10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 10-Q

(Mark One)

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

For the quarterly period ended March 31, 2021

OR

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

For the transition period from to

Commission File Number: 1-33472

TECHTARGET, INC.

(Exact name of registrant as specified in its charter)

Delaware	04-3483216
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
275 Grove Street Newton, Massachusetts	02466
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (617) 431-9200

Former name, former address and formal fiscal year, if changed since last report: Not applicable

Securities registered or to be registered pursuant to Section 12(b) of the Act.

Title of each class	Trading symbol(s)	Name of each exchange on which registered
Common Stock, $0.001 Par Value	TTGT	Nasdaq Global Market

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

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

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

Large accelerated filer	☒	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
Emerging growth company	☐

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

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

As of April 30, 2021, the registrant had 28,147,418 shares of common stock, $0.001 par value per share, outstanding.

TABLE OF CONTENTS

Item		Page
PART I.	FINANCIAL INFORMATION
Item 1.	Financial Statements (unaudited)	3
	Consolidated Balance Sheets as of March 31, 2021 and December 31, 2020	3
	Consolidated Statements of Income and Comprehensive Income for the three months ended March 31, 2021 and 2020	4
	Consolidated Statements of Stockholders’ Equity for the three months ended March 31, 2021 and 2020	5
	Consolidated Statements of Cash Flows for the three months ended March 31, 2021 and 2020	6
	Notes to Consolidated Financial Statements	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	24
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	36
Item 4.	Controls and Procedures	36
PART II.	OTHER INFORMATION
Item 1.	Legal Proceedings	37
Item 1A.	Risk Factors	37
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	38
Item 6.	Exhibits	39
	Signatures	40

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PART I. FINANCIAL INFORMATION

Item 1. Financial Statements (Unaudited)

TechTarget, Inc.

Consolidated Balance Sheets

(in thousands, except share and per share data)

	March 31, 2021			December 31, 2020
Assets	(Unaudited)			(Unaudited)
Current assets:
Cash	$	93,841		$	82,616
Short-term investments		84			84
Accounts receivable, net of allowance for doubtful accounts of $1,532 and $1,754 respectively		37,589			40,183
Prepaid taxes		—			796
Prepaid expenses and other current assets		4,520			4,084
Total current assets		136,034			127,763
Property and equipment, net		15,191			13,661
Goodwill		179,417			179,118
Intangible assets, net		107,257			108,872
Operating lease assets with right-of-use		25,174			26,031
Deferred tax assets		392			216
Other assets		907			907
Total assets	$	464,372		$	456,568
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable	$	2,583		$	4,303
Current operating lease liability		3,557			3,611
Accrued expenses and other current liabilities		12,246			16,539
Accrued compensation expenses		2,667			5,789
Income taxes payable		610			487
Contract liabilities		25,061			15,689
Total current liabilities		46,724			46,418
Non-current lease liability		25,992			26,943
Convertible debt		194,976			153,882
Other liabilities		1,221			2,971
Deferred tax liabilities		13,321			23,848
Total liabilities		282,234			254,062
Leases and contingencies (see Note 9)
Stockholders’ equity:
Preferred stock, $0.001 par value; 5,000,000 shares authorized; no shares issued or outstanding		—			—
Common stock, $0.001 par value; 100,000,000 shares authorized; 55,658,260 and 55,633,155 shares issued, respectively; 28,147,418 and 28,122,603 shares outstanding, respectively		56			56
Treasury stock, at cost; 27,510,842 and 27,510,552 shares, respectively		(199,796	)		(199,796	)
Additional paid-in capital		339,610			363,055
Accumulated other comprehensive income		2,645			1,611
Retained earnings		39,623			37,580
Total stockholders’ equity		182,138			202,506
Total liabilities and stockholders’ equity	$	464,372		$	456,568

See accompanying Notes to Consolidated Financial Statements.

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TechTarget, Inc.

Consolidated Statements of Income and Comprehensive Income

(in thousands, except per share data)

	For the Three Months Ended
	March 31,
	2021			2020
	(Unaudited)			(Unaudited)
Revenue	$	52,969		$	31,416
Cost of revenue(1)		15,168			8,151
Amortization of acquired technology		765			—
Gross profit		37,036			23,265
Operating expenses:
Selling and marketing(1)		21,606			12,949
Product development(1)		2,923			2,032
General and administrative(1)		6,435			3,355
Depreciation, excluding depreciation of $381 and $171, respectively, included in cost of revenue		1,221			1,186
Amortization		1,630			159
Total operating expenses		33,815			19,681
Operating income		3,221			3,584
Interest and other income (expense), net		(696	)		(469	)
Income before provision for income taxes		2,525			3,115
Provision for income taxes		715			908
Net income	$	1,810		$	2,207
Other comprehensive income (loss), net of tax:
Unrealized income (loss) on investments (net of tax provision of $0 and $37, respectively)	$	—		$	(132	)
Foreign currency translation gain (loss)		1,034			(53	)
Other comprehensive income (loss)		1,034			(185	)
Comprehensive income	$	2,844		$	2,022
Net income per common share:
Basic	$	0.06		$	0.08
Diluted	$	0.06		$	0.08
Weighted average common shares outstanding:
Basic		28,141			28,004
Diluted		29,242			28,440

(1) Amounts include stock-based compensation expense as follows:

Cost of revenue	$	512	$	68
Selling and marketing		3,523		2,188
Product development		655		196
General and administrative		1,911		976

See accompanying Notes to Consolidated Financial Statements.

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TechTarget, Inc.

Consolidated Statements of Stockholders’ Equity

(in thousands, except share and per share data)

(Unaudited)

	Common Stock				Treasury Stock
	Number of Shares		$0.001 Par Value		Number of Shares		Cost			Additional Paid-In Capital			Accumulated Other Comprehensive Income (Loss)		Retained Earnings		Total Stockholders’ Equity
Balance, December 31, 2020		55,633,155	$	56		27,510,552	$	(199,796	)	$	363,055		$	1,611	$	37,580	$	202,506
Reclassification due to the adoption of ASU 2020-06		—		—		—		—			(30,500	)		—		233		(30,267	)
Issuance of common stock from restricted stock awards		24,815		—		—		—			—			—		—		—
Impact of net settlements		290		—		290		—			(370	)		—		—		(370	)
Stock-based compensation expense(1)		—		—		—		—			7,425			—		—		7,425
Comprehensive income:
Unrealized gain on foreign currency exchange		—		—		—		—			—			1,034		—		1,034
Net income		—		—		—		—			—			—		1,810		1,810
Balance, March 31, 2021		55,658,260	$	56		27,510,842	$	(199,796	)	$	339,610		$	2,645	$	39,623	$	182,138

	Common Stock				Treasury Stock
	Number of Shares		$0.001 Par Value		Number of Shares		Cost			Additional Paid-In Capital			Accumulated Other Comprehensive Income (Loss)			Retained Earnings		Total Stockholders’ Equity
Balance, December 31, 2019		54,903,824	$	55		26,761,305	$	(184,972	)	$	317,675		$	(319	)	$	20,512	$	152,951
Issuance of common stock from restricted stock awards		123,027		—		—		—			—			—			—		—
Purchase of common stock through stock buyback		—		—		736,760		(14,824	)		—			—			—		(14,824	)
Impact of net settlements		230		—		230		—			(68	)		—			—		(68	)
Stock-based compensation expense(1)		—		—		—		—			5,294			—			—		5,294
Comprehensive income:
Unrealized loss on investments		—		—		—		—			—			(132	)		—		(132	)
Unrealized loss on foreign currency exchange		—		—		—		—			—			(53	)		—		(53	)
Net income		—		—		—		—			—			—			2,207		2,207
Balance, March 31, 2020		55,027,081	$	55		27,498,295	$	(199,796	)	$	322,901		$	(504	)	$	22,719	$	145,375

(1) Includes $0.8 and $1.8 million of accrued compensation expense for the three months ended March 31, 2021 and 2020, respectively.

See accompanying Notes to Consolidated Financial Statements.

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TechTarget, Inc.

Consolidated Statements of Cash Flows

(in thousands) 

	For the Three Months Ended
	March 31,
	2021			2020
	(Unaudited)
Operating activities:
Net income	$	1,810		$	2,207
Adjustments to reconcile net income to net cash provided by operating    activities:
Depreciation		1,602			1,357
Amortization		2,395			159
Provision for bad debt		(156	)		139
Stock-based compensation		6,583			3,428
Amortization of debt issuance costs		327			2
Deferred tax provision		(294	)		274
Changes in operating assets and liabilities:
Accounts receivable		2,749			3,409
Prepaid expenses and other current assets		(833	)		(752	)
Other assets		395			14
Accounts payable		(1,686	)		(341	)
Income taxes payable		891			578
Accrued expenses and other current liabilities		(4,703	)		41
Operating lease right-of-use assets and liabilities, net		(139	)		(82	)
Accrued compensation expenses		(867	)		(949	)
Contract liabilities		9,372			213
Other liabilities		(1,756	)		—
Net cash provided by operating activities		15,690			9,697
Investing activities:
Purchases of property and equipment, and other capitalized assets, net		(3,131	)		(1,636	)
Purchases of investments and maturities of investments		—			(42	)
Acquisitions of businesses, net		—			(5,015	)
Net cash used in investing activities		(3,131	)		(6,693	)
Financing activities:
Tax withholdings related to net share settlements		(370	)		(68	)
Purchase of treasury shares and related costs		—			(14,824	)
Payment of earnout liabilities		(1,032	)		—
Term loan principal payment		—			(313	)
Net cash used in financing activities		(1,402	)		(15,205	)
Effect of exchange rate changes on cash		68			(7	)
Net increase (decrease) in cash		11,225			(12,208	)
Cash at beginning of period		82,616			52,487
Cash at end of period	$	93,841		$	40,279
Supplemental disclosure of cash flow information:
Cash paid for taxes, net	$	90		$	70

See accompanying Notes to Consolidated Financial Statements.

