031	0
Gain on lease termination	(988)	0
Payments	(4,985)	(3,944)
Non-cash items	(2,042)	(135)
Liability, end of the period	6,941	1,516
Workforce Reduction
Restructuring Cost and Reserve [Line Items]
Liability, beginning of the period	1,516	0
Additional charges	6,923	5,595
Impairment loss	0	0
Gain on lease termination	0	0
Payments	(2,142)	(3,944)
Non-cash items	0	(135)
Liability, end of the period	6,297	1,516
Impairment Costs and Lease Termination
Restructuring Cost and Reserve [Line Items]
Liability, beginning of the period	0
Additional charges	138
Impairment loss	3,031
Gain on lease termination	(988)
Payments	(38)
Non-cash items	(2,042)
Liability, end of the period	101	0
Impairment Costs and Lease Reassessment
Restructuring Cost and Reserve [Line Items]
Liability, beginning of the period	0	0
Additional charges		0
Impairment loss		0
Gain on lease termination		0
Payments		0
Non-cash items		0
Liability, end of the period		0
Other Restructuring Charges
Restructuring Cost and Reserve [Line Items]
Liability, beginning of the period	0	0
Additional charges	3,348	0
Impairment loss	0	0
Gain on lease termination	0	0
Payments	(2,805)	0
Non-cash items	0	0
Liability, end of the period	$ 543	$ 0

Stockholders Equity - Summary of Changes in Stock Options Activity (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	9 Months Ended
	Sep. 30, 2024
Equity [Abstract]
Option outstanding at beginning of period (in shares)	5,109
Option outstanding, options granted under all plans (in shares)	662
Option outstanding, exercised (in shares)	(462)
Option outstanding, Plan shares expired or canceled (in shares)	(676)
Options outstanding at ending of period (in shares)	4,633
Options outstanding, vested and expected to vest	4,362
Outstanding Stock Options, Exercisable (in shares)	3,416
Weighted average grant date fair value at beginning of period (in dollars per share)	$ 9.54
Weighted average grant date fair value, options granted under all plans (in dollars per share)	7.25
Weighted average grant date fair value, exercised (in dollars per share)	2.97
Weighted average grant date fair value, plan shares expired or canceled (in dollars per share)	16.7
Weighted average grant date fair value at end of period (in dollars per share)	8.83
Weighted average grant date fair value, vested and expected to vest (in dollars per share)	8.77
Weighted average grant date fair value, exercisable (in dollars per share)	$ 8.12
Aggregate intrinsic value, options outstanding, Beginning balance	$ 20,571
Aggregate intrinsic value, options outstanding, options granted under all plans	0
Aggregate intrinsic value, options outstanding, exercised	2,226
Aggregate intrinsic value, options outstanding, plan shares expired or canceled	29
Aggregate intrinsic value, options outstanding, Ending balance	7,924
Aggregate intrinsic value, vested and expected to vest	7,924
Aggregate intrinsic value, vested	$ 7,924

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Cash flows from operating activities
Net loss	$ (6,993)	$ (20,310)	$ (24,640)	$ (61,495)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation and amortization expense	3,484	3,137	10,482	8,981
Amortization of discount on convertible note	344	494	1,338	1,481
Amortization of convertible note premium	(240)	0	(240)	0
Stock-based compensation expense	10,159	11,773	28,556	33,550
Provision for expected credit losses	1,289	(47)	3,002	1,461
Impairment loss	3,031	0	3,031	0
Gain on lease modification	(988)	0	(988)	0
Gain on convertible note extinguishment	(12,110)	0	(12,110)	0
Other	0	171	(37)	171
Changes in operating assets and liabilities:
Accounts receivable	445	401	(8,933)	(1,359)
Prepaid expenses	2,041	(2,087)	1,016	(5,571)
Deferred commissions	389	(1,002)	198	(1,774)
Accounts payable	1,022	(220)	(223)	(748)
Accrued and other liabilities	(235)	(26,858)	(668)	(24,753)
Deferred revenue	3,935	3,119	14,110	12,534
Net cash provided by (used in) operating activities	5,573	(31,429)	13,894	(37,522)
Cash flows from investing activities:
Cash paid for acquisition	0	0	(100)	0
Purchase of property and equipment	(1,064)	(1,055)	(2,934)	(3,135)
Maturity of marketable securities	59,670	83,135	151,635	206,207
Purchase of marketable securities	(49,355)	(55,681)	(85,957)	(189,075)
Net cash provided by investing activities	9,251	26,399	62,644	13,997
Cash flows from financing activities:
Proceeds from exercise of stock options	238	1,455	1,483	3,700
Taxes paid related to net share settlement of stock options	(1,086)	(1,039)	(2,411)	(3,269)
Proceeds from financing obligation	0	0	0	1,081
Payment of converible note issuance costs	(2,520)	0	(2,520)	0
Repayment of convertible notes and financing obligation	(108,709)	(131)	(108,980)	(131)
Net cash provided by (used in) financing activities	(112,077)	285	(112,428)	1,381
Net change in cash and cash equivalents and restricted cash	(97,253)	(4,745)	(35,890)	(22,144)
Cash and cash equivalents and restricted cash, beginning of period	134,208	75,631	72,845	93,030
Cash and cash equivalents and restricted cash, end of period	36,955	70,886	36,955	70,886
Supplemental cash flow information:
Cash paid for interest	2,018	442	2,463	873
Cash paid for taxes	93	129	275	341
Noncash investing and financing activities:
Capital additions, accrued but not paid	106	224	224	224
Fair value of shares issued as consideration for acquisition	0	921	248	921
Principal amount of 2028 Convertible Notes exchanged	$ 150,000	$ 0	$ 150,000	$ 0