6

TechTarget, Inc.

Notes to Consolidated Financial Statements

(In thousands, except share and per share data, where otherwise noted, or instances where expressed in millions)

1. Organization and Operations

TechTarget, Inc. and its subsidiaries (collectively, the “Company”) is a global data and analytics leader and software provider for buyers of purchase intent-driven marketing and sales data for enterprise technology vendors. The Company’s service offerings enable technology vendors to better identify, reach and influence corporate information technology (“IT”) decision-makers actively researching specific IT purchases. The Company improves vendors’ ability to impact these audiences for business growth using advanced targeting, analytics and data services complemented by customized marketing programs that integrate demand generation, brand advertising techniques, and content curation and creation. The Company operates a network of approximately 140 websites and 945 webinars and virtual event channels, which each focus on a specific IT sector such as storage, security or networking. IT and business professionals have become increasingly specialized, and they have come to rely on the Company’s sector-specific websites and webinars and virtual event channels for purchasing decision support. The Company’s content platforms enable IT and business professionals to navigate the complex and rapidly changing IT landscape where purchasing decisions can have significant financial and operational consequences. At critical stages of the purchase decision process, these content offerings through different channels meet IT and business professionals’ needs for expert, peer and IT vendor information and provide platforms on which B2B technology companies can launch targeted marketing campaigns which generate measurable return on investment. Based upon the logical clustering of members and users’ respective job responsibilities and the marketing focus of the products being promoted by the Company’s customers, the Company categorizes its content offerings to address the key market opportunities and audience extensions across a portfolio of distinct market categories: Security; Networking; Storage; Data Center and Virtualization Technologies; CIO/IT Strategy; Business Applications and Analytics; Application Architecture and Development; and ANCL Channel.

2. Summary of Significant Accounting Policies

The accompanying consolidated financial statements reflect the application of certain significant accounting policies as described below and elsewhere in these Notes to Consolidated Financial Statements. The Company’s critical accounting policies are those that affect its more significant judgments used in the preparation of its consolidated financial statements. A description of the Company’s critical accounting policies and estimates is contained in its Annual Report on Form 10-K for the fiscal year ended December 31, 2020, and in this note to the consolidated financial statements.

Principles of Consolidation

The accompanying Consolidated Financial Statements include the accounts of the Company and its wholly-owned subsidiaries, TechTarget Securities Corporation (“TSC”), TechTarget Limited, TechTarget (HK) Limited (“TTGT HK”), TechTarget (Australia) Pty Ltd., TechTarget (Singapore) Pte Ltd., E-Magine Médias SAS (“LeMagIT”), TechTarget Germany GmbH and as of December 23, 2020, BrightTALK Limited and its wholly owned subsidiary, BrightTALK, Inc. (collectively, the “BrightTALK subsidiaries”). TSC is a Massachusetts corporation. TechTarget Limited is a subsidiary doing business principally in the United Kingdom. TTGT HK is a subsidiary incorporated in Hong Kong in order to facilitate the Company’s activities in the Asia-Pacific region. TechTarget (Australia) Pty Ltd. and TechTarget (Singapore) Pte Ltd. are the entities through which the Company does business in Australia and Singapore, respectively; LeMagIT and TechTarget Germany GmbH, both wholly-owned subsidiaries of TechTarget Limited, are entities through which the Company does business in France and Germany, respectively. The BrightTALK subsidiaries are entities which the Company does business for the BrightTALK webinar and virtual event platform.

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Basis of Presentation

The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted (Generally Accepted Accounting Principles or “U.S. GAAP”) in the United States (“U.S.”) for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. All adjustments, which, in the opinion of management, are considered necessary for a fair presentation of the results of operations for the periods shown, are of a normal, recurring nature and have been reflected in the consolidated financial statements. The results of operations for the periods presented are not necessarily indicative of results to be expected for any other interim periods or for the full year. The information included in these consolidated financial statements should be read in conjunction with “Management’s Discussion and Analysis of Financial Condition and Results of Operations” contained in this report and the consolidated financial statements and accompanying notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020.

Reclassifications

The Company historically presented depreciation and amortization expense as one combined line item on the Consolidated Statements of Income and Comprehensive Income. Due to the Company’s recent acquisitions, the materiality of amortization expense has increased and the Company has decided to present these expenses in two separate line items for all periods presented. This reclassification had no effect on total operating expenses or net income.

Foreign Currency Translation

The functional currency of the Company’s major foreign subsidiaries is generally the local currency. Adjustments resulting from translating foreign functional currency financial statements into U.S. dollars are recorded as a separate component on the Consolidated Statement of Comprehensive Income. Foreign currency transaction gains and losses are included in interest and other income (expense), net in the Consolidated Statement of Income. All assets and liabilities denominated in foreign currency are translated into U.S. dollars at the exchange rate on the balance sheet date. Revenue and expenses are translated at the average exchange rate during the period.

Use of Estimates

The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. On an ongoing basis, the Company evaluates its estimates, including those related to revenue, long-lived assets, goodwill, the allowance for doubtful accounts, stock-based compensation, self-insurance accruals, and income taxes. The Company reduces its accounts receivable for an allowance for doubtful accounts based on its best estimate of the amount of probable credit losses. Estimates of the carrying value of certain assets and liabilities are based on historical experience and on various other assumptions that the Company believes to be reasonable. Actual results could differ from those estimates.

Revenue Recognition

The Company generates its revenue from the sale of purchase intent data and marketing and sales services, which it delivers via its network of websites, webinar and virtual event channels, and data analytics solutions. Revenue is recognized when performance obligations are satisfied by transferring promised goods or services to customers, as determined by applying a five-step process consisting of: a) identifying the contract, or contracts, with a customer, b) identifying the performance obligations in the contract, c) determining the transaction price, d) allocating the transaction price to the performance obligations in the contract, and e) recognizing revenue when, or as, performance obligations are satisfied.

Accounts Receivable

We maintain an allowance for credit losses for expected uncollectible accounts receivable, which is recorded as an offset to accounts receivable and changes in such are classified as general and administrative expense in the Consolidated Statements of Income and Comprehensive Income. We assess collectability by reviewing accounts receivable on an individual basis when we

8

identify specific customers with known disputes, overdue amounts or collectability issues and also reserve for losses on all accounts based on historical information, current market conditions and reasonable and supportable forecasts of future economic conditions to inform adjustments to historical loss data. In determining the amount of the allowance for credit losses, we consider historical collectability based on past due status and make judgments about the creditworthiness of customers based on ongoing credit evaluations.

At March 31, 2021, the Company’s collectability assessment continues to include the business and market disruptions caused by COVID-19 and estimates of expected emerging credit and collectability trends. The continued volatility in market conditions and evolving shifts in credit trends are difficult to predict, causing variability and volatility that may have a material impact on our allowance for credit losses in future periods. 

Fair Value of Financial Instruments

Financial instruments consist of cash and cash equivalents, short-term investments, accounts receivable, accounts payable, and contingent consideration. Due to their short-term nature and liquidity, the carrying value of these instruments, with the exception of contingent consideration and long-term debt, approximates their estimated fair values. The Company classifies all of its short-term investments as available-for-sale. The fair value of contingent consideration was estimated using a discounted cash flow method.

Business Combinations

The Company uses its best estimates and assumptions to assign fair value to the tangible and intangible assets acquired and liabilities assumed at the acquisition date. The Company’s estimates are inherently uncertain and subject to refinement.

During the measurement period, which may be up to one year from the acquisition date, the Company may record adjustments to the fair value of these tangible and intangible assets acquired and liabilities assumed, with the corresponding offset to goodwill. In addition, uncertain tax positions and tax-related valuation allowances are initially recorded in connection with a business combination as of the acquisition date. The Company continues to collect information and reevaluates these estimates and assumptions quarterly and records any adjustments to the Company’s preliminary estimates to goodwill provided that the Company is within the measurement period. Upon the conclusion of the measurement period or final determination of the fair value of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded to the Company’s Consolidated Statement of Income and Comprehensive Income.

Other Liabilities

Other liabilities consist of the long-term portions of amounts payable related to our acquisition of substantially all of the assets of The Enterprise Strategy Group, Inc. and Data Science Central LLC (see Note 14) and the amounts deferred under the Coronavirus Aid, Relief and Economic Security Act (the “CARES Act”) which allows employers to defer the payment of the Company’s employer share of FICA payroll taxes. The amount of the employer share of FICA payroll taxes (6.2% of the first $137,700 of employee pay) due for the period beginning on March 27, 2020, and ending December 31, 2020, can be deferred. The deferred amounts will then be payable in equal installments at December 31, 2021 and December 31, 2022. Amounts relating to payment due December 31, 2021 of $958,621 are included in accrued expenses as of March 31, 2021.