Business Combinations - Summary of Preliminary Estimated Fair Value of Identifiable Intangible Assets Acquired (Details) - Makeswift, Inc. $ in Thousands	1 Months Ended
	Oct. 31, 2023 USD ($)
Business Acquisition [Line Items]
Total acquisition-related intangible assets fair value	$ 7,890
Developed Technology
Business Acquisition [Line Items]
Total acquisition-related intangible assets fair value	$ 6,600
Weighted average amortization period (in years)	5 years
Customer Relationships
Business Acquisition [Line Items]
Total acquisition-related intangible assets fair value	$ 1,200
Weighted average amortization period (in years)	3 years
Tradename
Business Acquisition [Line Items]
Total acquisition-related intangible assets fair value	$ 90
Weighted average amortization period (in years)	5 years

Commitments, Contingencies, Leases, and Restructuring Charges - Summary of Activities Related to Restructuring Charges (Parenthetical) (Details) - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Restructuring Cost and Reserve [Line Items]
Payments	$ 4,985	$ 3,944
Other Restructuring Charges
Restructuring Cost and Reserve [Line Items]
Restructuring charges	3,300
Payments	2,805	$ 0
Inbound Inquiries and Interest \| Other Restructuring Charges
Restructuring Cost and Reserve [Line Items]
Restructuring charges	2,700
Professional Services Costs \| Other Restructuring Charges
Restructuring Cost and Reserve [Line Items]
Restructuring charges	$ 600

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

Business Combinations - Schedule of Total Estimated Purchase Consideration (Details) - Makeswift, Inc. $ in Thousands	1 Months Ended
	Oct. 31, 2023 USD ($)
Business Acquisition [Line Items]
Base purchase price	$ 11,000
plus: Closing cash	238
minus: Deferred compensation	(2,000)
Total purchase consideration	$ 9,238

Summary of Significant Accounting Policies - Schedule of Allowance for Credit Losses (Details) - USD ($) $ in Thousands	3 Months Ended				9 Months Ended
	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Allowance for Credit Loss [Abstract]
Beginning Balance	$ 5,689	$ 6,039	$ 5,997		$ 5,997
Provision for expected credit losses	1,289	850	863	$ (47)	3,002	$ 1,461
Write-offs charged against the allowance	(929)	(1,200)	(821)
Ending Balance	$ 6,049	$ 5,689	$ 6,039		$ 6,049

Summary of Significant Accounting Policies - Additional Information (Details)
$ in Thousands

3 Months Ended

9 Months Ended

12 Months Ended

Sep. 30, 2024

USD ($)

Sep. 30, 2023

USD ($)

Sep. 30, 2024

USD ($)

Tranche

Sep. 30, 2023

USD ($)

Dec. 31, 2023

USD ($)

Summary Of Significant Accounting Policies [Line Items]

Sales and marketing

^[1]

$ 33,140

$ 36,253

$ 99,997

$ 105,898

Contract assets

7,800

$ 11,900

Provision for credit losses related to contract asset

1,200

1,500

Recognized previously deferred revenue

3,700

26,600

Increase (decrease) in deferred revenue

3,935

$ 3,119

14,110

$ 12,534

Accounts receivable including unbilled receivables

$ 11,200

$ 11,000

Stock Option

Summary Of Significant Accounting Policies [Line Items]

Weighted-average requisite service period

4 years

Restricted Stock Units

Summary Of Significant Accounting Policies [Line Items]

Weighted-average requisite service period

4 years

Performance-based Awards

Summary Of Significant Accounting Policies [Line Items]

Number of annual tranche | Tranche

Market-Based Awards

Summary Of Significant Accounting Policies [Line Items]

Weighted-average requisite service period

3 years

Minimum

Summary Of Significant Accounting Policies [Line Items]

Account receivable payment terms

due immediately

Minimum | Performance-based Awards

Summary Of Significant Accounting Policies [Line Items]

Vesting rights percentage

0.00%

Minimum | Market-Based Awards

Summary Of Significant Accounting Policies [Line Items]

Vesting rights percentage

0.00%

Minimum | Subscription Solutions Fees

Summary Of Significant Accounting Policies [Line Items]

Contract with customer period

1 year

Maximum

Summary Of Significant Accounting Policies [Line Items]

Account receivable payment terms

due within 90 day

Maximum | Performance-based Awards

Summary Of Significant Accounting Policies [Line Items]

Vesting rights percentage

200.00%

Maximum | Market-Based Awards

Summary Of Significant Accounting Policies [Line Items]

Vesting rights percentage

200.00%

Maximum | Subscription Solutions Fees

Summary Of Significant Accounting Policies [Line Items]

Contract with customer period

3 years

[1]

Amounts include stock-based compensation expense and associated payroll tax costs, as follows:


	For the three months ended September 30,				For the nine months ended September 30,
	2024		2023		2024		2023
Cost of revenue	$	1,114	$	1,323	$	2,798	$	3,802
Sales and marketing		3,327		3,626		8,332		10,059
Research and development		3,766		4,124		10,515		11,570
General and administrative		2,685		3,028		7,859		8,680

Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Current assets
Cash and cash equivalents	$ 35,441	$ 71,719
Restricted cash	1,514	1,126
Marketable securities	132,955	198,415
Accounts receivable, net	43,378	37,713
Prepaid expenses and other assets, net	21,032	24,733
Deferred commissions	9,140	8,280
Total current assets	243,460	341,986
Property and equipment, net	9,374	10,233
Operating lease, right-of-use-assets	2,278	4,405
Prepaid expenses, net of current portion	2,412	1,240
Deferred commissions, net of current portion	5,998	7,056
Intangible assets, net	19,699	27,052
Goodwill	51,927	52,086
Total assets	335,148	444,058
Current liabilities
Accounts payable	8,149	7,982
Accrued liabilities	2,771	2,652
Deferred revenue	46,352	32,242
Current portion of operating lease liabilities	2,883	2,542
Other current liabilities	26,432	25,332
Total current liabilities	86,587	70,750
Convertible notes	216,756	339,614
Operating lease liabilities, net of current portion	2,068	7,610
Other long-term liabilities, net of current portion	751	551
Total liabilities	306,162	418,525
Stockholders’ equity
Common stock	7	7
Additional paid-in capital	647,897	620,021
Accumulated other comprehensive income	380	163
Accumulated deficit	(619,298)	(594,658)
Total stockholders’ equity	28,986	25,533
Total liabilities and stockholders’ equity	$ 335,148	$ 444,058

Fair Value Measurements - Summary of Gains, Losses, and Estimated Fair Value of Cash Equivalents and Marketable Securities (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Debt Securities, Available-for-Sale [Line Items]
Amortized Cost	$ 132,575	$ 198,252
Gross Unrealized Gains	390	283
Gross Unrealized Losses	(10)	(120)
Estimated Fair Value	132,955	198,415
Money Market Mutual Funds and Cash Equivalents
Debt Securities, Available-for-Sale [Line Items]
Amortized Cost	3,948	39,754
Gross Unrealized Gains	0	0
Gross Unrealized Losses	0	0
Estimated Fair Value	3,948	39,754
Corporate Bonds
Debt Securities, Available-for-Sale [Line Items]
Amortized Cost	40,102	64,421
Gross Unrealized Gains	220	157
Gross Unrealized Losses	0	(33)
Estimated Fair Value	40,322	64,545
Commercial Paper
Debt Securities, Available-for-Sale [Line Items]
Amortized Cost		30,588
Gross Unrealized Gains		16
Gross Unrealized Losses		(8)
Estimated Fair Value		30,596
Agency bonds
Debt Securities, Available-for-Sale [Line Items]
Amortized Cost	12,290	55,182
Gross Unrealized Gains	20	24
Gross Unrealized Losses	(4)	(70)
Estimated Fair Value	12,306	55,136
U.S Treasury Securities
Debt Securities, Available-for-Sale [Line Items]
Amortized Cost	80,183	48,061
Gross Unrealized Gains	150	86
Gross Unrealized Losses	(6)	(9)
Estimated Fair Value	$ 80,327	$ 48,138

Revenue Recognition and Deferred Costs - Schedule of Revenue by Geographic Region (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Disaggregation of Revenue [Line Items]
Revenue	$ 83,710	$ 78,045	$ 245,899	$ 225,245
Americas - United States
Disaggregation of Revenue [Line Items]
Revenue	63,682	60,019	187,249	172,374
Americas - Other
Disaggregation of Revenue [Line Items]
Revenue	3,893	3,499	11,445	10,273
EMEA
Disaggregation of Revenue [Line Items]
Revenue	9,709	8,631	28,182	25,263
APAC
Disaggregation of Revenue [Line Items]
Revenue	$ 6,426	$ 5,896	$ 19,023	$ 17,335

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

- Definition

+ References

+ Details

Stockholders' Equity - Summary of RSU Table (Details) $ / shares in Units, $ in Thousands	9 Months Ended
	Sep. 30, 2024 USD ($) $ / shares shares
Restricted stock units
Class Of Stock [Line Items]
Nonvested shares, beginning period \| shares	6,725
Granted (in shares) \| shares	1,502
Cancelled, shares \| shares	(978)
Vested and converted to shares, shares \| shares	(1,799)
Nonvested shares, ending period \| shares	5,850
Vested and expected to vest (in shares) \| shares	4,792
Nonvested, Grant date fair value beginning period \| $ / shares	$ 15.86
Granted, Grant date fair value \| $ / shares	7.48
Cancelled, Grant date fair value \| $ / shares	14.07
Vested and converted to shares, Grant date fair value \| $ / shares	18.43
Nonvested, Grant date fair value ending period \| $ / shares	12.45
Grant date fair value, vested and expected to vest \| $ / shares	$ 13.11
Aggregate Intrinsic Value, Beginning value \| $	$ 65,436
Aggregate Intrinsic Value, granted \| $	11,236
Aggregate Intrinsic Value, canceled \| $	6,849
Aggregate Intrinsic Value, Vested and converted to shares \| $	12,686
Aggregate Intrinsic Value, Ending balance \| $	36,101
Aggregate Intrinsic Value, vested and expected to vest \| $	$ 28,031
Performance-based restricted stock units
Class Of Stock [Line Items]
Granted (in shares) \| shares	400
Granted, Grant date fair value \| $ / shares	$ 8.91
Aggregate Intrinsic Value, granted \| $	$ 2,901