Recent Accounting Pronouncements

Recently Adopted Accounting Guidance

In January 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2017-04, Intangibles-Goodwill and Other (Topic 350), simplifying the Test for Goodwill Impairment (ASU 2017-04). ASU 2017-04 eliminates the requirement to calculate the implied fair value of goodwill to measure a goodwill impairment charge (step 2 of the goodwill impairment test) and instead requires only a one-step quantitative impairment test, performed by comparing the fair value of goodwill with its carrying amount. ASU 2017-04 is effective on a prospective basis effective for goodwill impairment tests in fiscal years beginning after December 15, 2019. Early adoption is permitted for goodwill impairment tests performed on testing dates after January 1, 2017. We adopted the new standard effective January 1, 2020 and the guidance did not have a material impact on our consolidated financial statements.

In August 2018, the FASB issued ASU No. 2018-15, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement that is a Service Contract (ASU 2018-15), which requires implementation costs incurred by customers in cloud computing arrangements (i.e., hosting arrangements) to be capitalized under the same premises of authoritative guidance for internal-use software, and deferred over the non-cancellable term of

9

the cloud computing arrangements plus any optional renewal periods that are reasonably certain to be exercised by the customer or for which the exercise is controlled by the service provider. ASU 2018-15 is effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years, with early adoption permitted. We adopted the new standard effective January 1, 2020 and the guidance did not have a material impact on our consolidated financial statements.

In June 2016, the FASB issued ASU 2016-03, “Measurement of Credit Losses on Financial Instruments,” (ASU 2016-03) which amends ASC 326 “Financial Instruments—Credit Losses” which introduces a new methodology for accounting for credit losses on financial instruments. The guidance establishes a new forward looking "expected loss model" that requires entities to estimate current expected credit losses on accounts receivable and financial instruments by using all practical and relevant information. We adopted the new standard effective January 1, 2020 and the guidance did not have a material impact on our consolidated financial statements.

In August 2018, the FASB issued ASU No. 2018-13, “Changes to Disclosure Requirements for Fair Value Measurements” (Topic 820) (ASU 2018-13), which improved the effectiveness of disclosure requirements for recurring and nonrecurring fair value measurements. The standard removes, modifies, and adds certain disclosure requirements. We adopted the new standard effective January 1, 2020 and the guidance did not have a material impact on our consolidated financial statements.

In December 2019, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2019-12, Simplifying the Accounting for Income Taxes (Topic 740). ASU 2019-12 removes certain exceptions for performing intraperiod tax allocations, recognizing deferred taxes for investments, and calculating income taxes in interim periods. The guidance also simplifies the accounting for franchise taxes, transactions that result in a step-up in the tax basis of goodwill, and the effect of enacted changes in tax laws or rates in interim periods. The Company adopted ASU 2019-12 in the first quarter of 2021 and the adoption had no material impact to the Company’s consolidated financial statements.

In August 2020, the FASB issued ASU 2020-06, Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s own Equity (Subtopic 815-40), which simplifies the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible debt instruments and contracts on an entity’s own equity. Among other things, the standard removes certain accounting models which require bifurcation from the host contract of certain features of convertible debt instruments, unless the feature qualifies as a derivative under ASC 815. Additionally, companies are required to use the if-converted method for convertible instruments in their calculations of diluted earnings per share. Early adoption is permitted but no earlier than the fiscal year beginning after December 15, 2020.  

The Company elected to early adopt ASU 2020-06 effective January 1, 2021. The Company has elected the modified retrospective method to transition to the guidance. The modified retrospective method requires the Company to:

1) Recombine our convertible notes into a single instrument by reclassifying the amount initially recorded to the equity component against the outstanding debt on the convertible notes.

2) Reclassify an amount from retained earnings equal to the difference between the sum of the carrying values of the debt and the conversion feature immediately before transition and the revised amortized cost of the combined convertible instrument under the traditional debt model as of the transition date.

3) Post-transition, account for the convertible notes as a single instrument recognizing interest expense based on the applicable and recalculated effective interest rate and continue to apply the if-converted method in the Company’s calculation of diluted earnings per share.

The following table summarizes the impact of the Company’s adoption of ASU 2020-06:

	December 31, 2020		January 1, 2021
Convertible Debt	$	153,882	$	194,649	$	40,767
Additional Paid-in Capital		363,055		332,555		(30,500	)
Retained Earnings		37,580		37,813		233
Deferred Tax Liabilities		23,848		13,348		(10,500	)
					$	—

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3. Revenue

Disaggregation of Revenue

The following table depicts the disaggregation of revenue according to categories consistent with how the Company evaluates its financial performance and economic risk. International revenue consists of international geo-targeted campaigns, which are campaigns targeted at an audience of members outside of North America.

	For the Three Months Ended March 31,
	2021		2020
North America	$	33,038	$	19,881
International		19,931		11,535
Total	$	52,969	$	31,416

Contract Liabilities

Timing may differ between the satisfaction of performance obligations and the invoicing and collections of amounts related to the Company’s contracts with customers. Liabilities are recorded for amounts that are collected in advance of the satisfaction of performance obligations. Additionally, certain customers may receive credits, which are accounted for as a material right. The Company estimates these amounts based on the expected amount of future services to be provided to customer and allocates a portion of the transaction price to these material rights. The Company recognizes these material rights as the material rights are exercised. The resulting amounts included in the contract liabilities on the accompanying Consolidated Balance Sheets were $2.4 million and $2.2 million at March 31, 2021, and December 31, 2020, respectively.

	Contract Liabilities
Year-to-Date Activity
Balance at December 31, 2020	$	15,689
Deferral of revenue		62,341
Recognition of previously unearned revenue		(52,969	)
Balance at March 31, 2021	$	25,061

The Company elected to apply the following practical expedients:

• Existence of a Significant Financing Component in a Contract.  As a practical expedient, the Company has not assessed whether a contract has a significant financing component because the Company expects at contract inception that the period between payment by the customer and the transfer of promised goods or services by the Company to the customer will be one year or less. Payment terms and conditions vary by contract type, although terms generally include a requirement of payment within 30 to 90 days. In addition, the Company has determined that the payment terms that the Company provides to its customers are structured primarily for reasons other than the provision of financing to the customer.

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• Costs to Fulfill a Contract.  The Company’s revenue is primarily generated from customer contracts that are for one year or less. Costs primarily consist of incentive compensation paid based on the achievements of sales targets. As a practical expedient, for amortization periods that are determined to be one year or less, the Company expenses any incremental costs of obtaining the contract with a customer when incurred. For those customer contracts greater than one year, the Company capitalizes and amortizes the expenses over the period of benefit.

• Revenue Invoiced.  The Company has applied the practical expedient for certain revenue streams to exclude the value of remaining performance obligations for (i) contracts with an original expected term of one year or less or (ii) contracts for which the Company recognizes revenue in proportion to the amount it has the right to invoice for services performed.

4. Fair Value Measurements

The Company measures certain financial assets and liabilities at fair value on a recurring basis, including short-term and long-term investments and contingent consideration. The Company’s bank and money market accounts are in bank deposits and are not quoted instruments. As such they are all considered cash. The fair value of these financial assets and liabilities was determined based on three levels of input as follows: 

• Level 1. Quoted prices in active markets for identical assets and liabilities;

• Level 2. Observable inputs other than quoted prices in active markets; and

• Level 3. Unobservable inputs.

The fair value hierarchy of the Company’s financial assets carried at fair value and measured on a recurring basis is as follows:

			Fair Value Measurements at March 31, 2021
	March 31, 2021		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets:
Short-term investments (1)	$	84	$                           —		$	84	$	—
Total assets	$	84	$	—	$	84	$	—
Liabilities:
Contingent consideration - current (2)	$	1,984	$                           —		$                           —		$	1,984
Contingent consideration - non-current (2)		—		—		—		—
Total liabilities	$	1,984	$	—	$	—	$	1,984

			Fair Value Measurements at December 31, 2020
	December 31, 2020		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets:
Short-term investments (1)	$	84	$	—	$	84	$	—
Total assets	$	84	$	—	$	84	$	—
Liabilities:
Contingent consideration - current (2)	$	1,027	$	—	$	—	$	1,027
Contingent consideration - non-current (2)		1,751		—		—		1,751
Total liabilities	$	2,778	$	—	$	—	$	2,778

(1) Short-term investments consist of municipal bonds, corporate bonds, bond funds, U.S. Treasury securities, and government agency bonds; their fair value is calculated using an interest rate yield curve for similar instruments.

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(2) Contingent consideration liabilities are measured using the income approach and discounted to present value based on an assessment of the probability that the Company would be required to make such future payments. The contingent consideration liabilities are measured at fair value using significant Level 3 (unobservable) inputs such as discount rates and probability measures. Remeasurement of the contingent consideration to fair value is expensed through the income statement in the period remeasured.

5. Cash and Investments

Cash is carried at cost, which approximates fair market value. As of March 31, 2021 and December 31, 2020, cash consisted of $93.8 million and $82.6 million respectively.