Business Combinations - Schedule of Total Estimated Purchase Consideration (Parenthetical) (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Business Acquisition [Line Items]
Payments to acquire businesses, gross	$ 0	$ 0	$ 100	$ 0
Makeswift, Inc.
Business Acquisition [Line Items]
Payments to acquire businesses, gross			1,100
Working capital hold back	$ 100		$ 100

Fair Value Measurements

9 Months Ended

Sep. 30, 2024

Fair Value Disclosures [Abstract]

Fair value Measurements

4. Fair value measurements

Financial instruments carried at fair value include cash and cash equivalents, restricted cash and marketable securities (see note 9. for convertible notes fair value).

For assets and liabilities measured at fair value, fair value is the price to sell an asset or paid to transfer a liability in an orderly transaction between market participants as of the measurement date. When determining fair value, the Company considers the principal or most advantageous market in which it would transact, and assumptions that market participants would use when pricing asset or liabilities.

The accounting standard for fair value establishes a fair value hierarchy based on three levels of inputs, the first two of which are considered observable and the last unobservable. The standard requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement.

The three levels of inputs that may be used to measure fair value are as follows:

•

Level 1 – Inputs are unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date.

•

Level 2 – Inputs are other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.

•

Level 3 – Inputs are unobservable that are significant to the fair value of the asset or liability and are developed based on the best information available in the circumstances, which might include the Company’s data.

The following table presents information about the Company’s cash equivalents, and marketable securities that were measured at fair value as of September 30, 2024 and December 31, 2023:


	As of September 30, 2024
(in thousands)	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total Fair Value
Cash equivalents (1):
Money market mutual funds & cash equivalents	$	3,948	$	0	$	0	$	3,948
Marketable securities:
Corporate bonds	0			40,322	0			40,322
U.S. treasury securities		80,327	0		0			80,327
Agency bonds	0			12,306	0			12,306
Total marketable securities	$	80,327	$	52,628	$	0	$	132,955

(1) Included in “Cash and cash equivalents” in the accompanying Condensed Consolidated Balance Sheets, in addition to $33.0 million of cash, as of September 30, 2024.


	As of December 31, 2023
(in thousands)	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total Fair Value
Cash equivalents (1):
Money market mutual funds & cash equivalents	$	39,754	$	0	$	0	$	39,754
Marketable securities:
Corporate bonds		0		64,545		0		64,545
U.S. treasury securities		48,138		0		0		48,138
Commercial paper		0		30,596		0		30,596
Agency bonds		0		55,136		0		55,136
Total marketable securities	$	48,138	$	150,277	$	0	$	198,415

(1) Included in “Cash and cash equivalents” in the accompanying Condensed Consolidated Balance Sheets, in addition to $33.1 million

of cash, as of December 31, 2023.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 107
-Publisher FASB
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-Topic 820
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+ Details

Goodwill and Intangible Assets - Schedule of Expected Amortization Expense for Intangible Assets (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Remaining three months of 2024	$ 2,382
2025	8,046
2026	5,100
2027	3,056
2028	1,115
Thereafter	0
Net carrying amount	$ 19,699	$ 27,052

Other Liabilities - Components of Other Current Liabilities (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Other Liabilities Disclosure [Abstract]
Sales tax payable	$ 1,443	$ 1,632
Payroll and payroll related expenses	10,190	13,080
Acquisition related compensation	0	403
Restructuring related charges	6,653	1,516
Short-term financing obligation	279	547
Other	7,867	8,154
Other current liabilities	$ 26,432	$ 25,332

Business Combinations (Tables)

9 Months Ended

Sep. 30, 2024

Business Combinations [Abstract]

Schedule of Total Estimated Purchase Consideration

The total purchase consideration for Makeswift was approximately $9.2 million which consisted of the following:


(in thousands)	Amount
Base purchase price	$	11,000
plus: Closing cash		238
minus: Deferred compensation		(2,000	)
Total purchase consideration(1)	$	9,238

Summary of Fair Value of Assets Acquired and Liabilities Assumed

The table below summarizes the fair value of the assets acquired and liabilities assumed in the Makeswift acquisition, at acquisition date:


(in thousands)	October 31, 2023
Tangible assets acquired	$	1,370
Right-of-use asset		147
Intangible assets acquired		7,890
Liabilities assumed		(1,311	)
Deferred tax liability(1)		(885	)
Lease liability		(150	)
Net assets acquired, excluding goodwill	$	7,061
Total purchase consideration	$	9,238
Goodwill(1)	$	2,177

Summary of Preliminary Estimated Fair Value of Identifiable Intangible Assets Acquired