Investments are recorded at fair value with the related unrealized gains and losses included in accumulated other comprehensive income, a component of stockholders’ equity, net of tax. Realized gains and losses on the sale of these investments are determined using the specific identification method. There were no realized gains or losses as of March 31, 2021 or December 31, 2020. 

Short-term investments consisted of the following:

	March 31, 2021
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Estimated Fair Value
Short-term investments:
Bond funds	$	84	$	—	$	—	$	84
Total short-term investments	$	84	$	—	$	—	$	84

	December 31, 2020
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Estimated Fair Value
Short-term investments:
Bond funds	$	84	$	—	$	—	$	84
Total short-term investments	$	84	$	—	$	—	$	84

6. Goodwill and Intangible Assets

The following table summarizes the Company’s intangible assets, net:

			March 31, 2021
	Estimated Useful Lives (Years)		Gross Carrying Amount		Accumulated Amortization			Net
Customer, affiliate and advertiser relationships	5-19		$	78,546	$	(7,803	)	$	70,743
Developed websites, technology and patents		10		32,725		(2,059	)		30,666
Trademark, trade name and domain name	5-16			7,652		(1,961	)		5,691
Proprietary user information database and internet traffic		5		1,146		(1,146	)		—
Non-compete agreements	1.5-3			230		(73	)		157
Total intangible assets			$	120,299	$	(13,042	)	$	107,257

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			December 31, 2020
	Estimated Useful Lives (Years)		Gross Carrying Amount		Accumulated Amortization			Net
Customer, affiliate and advertiser relationships	5-19		$	78,283	$	(6,595	)	$	71,688
Developed websites, technology and patents		10		32,535		(1,315	)		31,220
Trademark, trade name and domain name	5-16			7,619		(1,831	)		5,788
Proprietary user information database and internet traffic		5		1,149		(1,149	)	—
Non-compete agreements	1.5-3			230		(54	)		176
Total intangible assets			$	119,816	$	(10,944	)	$	108,872

Intangible assets are amortized over their estimated useful lives, which range from eighteen months to nineteen years, using methods of amortization that are expected to reflect the estimated pattern of economic use. The remaining amortization expense will be recognized over a weighted-average period of approximately 7.4 years. Amortization expense was $2.2 million and $0.1 million for the three months ended March 31, 2021 and 2020, respectively. Amortization expense relating to developed websites, technology and patents is recoded within costs of revenues. All other amortization is recorded within operating expenses as the remaining intangible assets consist of customer-related assets which generate website traffic that the Company considers to be in support of selling and marketing activities. The Company did not write off any fully amortized intangible assets in the first three months of 2021.  

The Company expects amortization expense of intangible assets to be as follows:

Years Ending December 31:	Amortization Expense
2021 (April 1 – December 31)	$	6,516
2022		8,241
2023		8,072
2024		8,041
2025		8,041
Thereafter		68,346
Total	$	107,257

Goodwill and indefinite-lived intangible assets are not amortized but are reviewed annually for impairment or more frequently if impairment indicators arise. The Company did not have any intangible assets with indefinite lives other than goodwill as of March 31, 2021 or December 31, 2020. There were no indications of impairment as of March 31, 2021, and the Company believes that, as of the balance sheet dates presented, none of the Company’s goodwill or intangible assets was impaired.

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7. Net Income Per Common Share

A reconciliation of the numerator and denominator used in the calculation of basic and diluted net income per common share is as follows:

	For the Three Months Ended
	March 31,
	2021		2020
Numerator:
Net income	$	1,810	$	2,207
Denominator:
Basic:
Weighted average shares of common stock and vested, undelivered restricted stock units outstanding		28,140,619		28,003,663
Diluted:
Weighted average shares of common stock and vested, undelivered restricted stock units outstanding		28,140,619		28,003,663
Effect of potentially dilutive shares (1)		1,101,728		436,056
Total weighted average shares of common stock and vested, undelivered restricted stock units outstanding and potentially dilutive shares		29,242,347		28,439,719
Net Income Per Common Share:
Basic:
Net income applicable to common stockholders	$	1,810	$	2,207
Weighted average shares of stock outstanding		28,140,619		28,003,663
Basic net income per common share	$	0.06	$	0.08
Diluted:
Net income applicable to common stockholders	$	1,810	$	2,207
Weighted average shares of stock outstanding		29,242,347		28,439,719
Diluted net income per common shares (1)	$	0.06	$	0.08

(1) In calculating diluted net income per share, 26.0 thousand shares related to outstanding stock options and unvested, undelivered restricted stock units were excluded for the three months ended March 31, 2021. Additionally, we excluded the impact of the amortization into interest expense from net income relating to our convertible shares and the resulting 2.9 million common shares under the if-converted method due to their anti-dilutive nature. 37.5 thousand shares related to outstanding stock options and unvested, undelivered restricted stock units were excluded for the three months ended March 31, 2020.

8. Convertible Debt and Loan Agreement

Convertible Debt

In December 2020, the Company issued $201.3 million in aggregate principal amount of 0.125% convertible senior notes (the “Notes”) due December 15, 2025, unless earlier repurchased by the Company or converted by the holder pursuant to their terms. Interest is payable semiannually in arrears on June 15 and December 15 of each year, commencing on June 15, 2021.

The Notes are governed by an Indenture between the Company, as issuer, and U.S. Bank, National Association, as trustee. The Notes are unsecured and rank senior in right of payment to the Company’s future indebtedness that is expressly subordinated in right of payment to the Notes and equal in right of payment to the Company’s unsecured indebtedness that is not so subordinated.

Upon conversion, the Company will pay or deliver, as the case may be, cash, shares of the Company’s common stock or a combination of cash and shares of common stock, at the Company’s election.

The Notes have an initial conversion rate of 14.1977 shares of common stock per $1,000 principal amount of the Notes. This represents an initial effective conversion price of approximately $70.43 per share of common stock and 2,857,447 shares issuable upon conversion. Throughout the term of the Notes, the conversion rate may be adjusted upon the occurrence of certain events. Holders of the Notes will not receive any cash payment representing accrued and unpaid interest, if any, upon conversion of a Note, except in limited circumstances. Accrued but unpaid interest will be deemed to be paid by cash, shares of the Company’s common

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stock or a combination of cash and shares of the Company’s common stock paid or delivered, as the case may be, to the holder upon conversion of the Notes.

Prior to the close of business on September 15, 2025, the Notes will be convertible at the option of holders during certain periods, only upon satisfaction of certain conditions set forth below. On or after September 15, 2025, until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their Notes at the conversion price at any time regardless of whether the conditions set forth below have been met.

Holders may convert all or a portion of their Notes prior to the close of business on September 14, 2025, in multiples of the $1,000 principal amount, only under the following circumstances:

• during any calendar quarter commencing after the calendar quarter ending on March 31, 2021 (and only during such calendar quarter), if the last reported sales price of the common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day;

• during the five business day period after any five consecutive trading day period, or the Notes measurement period, in which the “trading price” (as defined in the Indenture) per $1,000 principal amount of the Notes for each trading day of the Notes measurement period was less than 98% of the product of the last reported sale price of the Company’s common stock and the conversion rate on each such trading day;

• if the Company calls any or all of the Notes for redemption, at any time prior to the close of business on September 14, 2025; or

• upon the occurrence of specified corporate events as set forth in the Indenture.

As of March 31, 2021, the Notes were not yet convertible.

Prior to the adoption of ASU 2020-06, based on market data available for publicly traded, senior, unsecured corporate bonds issued by companies in the same industry and with similar maturities, the Company estimated the implied market interest rate of its Notes to be approximately 5%, assuming no conversion option. Assumptions used in the estimate represent what market participants would use in pricing the liability component of the Notes, including market interest rates, credit standing, and yield curves, all of which are defined as Level 2 observable inputs. The estimated implied interest rate was applied to the Notes, which resulted in a fair value of the liability component of $158.8 million upon issuance, calculated as the present value of future contractual payments based on the $201.3 million of aggregate principal amount. The excess of the principal amount of the liability component over its carrying amount, or the debt discount, is amortized to interest expense over the term of the Notes. The $42.5 million difference between the gross proceeds received from issuance of the Notes of $201.3 million and the estimated fair value of the liability component represents the equity component of the Notes and was recorded in additional paid-in capital. The equity component is not remeasured as long as it continues to meet the conditions for equity classification.

In accounting for the transaction costs related to the issuance of the Notes, the Company allocated the total amount incurred to the liability and equity components in proportion to the allocation of proceeds. Transaction costs attributable to the liability component, totaling $5.25 million, are being amortized to expense over the term of the Notes, and transaction costs attributable to the equity component, totaling $1.4 million, were included with the equity component in shareholders’ equity.

Effective January 1, 2021, upon the adoption of ASU 2020-06, the Company reclassified the equity component into the debt component as more fully described above.

The Notes consist of the following:

	March 31, 2021		December 31, 2020
Liability Component:
Principal	$	201,250	$	201,250
Less: debt discount, net of amortization		6,274		47,368
Net carrying amount	$	194,976	$	153,882
Equity component (a)	$	-	$	41,059

(a)Recorded in the consolidated balance sheet within additional paid-in capital, net of $1,404 transaction costs in equity

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The following table sets forth total interest expense recognized related to the Notes:

	March 31, 2021		December 31, 2020
0.125% coupon	$	63	$	10
Amortization of debt discount and transaction costs		327		346
	$	390	$	356

As of March 31, 2021, the fair value of the Notes, which was determined based on inputs that are observable in the market or that could be derived from, or corroborated with, observable market data, quoted prices of the Notes in an over-the-counter market (Level 2), and carrying value of debt instruments (carrying value excludes the equity component of the Company’s convertible notes classified in equity) were as follows:

	March 31, 2021				December 31, 2020
	Fair Value		Carrying Value		Fair Value		Carrying Value
Convertible senior notes	$	234,615	$	194,976	$	218,940	$	153,882

Based on the closing price of our common stock of $69.45 on March 31, 2021, the if-converted value of the Notes was less than their respective principal amounts.

Loan Agreement

On December 24, 2018, the Company entered into a Loan and Security Agreement (the “Loan Agreement”) with Western Alliance Bank (the “Bank”) as the lender. The Loan Agreement provided for a $25 million term loan facility with a maturity date of December 10, 2023. The Loan Agreement was paid in full in December 2020 and all liens related to the Loan Agreement released.

Borrowings under the Loan Agreement bore interest, on the outstanding daily balance thereof, at a floating per annum rate equal to one and three-eighths percent (1.375%) above the greater of (a) the one (1) month U.S. LIBOR rate reported in The Wall Street Journal as of such date or (b) two percent (2.00%).  

9. Leases, Contingencies, and Subsequent Event

The Company conducts its operations in leased office facilities under various noncancelable operating lease agreements that expire through December 2029.

On October 26, 2017, the Company entered into a Third Amendment (the “Third Amendment”) to the lease agreement for office space in Newton, Massachusetts, dated as of August 4, 2009 (the “Newton Lease”). The Third Amendment extended the lease term to December 31, 2029 and preserves the Company’s option to extend the term for an additional five-year period subject to certain terms and conditions set forth in the Newton Lease. The Third Amendment reduced the rentable space from approximately 110,000 square feet to approximately 74,000 square feet effective January 1, 2018. Beginning on January 1, 2018, base monthly rent under the Third Amendment will be $0.3 million. The base rent will increase biennially at a rate averaging approximately 1% per year, beginning on January 1, 2020. The Company remains responsible for certain other costs under the Third Amendment, including operating expense and taxes.

In April 2021, the Company entered into a Fourth Amendment (the “Fourth Amendment”). The Fourth Amendment becomes effective during May 2021. The Fourth Amendment will reduce the rentable space from approximately 74,000 square feet to approximately 68,000 square feet and will provide the Company with a one-time payment of approximately $0.6 million. Beginning June 1, 2021, base monthly rent will be approximately $0.25 million per month. All other terms and conditions are substantially similar to the Third Amendment.

Certain of the Company’s operating leases , including the Newton Lease, include lease incentives and escalating payment amounts and are renewable for varying periods. The Company recognizes the related rent expense on a straight-line basis over the term of each lease, taking into account the lease incentives and escalating lease payments.

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The Company has various non-cancelable lease agreements for certain of its offices with original lease periods expiring between 2021 and 2029. The Company’s lease terms may include options to extend or terminate the lease when it is reasonably certain it will exercise that option. Leases with renewal options allow the Company to extend the lease term typically between 1 and 5 years. When determining the lease term, renewal options reasonably certain of being exercised are included in the lease term. When determining if a renewal option is reasonably certain of being exercised, the Company considers several economic factors, including but not limited to, the significance of leasehold improvements incurred on the property, whether the asset is difficult to replace, underlying contractual obligations, or specific characteristics unique to that particular lease that would make it reasonably certain that the Company would exercise such option.  Renewal and termination options were generally not included in the lease term for the Company's existing operating leases. Certain of the arrangements have discounted rent periods or escalating rent payment provisions. Leases with an initial term of twelve months or less are not recorded on the consolidated balance sheets. The Company recognizes rent expense on a straight-line basis over the lease term.

As of March 31, 2021, operating lease assets were $25.2 million and operating lease liabilities were $29.5 million. The maturities of the Company’s operating lease liabilities as of March 31, 2021 were as follows:

	Minimum Lease
Years Ending December 31:	Payments
2021 (April 1 – December 31)	$	3,494
2022		4,605
2023		4,257
2024		4,253
2025		3,464
Thereafter		14,296
Total future minimum lease payments	$	34,369
Less imputed interest		4,820
Total operating lease liabilities	$	29,549

Included in the Consolidated Balance Sheet:
Current operating lease liabilities	$	3,557
Non-current operating lease liabilities		25,992
Total operating lease liabilities	$	29,549

For the three months ended March 31, 2021 and 2020, the total lease cost was comprised of the following amounts:

	Three Months Ended March 31,
	2021		2020
Operating lease expense	$	1,142	$	947
Short-term lease expense		76		28
Total lease expense	$	1,218	$	975

The following summarizes additional information related to operating leases:

	As of
	March 31, 2021
Weighted-average remaining lease term — operating leases		4.6
Weighted-average discount rate — operating leases		4	%

If the rate implicit in the lease is not readily determinable, the Company uses its incremental borrowing rate as the discount rate. The Company uses its best judgment when determining the incremental borrowing rate, which is the rate of interest that the Company would have to pay to borrow on a collateralized basis over a similar term to the lease payments in a similar currency.

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Litigation

From time to time and in the ordinary course of business, the Company may be subject to various claims, charges, and litigation. At March 31, 2021 and December 31, 2020, the Company did not have any pending claims, charges, or litigation that it expects would have a material adverse effect on its consolidated financial position, results of operations, or cash flows.

10. Stock-Based Compensation

Stock Option and Incentive Plans

In April 2007, the Board approved the 2007 Stock Option and Incentive Plan (the “2007 Plan”), which was approved by the stockholders of the Company and became effective upon the consummation of the Company’s IPO in May 2007. The 2007 Plan allowed the Company to grant incentive stock options (“ISOs”), non-qualified stock options (“NSOs”), stock appreciation rights, deferred stock awards, restricted stock units and other awards. Under the 2007 Plan, stock options could not be granted at less than fair market value on the date of grant and grants generally vested over a three- to four-year period. Stock options granted under the 2007 Plan expire no later than ten years after the grant date. Additionally, beginning with awards made in August 2015, the Company had the option to direct a net issuance of shares for satisfaction of tax liability with respect to vesting of awards and delivery of shares. Prior to August 2015, this choice of settlement method was solely at the discretion of the award recipient. The 2007 Plan expired in May 2017.

No new awards may be granted under the 2007 Plan; however, the shares of common stock remaining in the 2007 Plan are available for issuance in connection with previously awarded grants under the 2007 Plan. There are 40,000 shares of common stock that remain subject to outstanding stock grants under the 2007 Plan as of March 31, 2021.

In March 2017, the Board approved the 2017 Stock Option and Incentive Plan (the “2017 Plan”), which was approved by the stockholders of the Company at the 2017 Annual Meeting and became effective June 16, 2017. The 2017 Plan replaces the Company’s 2007 Plan. On that date, 3,000,000 shares of Common Stock were reserved for issuance under the 2017 Plan and, generally, shares that are forfeited or canceled from awards under the 2017 Plan also will be available for future awards. Under the 2017 Plan, the Company may grant restricted stock and restricted stock units, non-qualified stock options, stock appreciation rights, performance awards, and other stock-based and cash-based awards. Grants generally vest in equal tranches over a three-year period. Stock options granted under the 2017 Plan expire no later than ten years after the grant date. Shares of stock issued pursuant to restricted stock awards are restricted in that they are not transferable until they vest. Stock underlying awards of restricted stock units are not issued until the units vest. Non-qualified stock options cannot be exercised until they vest. Under the 2017 Plan, all stock options and stock appreciation rights must be granted with an exercise price that is at least equal to the fair market value of the stock on the date of grant. The 2017 Plan broadly prohibits the repricing of options and stock appreciation rights without stockholder approval and requires that no dividends or dividend equivalents be paid with respect to options or stock appreciation rights. The 2017 Plan further provides that, in the event any dividends or dividend equivalents are declared with respect to restricted stock, restricted stock units, other stock-based awards and performance awards (referred to as “full-value awards”), they would be subject to the same vesting and forfeiture provisions as the underlying award. There are a total of 1,584,350 shares of common stock that remain subject to outstanding stock grants under the 2017 Plan as of March 31, 2021.

Accounting for Stock-Based Compensation

The Company uses the Black-Scholes option pricing model to calculate the grant date fair value of an award.

The expected volatility of options granted has been determined using a weighted average of the historical volatility of the Company’s stock for a period equal to the expected life of the option. The expected life of options has been determined utilizing the “simplified” method. The risk-free interest rate is based on a zero coupon U.S. treasury instrument whose term is consistent with the expected life of the stock options. The Company has not paid and does not anticipate paying cash dividends on its shares of common stock; therefore, the expected dividend yield is assumed to be zero. The Company applied an estimated annual forfeiture rate based on historical averages in determining the expense recorded in each period.