The fair value of identifiable intangible assets acquired at the date of the acquisitions is as follows:


(in thousands)	Fair value		Useful life (in years)
Developed technology	$	6,600		5.0
Customer relationships		1,200		3.0
Tradename		90		5.0
Total acquisition-related intangible assets	$	7,890

Revenue Recognition and Deferred Costs - Additional Information (Details) - USD ($)	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Disaggregation Of Revenue [Line Items]
Amortization of deferred sales commissions estimated period			3 years
Impairment of deferred commissions	$ 0		$ 0		$ 0
Deferred sales commissions	2,200,000	$ 3,000,000	7,000,000	$ 7,300,000
Deferred commission amortization expense	$ 2,600,000	$ 1,900,000	$ 7,300,000	$ 5,200,000
United States \| Revenue From Contract With Customer \| Geographic Concentration Risk
Disaggregation Of Revenue [Line Items]
Concentration risk, percentage	76.00%		76.00%
EMEA \| Revenue From Contract With Customer \| Geographic Concentration Risk
Disaggregation Of Revenue [Line Items]
Concentration risk, percentage	12.00%		12.00%

Fair Value Measurements - Schedule of Cash Equivalents and Marketable Securities Measured at Fair Value (Details) - USD ($)
$ in Thousands

Sep. 30, 2024

Dec. 31, 2023

Marketable securities:

Marketable securities

$ 132,955

$ 198,415

Total marketable securities

132,955

198,415

Money Market Mutual Funds and Cash Equivalents

Cash equivalents:

Cash equivalents

3,948

^[1]

39,754

^[2]

Corporate Bonds

Marketable securities:

Marketable securities

40,322

64,545

U.S Treasury Securities

Marketable securities:

Marketable securities

80,327

48,138

Commercial Paper

Marketable securities:

Marketable securities

30,596

Agency bonds

Marketable securities:

Marketable securities

12,306

55,136

Level 1

Marketable securities:

Total marketable securities

80,327

48,138

Level 1 | Money Market Mutual Funds and Cash Equivalents

Cash equivalents:

Cash equivalents

3,948

^[1]

39,754

^[2]

Level 1 | Corporate Bonds

Marketable securities:

Marketable securities

Level 1 | U.S Treasury Securities

Marketable securities:

Marketable securities

80,327

48,138

Level 1 | Commercial Paper

Marketable securities:

Marketable securities

Level 1 | Agency bonds

Marketable securities:

Marketable securities

Level 2

Marketable securities:

Total marketable securities

52,628

150,277

Level 2 | Money Market Mutual Funds and Cash Equivalents

Cash equivalents:

Cash equivalents

^[1]

^[2]

Level 2 | Corporate Bonds

Marketable securities:

Marketable securities

40,322

64,545

Level 2 | U.S Treasury Securities

Marketable securities:

Marketable securities

Level 2 | Commercial Paper

Marketable securities:

Marketable securities

30,596

Level 2 | Agency bonds

Marketable securities:

Marketable securities

12,306

55,136

Level 3

Marketable securities:

Total marketable securities

Level 3 | Money Market Mutual Funds and Cash Equivalents

Cash equivalents:

Cash equivalents

^[1]

^[2]

Level 3 | Corporate Bonds

Marketable securities:

Marketable securities

Level 3 | U.S Treasury Securities

Marketable securities:

Marketable securities

Level 3 | Commercial Paper

Marketable securities:

Marketable securities

Level 3 | Agency bonds

Marketable securities:

Marketable securities

$ 0

[1]

Included in “Cash and cash equivalents” in the accompanying Condensed Consolidated Balance Sheets, in addition to $33.0 million of cash, as of September 30, 2024.

[2]

Included in “Cash and cash equivalents” in the accompanying Condensed Consolidated Balance Sheets, in addition to $33.1 million

of cash, as of December 31, 2023.

The contractual maturities of the investments classified as marketable securities were as follows:


(in thousands)	As of September 30, 2024		As of December 31, 2023
Due within 1 year	$	113,469	$	183,132
Due in 1 year through 2 years		19,486		15,283
Total marketable securities	$	132,955	$	198,415

The following tables summarize the gains, losses, and estimated fair value of cash equivalents, and marketable securities as of September 30, 2024 and December 31, 2023:


	As of September 30, 2024
(in thousands)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Estimated Fair Value
Cash equivalents:
Money market mutual funds & cash equivalents	$	3,948	$	0	$	0		$	3,948
Marketable securities:
Corporate bonds		40,102		220		(0	)		40,322
U.S. treasury securities		80,183		150		(6	)		80,327
Agency bonds		12,290		20		(4	)		12,306
Total marketable securities	$	132,575	$	390	$	(10	)	$	132,955


	As of December 31, 2023
(in thousands)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Estimated Fair Value
Cash equivalents:
Money market mutual funds & cash equivalents	$	39,754	$	0	$	0		$	39,754
Marketable securities:
Corporate bonds		64,421		157		(33	)		64,545
U.S. treasury securities		48,061		86		(9	)		48,138
Commercial paper		30,588		16		(8	)		30,596
Agency bonds		55,182		24		(70	)		55,136
Total marketable securities	$	198,252	$	283	$	(120	)	$	198,415