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A summary of the stock option activity under the Company’s plans for the three months ended March 31, 2021 is presented below:

Year-to-Date Activity	Options Outstanding		Weighted- Average Exercise Price Per Share		Weighted- Average Remaining Contractual Term in Years		Aggregate Intrinsic Value
Options outstanding at December 31, 2020		107,500	$	17.34		—		—
Granted		—		—		—		—
Exercised		—		—		—		—
Forfeited		—		—		—		—
Cancelled		—		—		—		—
Options outstanding at March 31, 2021		107,500	$	17.34		6.38	$	5,602
Options exercisable at March 31, 2021		87,500	$	14.53		5.73	$	4,806
Options vested or expected to vest at March 31, 2021		107,164	$	17.30		6.37	$	5,589

There were no options exercised during the three months ended March 31, 2021 and March 31, 2020.

Restricted Stock Units

Restricted stock units are valued at the market price of a share of the Company’s common stock on the date of the grant. A summary of the restricted stock unit activity under the Company’s plans for the three months ended March 31, 2021 is presented below: 

Year-to-Date Activity	Shares			Weighted- Average Grant Date Fair Value Per Share		Aggregate Intrinsic Value
Nonvested outstanding at December 31, 2020		1,478,000		$	31.33		—
Granted		64,152			77.93		—
Vested		(25,677	)		73.22		—
Forfeited		—			—		—
Nonvested outstanding at March 31, 2021		1,516,475		$	32.61	$	105,319

There were 25,677 restricted stock units with a total grant-date fair value of $1.9 million that vested during the three months ended March 31, 2021. There were 95,688 restricted stock units with a total grant-date fair value of $2.0 million that vested during the three months ended March 31, 2020.

As of March 31, 2021, there was $36.3 million of total unrecognized compensation expense related to stock options and restricted stock units, which is expected to be recognized over a weighted average period of 1.8 years.

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11. Stockholders’ Equity

Common Stock Repurchase Programs

On November 7, 2018, the Company announced a program (the “November 2018 Stock Repurchase Program”) to repurchase shares up to an aggregate amount of $25.0 million whereby the Company was authorized to repurchase the Company’s common stock from time to time on the open market or in privately negotiated transactions at prices and in a manner that may be determined by management. The Company repurchased 736,760, 411,849 and 243,425 shares at an aggregate purchase price of $14.8 million, $7.1 million and $3.1 million and an average share price of $20.10, $17.14 and $12.82 during the years ended December 31, 2020, 2019, and 2018, respectively, under the November 2018 Stock Repurchase Program. We terminated this repurchase program in May 2020.

In May 2020, we announced that our Board had authorized a $25.0 million stock repurchase program (the “May 2020 Repurchase Program”) whereby we are authorized to repurchase our common stock from time to time on the open market or in privately negotiated transactions at prices and in the manner that may be determined by management.  No amounts were repurchased under this plan for the three months ended March 31, 2021.

Repurchased shares are recorded under the cost method and are reflected as treasury stock in the accompanying Consolidated Balance Sheets.

Reserved Common Stock

As of March 31, 2021, the Company has reserved 1,750,336 shares of common stock for use in settling outstanding options and unvested restricted stock units that have not been issued, as well as future awards available for grant under the 2007 and 2017 Plans and 4,000,186 shares issuable upon conversion of the Notes.

12. Income Taxes

The Company measures its interim period tax expense using an estimated annual effective tax rate and adjustments for discrete taxable events that occur during the interim period. The estimated annual effective income tax rate is based upon the Company’s estimations of annual pre-tax income, the geographic mix of pre-tax income, and its interpretations of tax laws. The Company updates the estimate of its annual effective tax rate at the end of each quarterly period. The Company recorded income tax expense of $0.7 million and $0.9 million for the three months ended March 31, 2021 and March 31, 2020 respectively.

13. Segment Information

The Company views its operations and manages its business as one operating segment which is the business of providing purchase intent marketing and sales services. The Company aggregated its operating segment based upon the similar economic and operating characteristics of its operations.

Geographic Data

Net sales by campaign target area were as follows (1):

	For the Three Months Ended March 31,
	2021		2020
North America	$	33,038	$	19,881
International		19,931		11,535
Total	$	52,969	$	31,416

(1) Net sales to customers by campaign target area is based on the geo-targeted (target audience) location of the campaign.

Net sales to unaffiliated customers by geographic area were as follows (2):

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	For the Three Months Ended March 31,
	2021		2020
United States	$	37,500	$	22,437
United Kingdom		8,148		3,792
Other international		7,321		5,187
Total	$	52,969	$	31,416

(2) Net sales to unaffiliated customers by geographic area is based on the customers’ current billing addresses and does not consider the geo-targeted (target audience) location of the campaign.

Long-lived assets by geographic area were as follows:

	March 31, 2021		December 31, 2020
United States	$	195,627	$	195,424
International		106,238		106,227
Total	$	301,865	$	301,651

Long-lived assets are comprised of property and equipment, net; goodwill; and intangible assets, net. The United Kingdom accounted for 35% of the Company’s long-lived assets for the three months ended March 31, 2021 and no single country outside of the U.S. or United Kingdom accounted for 10% or more of the Company’s long-lived assets during either of these periods.

14. Acquisitions

2020 Acquisitions

BrightTALK Limited

In December, 2020, the Company acquired all outstanding stock of BrightTALK Limited and its wholly owned subsidiary BrightTALK, Inc., which is a leading marketing platform for webinars and virtual events that enables marketers to create original webinar and video content. The Company has included the financial results of BrightTALK in the consolidated financial statements from the date of acquisition. The acquisition date fair value of the consideration transferred for BrightTALK was approximately $151.0 million in cash.

The acquisition was accounted for using the acquisition method of accounting, which requires the total purchase consideration to be allocated to the assets acquired and liabilities assumed based on estimates of fair value at the date of acquisition.  

The excess of purchase consideration over the fair value of net tangible and identifiable intangible assets acquired was recorded as goodwill, which is primarily attributed to the assembled workforce and expanded market opportunities, for which there is no basis for U.S. income tax purposes. The fair values assigned to tangible assets acquired and liabilities assumed are based on management’s estimates and assumptions. The provisional measurements of fair value for income taxes payable and deferred taxes set forth above may be subject to change as additional information is received and certain tax returns are finalized. Certain tax attributes that will benefit the Company, for which the calculations are not yet complete, are payable to the seller upon the Company’s realization of those benefits.  Estimated fair value measurements relating to the acquisition are made using Level 3 inputs including discounted cash flow techniques.   Fair value is estimated using inputs primarily from the income approach, which include the use of both the multiple period excess earnings method and the relief from royalties method. The Company expects to finalize the valuation as soon as practicable, but not later than one year from the acquisition date.

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Other Acquisitions

During 2020, the Company acquired substantially all the assets of two other companies for an aggregate of $25.0 million in cash and $2.2 of contingent consideration and has included the financial results of these companies in its consolidated financial statements from the dates of acquisition. The earnouts are subject to certain revenue growth targets and the payment is adjusted based on actual results. The transactions were not material to the Company and the costs associated with the acquisitions were not material. The Company accounted for the transactions as business combinations. In allocating the purchase consideration based on estimated fair values, the Company recorded $17.1 million of intangible assets (offset by the value of assumed liabilities under of the agreements of $3.5 million), and $12.7 million of goodwill. The majority of the goodwill balance associated with these business combinations is deductible for U.S. income tax purposes.  

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the consolidated financial statements and accompanying notes included elsewhere in this Quarterly Report on Form 10-Q. This discussion and analysis contains forward-looking statements that involve risks, uncertainties and assumptions. Our actual results could differ materially from those anticipated in these forward-looking statements as a result of various factors including those discussed below in this Quarterly Report on Form 10-Q, in our Annual Report on Form 10-K for the year ended December 31, 2020 under Part I, Item 1A, “Risk Factors,” and in the other documents we file with the Securities and Exchange Commission. Please refer to our “Forward-Looking Statements” section on page 35.

Overview

TechTarget, Inc. (“we” or the “Company”) is a global data and analytics leader and software provider for purchase intent-driven marketing and sales data and content curation and creation services which delivers business impact for business-to-business (“B2B”) companies. Our solutions enable B2B technology companies to identify, reach, and influence key enterprise technology decision makers faster and with higher efficacy. We improve information technology (“IT”) vendors’ abilities to impact highly targeted audiences for business growth using advanced targeting, first-party analytics and data services complemented with customized marketing programs that integrate demand generation, brand marketing, and advertising techniques.

We enable enterprise technology and business professionals to navigate the complex and rapidly-changing enterprise technology landscape where purchasing decisions can have significant financial and operational consequences. Our content strategy includes three primary sources which enterprise technology and business professionals use to assist them in their pre-purchase research: independent content provided by our professionals, vendor-generated content provided by our customers and member-generated, or peer-to-peer, content. In addition to utilizing our independent editorial content, registered members and users appreciate the ability to deepen their pre-purchase research by accessing the extensive vendor-supplied content available across our website and webinar and virtual event channels network. Likewise, these members and users derive significant additional value from the ability of our network to provide seamless interaction and contribute to information exchanges in a given field. To advance our ability to provide purchase intent-driven marketing and sales data, we have been acquisitive. During 2020, we acquired BrightTALK Limited, a technology media company that provides customers with a platform to create, host and promote virtual events, webinars and video content, The Enterprise Strategy Group, Inc., a leading provider of decision support content based on user research and market analysis for enterprise technology companies, and Data Science Central, LLC, a digital publishing and media company focused on data science and business analytics.

We had approximately 27.2 million and 20.8 million registered members and users – our “audiences” – as of March 31, 2021 and 2020, respectively. During the second quarter of 2020, the Company ended a partnership with a company covering the Belgium, Netherlands, and Luxembourg (“Benelux”) region. We restated our 2020 membership to remove the Benelux member number as of March 31, 2020 (0.5 million). We believe that we have sufficient members and users within our remaining database to support our business needs within the Benelux region. As a result of the BrightTALK acquisition, we added approximately 6.1 million unique users of the BrightTALK platform to our audiences. While the size of our registered member and user base does not provide direct insight into our customer numbers or our revenue, the value of our services sold to our customers is a direct result of the breadth and reach of this content footprint. This footprint creates the opportunity for our clients to gain business leverage by targeting our audiences through customized marketing programs. Likewise, the behavior exhibited by these audiences enables us to provide our customers with data products to improve their marketing and sales efforts. The targeted nature of our member and user base enables B2B technology companies to reach a specialized audience efficiently because our content is highly segmented and aligned with the B2B technology companies’ specific products.

Through our ability to identify, reach and influence key decision makers, we have developed a broad customer base and, in 2021, we anticipate delivering purchase intent-driven marketing and sales data programs to more than 2,000 customers.

COVID-19 Business Update

In the first quarter of 2020, we began to see the impacts of the COVID-19 pandemic on our business. As local and national actions, such as stay at home mandates, took effect, we began to see the macro-economic uncertainty that the COVID-19 pandemic created, which impacted our customers’ purchasing decisions. We observed our customers navigate this economic uncertainty through

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a combination of strategies, including focusing their buying decisions on shorter duration contracts. Additionally, our ability to attract new customers to longer-term contracts was impacted as a result of the general cautiousness related to the COVID-19 pandemic.

While the COVID-19 pandemic has not had a material adverse impact on our operations, the future course of the pandemic and any potential financial impact remain highly uncertain and continue to evolve. Even after the easing of governmental restrictions, as the severity of the COVID-19 pandemic lessens, we could experience further fluctuations in our results of operations and cash flows resulting from the ongoing global impacts of the pandemic and our customers’ realignment of their marketing and sales budgets.

Our priorities remain ensuring the health and safety of our employees, customers, vendors, members, stockholders, and other stakeholders, while delivering our content and services to our customers around the world and continuing to drive long-term growth.

Executive Summary

Financial Results For the Three Months Ended March 31, 2021

Our revenue for the three months ended March 31, 2021 increased by $21.6 million, or 69%, to $53.0 million, compared with $31.4 million, during the same period in 2020. Priority Engine™ revenue increased 7% to more than $13.5 million, in the first three months of 2021 compared with $12.6 million in the first three months of 2020. Increased spend for data driven marketing products, including lead generation and brand as well as our acquisitions contributed to our growth. As required under accounting principles generally accepted in the United States (“U.S. GAAP”), we recorded unearned revenue related to acquired contracts from acquired entities at fair value on the date of acquisition. As a result, we did not recognize certain revenue related to these acquired contracts that the acquired entities would have otherwise recorded as an independent entity. The amount of revenue that we derived from longer-term contracts in the first quarter of 2021 increased 101%, compared to the first quarter of 2020.

We continue to benefit from our customers’ increasing demand for purchase intent data to fuel their sales and marketing outreach. Another important factor in our revenue trajectory relates to the evolving way our customers use our purchase intent data relative to our offerings. Our offerings help customers identify “in-market” prospects for their products and services – our offerings help them reach, influence, and activate these prospects. A growing number of customers purchase “always on” programs from us that combine offerings to identify and influence active buyers throughout the year. Additionally, customers use our offerings to support quarterly sales and marketing campaigns. These purchases are more fluid – customers of this type may focus more on offerings in a particular campaign, and shift objectives as opposed to an “always on” program.

Our international geo-targeted revenue, where our target audience is outside North America (“International”), increased more than 73% for the three months ended March 31, 2021, compared with the prior year period driven by the items noted above.

Gross profit percentage was 70% and 74% for the three months ended March 31, 2021 and 2020, respectively. Gross profit increased by $13.8 million, mainly due to the increase in revenue compared to the same period a year ago.

Business Trends

The following discussion highlights key trends affecting our business not including items relating to the global pandemic, which is discussed in further detail above.

• Macro-economic Conditions and Industry Trends. Because most of our customers are B2B technology companies, the success of our business is intrinsically linked to the health, and subject to the market conditions, of the IT industry. Despite the current uncertainty in the economy, there are several factors indicating positive IT spending over the next few years is likely. There are several IT catalysts such as AI, security, data analytics, and cloud migrations, to name a few. Our growth continues to be driven in large part by the return on the investments we made in our data analytics suite of products, IT Deal Alert™, which continues to drive market share gains for us. While we will continue to invest in this growth area, management will also continue to carefully control discretionary spending such as travel and entertainment, and the filling of new and replacement positions, in an effort to maintain profit margins and cash flows.

• COVID-19.  Throughout 2020, we have been impacted by COVID-19 in multiple ways; we noted an acceleration of our international revenue as customers in those regions moved from face-to-face events to online platforms; we noted a reticence among certain of our customers to enter into longer-term contractual relationships; we noted our ability to

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expand our new logo acquisition with our Priority Engine Express offering was negatively impacted.  We anticipate certain of these trends to continue through the remainder of 2021.

• Brexit. The United Kingdom’s June 2016 referendum, in which voters approved an exit of the United Kingdom from the European Union, commonly referred to as “Brexit,” resulted in significant general economic uncertainty as well as volatility in global stock markets and currency exchange rate fluctuations. In March 2017, the United Kingdom served notice to the European Council under Article 50 of the Lisbon Treaty of its intention to withdraw from the European Union. As of January 30, 2020, the United Kingdom’s membership in the European Union was terminated and an eleven-month transition period began. In December 2020, the United Kingdom and the European Union agreed on a trade and cooperation agreement, under which the United Kingdom and the European Union will now form two separate markets governed by two distinct regulatory and legal regimes. The trade and cooperation agreement covers the general objectives and framework of the relationship between the United Kingdom and the European Union, including as it relates to trade, transport and visas. Notably, under the trade and cooperation agreement, United Kingdom service suppliers no longer benefit from automatic access to the entire European Union single market, United Kingdom goods no longer benefit from the free movement of goods and there is no longer the free movement of people between the United Kingdom and the European Union. Depending on the application of the terms of the trade and cooperation agreement, we could face new regulatory costs and challenges. The full effect of Brexit remains uncertain and depends on the application of the terms of the trade and cooperation agreement. Our revenue generated from customers who have billing addresses within the United Kingdom was approximately 15% and 10% of our total revenue for the three months ended March 31, 2021 and 2020, respectively.

• Privacy. On July 16, 2020, the Court of Justice of the European Union invalidated the EU-US Privacy Shield Framework and upheld the adequacy of the use of EU Standard Contractual Clauses. We, along with thousands of other companies, relied on this EU-US Privacy Shield Framework, among other mechanisms, for the transfer of personal data to data processors established outside of the EU. The U.S Department of Commerce, European Commission and the European Data Protection Board remain in close contact regarding the impact of the CJEU decision and supervisory authorities are expected to issue further guidance to business. We are evaluating what additional mechanisms or actions may be required to establish adequate safeguards for the further transfer of personal data.

• Customer Demographics. In the three months ended March 31, 2021, revenue from our legacy global customers (a static cohort comprising of our 10 historically largest on premises hardware technology companies), increased by approximately 65% compared to the prior year. Revenue from our other customers, excluding the legacy global customers described above, increased by approximately 90% compared to the prior year.

Our key strategic initiatives include:

• Geographic. During the three months ended, March 31, 2021 approximately 38% of our revenue was derived from International campaigns.

• Product. Purchase intent data continues to drive our product strategy. During 2021, we intend to make the purchase intent data acquired through our recent acquisition of BrightTALK more readily available through our Priority Engine offering. We are additionally focused on improving connectivity, ROI metrics and attribution. Through our Priority Engine Express offering, we will focus on extending the market reach of our purchase intent data to companies in the SMB market.

• Our revenue was up 69% in the first quarter of 2021 compared to the first quarter of 2020, which was primarily driven by the factors noted above. We have looked extensively at the dynamics between IT Deal Alert™ and other offerings and have evaluated whether our growth in IT Deal Alert™ customers is taking away from other products for those same accounts. However, our data indicates that this is not the case, and while our sales team is leading with IT Deal Alert™, our sales team continues to emphasize the benefits of integration across our product offerings.

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Revenue

Revenue changes for the three month period ended, March 31, 2021, as compared to the same period in 2020, are shown in the table below. See the discussion above and Notes 3 and 13 to our consolidated financial statements for additional information on our revenues.