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended						9 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2024	Sep. 30, 2023
Pay vs Performance Disclosure
Net Income (Loss)	$ (6,993)	$ (11,255)	$ (6,392)	$ (20,310)	$ (19,065)	$ (22,120)	$ (24,640)	$ (61,495)

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

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+ Details

Convertible Notes - Summary of Total Interest Expense Recognized Related to Financing Obligation (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Debt Instrument [Line Items]
Contractual interest expense	$ 1,804	$ 226	$ 2,249	$ 684
Amortization of premium and issuance costs	104	495	1,099	1,481
Total	$ 1,908	$ 721	$ 3,348	$ 2,165

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

Net Loss per Share - Schedule of Earnings Per Share Basic and Diluted (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended						9 Months Ended
	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2024	Sep. 30, 2023
Earnings Per Share [Abstract]
Net Income (Loss)	$ (6,993)	$ (11,255)	$ (6,392)	$ (20,310)	$ (19,065)	$ (22,120)	$ (24,640)	$ (61,495)
Weighted average shares outstanding, Basic	77,869			75,387			77,319	74,778
Weighted average shares outstanding, Diluted	77,869			75,387			77,319	74,778
Net loss per share, Basic	$ (0.09)			$ (0.27)			$ (0.32)	$ (0.82)
Net loss per share, Diluted	$ (0.09)			$ (0.27)			$ (0.32)	$ (0.82)

- Definition

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

+ References

+ Details

- Definition

The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.

+ References

+ Details

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

+ Details

Fair Value Measurements (Tables)

9 Months Ended

Sep. 30, 2024

Fair Value Disclosures [Abstract]

Schedule of Cash Equivalents and Marketable Securities Measured at Fair Value

The following table presents information about the Company’s cash equivalents, and marketable securities that were measured at fair value as of September 30, 2024 and December 31, 2023:


	As of September 30, 2024
(in thousands)	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total Fair Value
Cash equivalents (1):
Money market mutual funds & cash equivalents	$	3,948	$	0	$	0	$	3,948
Marketable securities:
Corporate bonds	0			40,322	0			40,322
U.S. treasury securities		80,327	0		0			80,327
Agency bonds	0			12,306	0			12,306
Total marketable securities	$	80,327	$	52,628	$	0	$	132,955

(1) Included in “Cash and cash equivalents” in the accompanying Condensed Consolidated Balance Sheets, in addition to $33.0 million of cash, as of September 30, 2024.


	As of December 31, 2023
(in thousands)	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total Fair Value
Cash equivalents (1):
Money market mutual funds & cash equivalents	$	39,754	$	0	$	0	$	39,754
Marketable securities:
Corporate bonds		0		64,545		0		64,545
U.S. treasury securities		48,138		0		0		48,138
Commercial paper		0		30,596		0		30,596
Agency bonds		0		55,136		0		55,136
Total marketable securities	$	48,138	$	150,277	$	0	$	198,415

(1) Included in “Cash and cash equivalents” in the accompanying Condensed Consolidated Balance Sheets, in addition to $33.1 million

of cash, as of December 31, 2023.

Schedule of Marketable Security Contractual Maturities

The contractual maturities of the investments classified as marketable securities were as follows:


(in thousands)	As of September 30, 2024		As of December 31, 2023
Due within 1 year	$	113,469	$	183,132
Due in 1 year through 2 years		19,486		15,283
Total marketable securities	$	132,955	$	198,415

Summary of Gains, Losses, and Estimated Fair Value of Cash Equivalents and Marketable Securities

The following tables summarize the gains, losses, and estimated fair value of cash equivalents, and marketable securities as of September 30, 2024 and December 31, 2023:


	As of September 30, 2024
(in thousands)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Estimated Fair Value
Cash equivalents:
Money market mutual funds & cash equivalents	$	3,948	$	0	$	0		$	3,948
Marketable securities:
Corporate bonds		40,102		220		(0	)		40,322
U.S. treasury securities		80,183		150		(6	)		80,327
Agency bonds		12,290		20		(4	)		12,306
Total marketable securities	$	132,575	$	390	$	(10	)	$	132,955


	As of December 31, 2023
(in thousands)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Estimated Fair Value
Cash equivalents:
Money market mutual funds & cash equivalents	$	39,754	$	0	$	0		$	39,754
Marketable securities:
Corporate bonds		64,421		157		(33	)		64,545
U.S. treasury securities		48,061		86		(9	)		48,138
Commercial paper		30,588		16		(8	)		30,596
Agency bonds		55,182		24		(70	)		55,136
Total marketable securities	$	198,252	$	283	$	(120	)	$	198,415

- Definition

Tabular disclosure of investment in debt security measured at fair value with change in fair value recognized in other comprehensive income (available-for-sale).

+ References

Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-9

Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-3

Reference 3: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-2

Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-2

Reference 5: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-2

Reference 6: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (aa)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-2

Reference 7: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (aaa)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-2

Reference 8: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-2

Reference 9: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-3

Reference 10: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-3

Reference 11: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-3

Reference 12: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-3

+ Details

Stockholders' Equity

9 Months Ended

Sep. 30, 2024

Equity [Abstract]

Stockholders' Equity

10. Stockholders’ equity

2020 Equity incentive plan

In 2020, the Company adopted the 2020 Equity Incentive Plan, or “2020 Plan”, under which stock options, stock appreciation rights, restricted stock, restricted stock units, performance-based restricted stock units and other cash-based or stock-based awards may be granted to employees, consultants and directors. Shares of common stock that are issued and available for issuance under the 2020 Plan consist of authorized, but unissued or reacquired shares of common stock or any combination thereof. The Company has granted awards of stock options, restricted stock units, and market-based and performance-based restricted stock units under the 2020 Plan.

A total of 3,873,885 shares of common stock were initially authorized and reserved for issuance under the 2020 Plan. This share reserve automatically increased on January 1, 2021, 2022, 2023, and 2024 will increase on each subsequent January 1st through and including January 1, 2031, by an amount equal to the smaller of (a) 5% of the number of shares of common stock issued and outstanding on the immediately preceding December 31 and (b) an amount determined by the board of directors. On January 1, 2024, 2023 and January 1, 2022 the share reserve increased by 3,820,681 shares, 3,695,569 shares and 3,616,312 shares, respectively. The Company registered an additional 9,548,587 shares on Form S-8 on May 9, 2024. As of September 30, 2024, a total of 9,996,094, registered shares of common stock remain available for future issuance under the 2020 Plan.

Stock options

Stock options generally vest and become exercisable over a service period of 4 years from the date of grant, subject to continued service. The following table summarizes the weighted-average grant date value of options and the assumptions used to develop their fair value.


		Nine months ended September 30,	Nine months ended September 30,
		2024	2023
Weighted-average grant date fair value of options	$	4.54	$	6.56
Risk-free interest rate		4.10%	3.65% - 4.30%
Expected volatility		64.53%	65.27% - 66.57%
Expected life in years		6.10 years	6.06 - 6.11 years

The Company estimated its future stock price volatility using a combination of its observed option-implied volatilities and its peer historical volatility calculations. Management believes this is the best estimate of the expected volatility over the expected life of its stock options. The estimated life for the stock options is based on the weighted average of the remaining vesting term and the remaining contractual life of each award. The risk-free interest rate is based on the rate for a U.S. government security with the same estimated life at the time of the option grant. The estimated forfeiture rate applied is based on historical forfeiture rates. The Company does not anticipate paying any cash dividends in the foreseeable future and therefore uses an expected dividend yield of zero in the option pricing model.


Stock option activity for the nine months ended September 30, 2024 was as follows:

(in thousands)	Outstanding			Weighted-Average Exercise Price		Aggregate Intrinsic Value
Balance as of December 31, 2023		5,109		$	9.54	$	20,571
Options granted under all plans		662			7.25		0
Exercised		(462	)		2.97		2,226
Plan shares expired or canceled		(676	)		16.70		29
Balance as of September 30, 2024		4,633		$	8.83	$	7,924
Vested and expected to vest		4,362		$	8.77	$	7,924
Exercisable as of September 30, 2024		3,416		$	8.12	$	7,924

The expected stock-based compensation expense remaining to be recognized as of September 30, 2024 is $5.5 million, which reflects outstanding stock option awards that are vested and outstanding stock option awards that are expected to vest. This expense will be recognized over a weighted-average period of 2.39 years.

Restricted stock units


Restricted stock unit activity for the nine months ended September 30, 2024 was as follows:

(in thousands)	Outstanding			Grant Date Fair Value		Aggregate Intrinsic Value
Balance as of December 31, 2023		6,725		$	15.86	$	65,436
Granted – restricted stock units		1,502			7.48		11,236
Granted – market-based and performance-based restricted stock units		400			8.91		2,901
Canceled		(978	)		14.07		6,849
Vested and converted to shares		(1,799	)	$	18.43	$	12,686
Balance as of September 30, 2024		5,850		$	12.45	$	36,101
Vested and expected to vest		4,792		$	13.11	$	28,031

Other Liabilities (Tables)

9 Months Ended

Sep. 30, 2024

Other Liabilities Disclosure [Abstract]

Components of Other Current Liabilities

The following table summarizes the components of other current liabilities:


	As of September 30,		As of December 31,
(in thousands)	2024		2023
Sales tax payable	$	1,443	$	1,632
Payroll and payroll related expenses		10,190		13,080
Acquisition related compensation	0			403
Restructuring related charges		6,653		1,516
Short-term financing obligation		279		547
Other		7,867		8,154
Other current liabilities	$	26,432	$	25,332

Condensed Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Statement of Comprehensive Income [Abstract]
Net loss	$ (6,993)	$ (20,310)	$ (24,640)	$ (61,495)
Other comprehensive income (loss):
Net unrealized gain on marketable securities	557	155	217	782
Total comprehensive loss	$ (6,436)	$ (20,155)	$ (24,423)	$ (60,713)

- Definition

Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income and other comprehensive income, attributable to parent entity. Excludes changes in equity resulting from investments by owners and distributions to owners.

+ References + Details

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

+ Details

Overview

9 Months Ended

Sep. 30, 2024

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Overview

1. Overview

BigCommerce Holdings, Inc. (the “Company”) is leading a new era of ecommerce. The Company’s software-as-a-service (“SaaS”) platform simplifies the creation of engaging online stores by delivering a unique combination of ease-of-use, enterprise functionality, and flexibility. The Company empowers both its customers’ branded ecommerce stores and their cross-channel connections to popular online marketplaces, social networks, and offline point-of-sale systems.

The Company empowers businesses to turn digital transformation into a competitive advantage, and allows merchants to build their ecommerce solution their way with the flexibility to fit their unique business and product offerings. The Company provides a comprehensive platform for launching and scaling an ecommerce operation, including store design, catalog management, hosting, checkout, order management, reporting, and pre-integration into third-party services like payments, shipping, and accounting. All of the Company’s stores run on a single code base and share a global, multi-tenant architecture purpose built for security, high performance, and innovation. The Company’s platform serves stores in a wide variety of sizes, product categories, and purchase types, including business-to-consumer and business-to-business.

On September 30, 2024, the Board of Directors of the Company notified Brent Bellm that his employment as the Company’s Chief Executive Officer was terminated. Subsequent to September 30, 2024, the Board appointed Travis Hess, previously President of the Company, to succeed Mr. Bellm as the Company’s Chief Executive Officer, effective October 1, 2024. Concurrently, the Board elected Mr. Hess as a director of the Company, to fill the vacancy created by Mr. Bellm’s departure.

Additionally, subsequent to September 30, 2024, the Board appointed Ellen F. Siminoff as Executive Chair of the Board. Prior to her appointment as Executive Chair, Ms. Siminoff served as a director of the Company since February 2020 and will continue to serve as Director. The Executive Chair is a newly-created role and in this role, Ms. Siminoff will provide leadership and direction to the Board and work with the Company’s Chief Executive Officer.

References in these condensed consolidated financial statements to “we”, “us”, “our”, the “Company”, or “BigCommerce” refer to BigCommerce Holdings, Inc. and its subsidiaries, unless otherwise stated.

Other Liabilities

9 Months Ended

Sep. 30, 2024

Other Liabilities Disclosure [Abstract]

Other Liabilities

8. Other liabilities

The following table summarizes the components of other current liabilities:


	As of September 30,		As of December 31,
(in thousands)	2024		2023
Sales tax payable	$	1,443	$	1,632
Payroll and payroll related expenses		10,190		13,080
Acquisition related compensation	0			403
Restructuring related charges		6,653		1,516
Short-term financing obligation		279		547
Other		7,867		8,154
Other current liabilities	$	26,432	$	25,332

Summary of Significant Accounting Policies

9 Months Ended

Sep. 30, 2024

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

2. Summary of significant accounting policies

There have been no significant changes from the significant accounting policies disclosed in Note 2 of the "Notes to Consolidated Financial Statements" included in our Annual Report on Form 10-K filed with the SEC on February 29, 2024 (our "Annual Report").

Basis of presentation

Basis of consolidation

The Company’s fiscal year ends on December 31. References to “fiscal 2024,” for example, refer to the fiscal year ended December 31, 2024.

Use of estimates

Significant estimates and assumptions made by management in these consolidated financial statements include:

•

the allowance for credit losses;

•

constrained revenue;

•

variable consideration for revenue recognition;

•

the period of benefit associated with costs capitalized to obtain revenue contracts;

•

the useful lives of intangible assets; and

•

the recognition, measurement and valuation of current and deferred income taxes and uncertain tax positions;

Because of the use of estimates inherent in financial reporting process actual results could differ and the differences could be material to the Company’s consolidated financial statements.

Recent accounting pronouncements not yet adopted

ASU 2023-07, Segment Reporting (Topic 280)

ASU 2023-09, Income Taxes (Topic 740)

Segments

Revenue recognition

Subscription solutions

Partner and services

The Company also derives revenue from the sales of website themes and applications upon delivery.

Contracts with multiple performance obligations

of the Company’s contracts, the Company has determined the variable consideration allocation exception has been met and therefore variable fees are recognized in the period they are earned.

The timing of revenue recognition, billings and cash collections can result in billed accounts receivable, unbilled receivables, contract assets, and deferred revenue.

Contract assets

Deferred revenue

Remaining performance obligation

Remaining performance obligation consisted of the following:


(in thousands)	Current		Noncurrent		Total
As of September 30, 2024	$	109,420	$	74,818	$	184,238
As of September 30, 2023		93,783		63,408		157,191

Cost of revenue

Accounts receivable

an estimate of future collectability to determine the amount that the Company will ultimately collect. This estimate is analyzed annually and adjusted as necessary.

The allowance for credit losses consisted of the following:


(in thousands)
Balance at December 31, 2023	$	5,997
Provision for expected credit losses		863
Write-offs charged against the allowance		(821	)
Balance at March 31, 2024	$	6,039
Provision for expected credit losses		850
Write-offs charged against the allowance		(1,200	)
Balance at June 30, 2024	$	5,689
Provision for expected credit losses		1,289
Write-offs charged against the allowance		(929	)
Balance at September 30, 2024	$	6,049

Stock-based compensation

The Company issues stock options ("options"), restricted stock units (“RSUs”) and performance based restricted stock units (“PSUs”) to employees.

Restructuring charges