	For the Three Months Ended March 31,				Percent Change
	2021		2020
North America	$	33,038	$	19,881	66%
International		19,931		11,535	73%
Total	$	52,969	$	31,416	69%

We sell customized marketing programs to B2B technology companies targeting a specific audience within a particular enterprise technology or business sector or sub-sector. We maintain multiple points of contact with our customers to provide support throughout their organizations and their customers’ IT sales cycles. As a result, our customers often run multiple advertising programs with us in order to target their desired audience of enterprise technology and business professionals more effectively. There are multiple factors that can impact our customers’ marketing and advertising objectives and spending with us, including but not limited to, IT product launches, increases or decreases to their advertising budgets, the timing of key industry marketing events, responses to competitor activities and efforts to address specific marketing objectives such as creating brand awareness or generating sales leads. Our products and services are generally delivered under short-term contracts that run for the length of a given program, typically less than nine months. In 2016, we began to enter into longer-term contracts with certain customers, and in the quarter ended March 31, 2021 approximately 42% of our revenue was from longer-term contracts.

Product and Service Offerings

We use our offerings to provide B2B technology companies with numerous touch points to identify, reach and influence key enterprise technology decision makers. The following is a description of the products and services we offer:

• IT Deal AlertTM. A suite of data and services for B2B technology companies that leverages the detailed purchase intent data that we collect on enterprise technology organizations and professionals researching IT purchases on our network of websites. Through proprietary scoring methodologies, we use this insight to help our customers identify and prioritize accounts and contacts whose content consumption around specific enterprise technology topics indicates that they are “in-market” for a particular product or service. The suite of products and services includes Priority Engine™, Qualified Sales Opportunities™, and Deal Data™. Priority Engine™ is a subscription service powered by our Activity Intelligence™ platform, which integrates with customer relationship management and marketing automation platforms from salesforce.com, Marketo, Eloqua, Pardot, and Integrate. The service delivers lead generation workflow solutions that enable marketers and sales forces to identify and understand accounts and individuals actively researching new technology purchases and then to engage those active prospects. Qualified Sales Opportunities™ is a product that profiles specific in-progress purchase projects, including information on scope and purchase considerations. Deal Data™ is a customized solution aimed at sales intelligence and data scientist functions within our customer organizations. It renders our Activity Intelligence™ data into one-time offerings directly consumable by the customer’s internal applications.

• Channel Offerings. Our offering allows our customers to deliver unlimited live webinars and videos to an unlimited audience.

• Demand Solutions. Our offerings enable our customers to reach and influence prospective buyers through content marketing programs, such as white papers, webcasts, podcasts, webinars, videocasts, virtual trade shows, and content sponsorships, designed to generate demand for their solutions, and through display advertising and other brand programs that influence consideration by prospective buyers. We believe this allows B2B technology companies to maximize ROI on marketing and sales expenditures by capturing sales leads from the distribution and promotion of content to our audience of enterprise technology and business professionals.

• Brand Solutions. Our suite of brand solutions offerings provides B2B technology companies with direct exposure to targeted audiences of enterprise technology and business professionals actively researching information related to their products and services. We leverage our Activity Intelligence™ platform to enable significant segmentation and targeting of specific audiences that can be accessed through these programs. Components of brand programs may include on-network branding, off-network branding, and microsites and related formats.

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• Custom Content Creation. We also at times create white papers, case studies, webcasts or videos to our customers’ specifications. These customized content assets are then promoted to our audience within both demand solutions and brand solutions programs.

Cost of Revenue, Operating Expenses, and Other

Expenses consist of cost of revenue, selling and marketing, product development, general and administrative, depreciation and amortization, and interest and other expense, net. Personnel-related costs are a significant component of each of these expense categories except for depreciation and amortization and interest and other expense, net.

Cost of Revenue. Cost of revenue consists primarily of: salaries and related personnel costs; member acquisition expenses (primarily keyword purchases from leading internet search sites); freelance writer expenses; website hosting costs; vendor expenses associated with the delivery of webcast, podcast, videocast and similar content, and other offerings; stock-based compensation expenses; facility expenses, and other related overhead.

Selling and Marketing. Selling and marketing expenses consist primarily of: salaries and related personnel costs; sales commissions; travel-related expenses; stock-based compensation expenses; facility expenses and other related overhead. Sales commissions are recorded as expense when earned by the employee, based on recorded revenue.

Product Development. Product development includes the creation and maintenance of our network of websites, advertiser offerings and technical infrastructure. Product development expense consists primarily of salaries and related personnel costs; stock-based compensation expenses; facility expenses, and other related overhead.

General and Administrative. General and administrative expenses consist primarily of salaries and related personnel costs; facility expenses and related overhead; accounting, legal and other professional fees; and stock-based compensation expenses.

Depreciation and Amortization. Depreciation expense consists of the depreciation of our property and equipment and other capitalized assets. Depreciation is calculated using the straight-line method over their estimated useful lives, ranging from three to twelve years. Amortization of intangible assets expense consists of the amortization of intangible assets recorded in connection with our acquisitions. Separable intangible assets that are not deemed to have an indefinite life are amortized over their estimated useful lives, which range from eighteen months to nineteen years, using methods that are expected to reflect the estimated pattern of economic use.

Interest and Other Income (Expense), Net. Interest and other expense, net consists primarily of interest costs and the related amortization of deferred issuance costs on amounts borrowed under our Convertible Senior Notes and our Loan and Security Agreement (the “Loan Agreement”) with Western Alliance Bank and amortization of premiums on our investments, less any interest income earned on cash, and short-term and long-term investments. We historically have invested our cash in money market accounts, municipal bonds, government agency bonds, U.S. Treasury securities and corporate bonds. Other expense, net consists of non-operating gains or losses, primarily related to realized and unrealized foreign currency gains and losses on trade assets and liabilities.

Non-GAAP Financial Measures

We use non-GAAP financial measures to assist us in evaluating our operating performance to understand and compare operating results across accounting periods, for internal budgeting and forecasting purposes, for short- and long-term operating plans, and to evaluate our financial performance. See “Non-GAAP Financial Measures” below for further information. We believe that non-GAAP Adjusted Revenues reflect our ongoing business in a manner that allows for meaningful period-to-period comparisons and analysis of trends in our business. We also believe that this non-GAAP measures provide useful information to investors and others in understanding and evaluating our operating results and prospects in the same manner as management and in comparing financial results across accounting periods. Regulation S-K Item 10(e), “Use of non-GAAP financial measures in Commission filings,” defines and prescribes the conditions for use of non-GAAP financial information. Our measures of non-GAAP Adjusted Revenues, meet the definition of a non-GAAP financial measure.

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We view Adjusted Revenue, as an operating performance measure. We believe that the most directly comparable GAAP financial measure to Adjusted Revenue is GAAP revenue.

Limitations on the Use of Non-GAAP Financial Measures

A limitation of our non-GAAP financial measures of Adjusted Revenue, is that they do not have uniform definitions. Our definitions will likely differ from the definitions used by other companies, and therefore comparability may be limited. Further, the non-GAAP financial measure of Adjusted Revenue has certain limitations because it does not reflect all items of expense that affect our operations and are reflected in the related GAAP financial measure.

We compensate for these limitations by reconciling the non-GAAP financial measures to the most comparable GAAP financial measures. This non-GAAP financial measures should be considered in addition to, not as a substitute for or in isolation from, measures prepared in accordance with GAAP. We encourage investors and others to review our financial information in its entirety, not to rely on any single financial measure, and to view our non-GAAP financial measure in conjunction with the most comparable GAAP financial measures.

Adjusted Revenues

We define Adjusted Revenues as the sum of revenue and the impact of fair value adjustments to acquired unearned revenue related to services billed by an acquired company prior to its acquisition.   Management uses this measure to evaluate growth of the business period over period, excluding the impact of adjustments due to purchase accounting. We believe that it is important to evaluate growth on this basis. We expect our Adjusted Revenues to converge over time with our GAAP revenue.

The following table presents a reconciliation of Adjusted Revenues:

	Three Months Ended March 31,
	2021			2020
Revenue	$	52,969		$	31,416
Impact of fair value adjustment on acquired unearned revenue		5,025			—
Adjusted Revenue	$	57,994		$	31,416
Adjusted revenue growth		85	%
Revenue growth		69	%

Application of Critical Accounting Policies and Use of Estimates

The discussion of our financial condition and results of operations is based upon our consolidated financial statements, which have been prepared in accordance with U.S. GAAP. The preparation of these financial statements requires us to make estimates, judgments and assumptions that affect the reported amount of assets, liabilities, revenue and expenses and related disclosure of contingent assets and liabilities. On an ongoing basis, we evaluate our estimates, including those related to revenue, long-lived assets, goodwill, allowance for doubtful accounts, stock-based compensation, contingent liabilities, self-insurance accruals and income taxes. We based our estimates of the carrying value of certain assets and liabilities on historical experience and on various other assumptions that we believe to be reasonable. In some cases, changes in the accounting estimates are reasonably likely to occur from period to period. Our actual results may differ from these estimates under different assumptions or conditions.

Our critical accounting policies are those that affect our more significant judgments used in the preparation of our consolidated financial statements. A description of our critical accounting policies and estimates is contained in our Annual Report on Form 10-K for the fiscal year ended December 31, 2020. Other than those noted in Note 2 to our consolidated financial statements, there were no material changes to our critical accounting policies and estimates during the first three months of 2021.

Income Taxes

We are subject to income taxes in both the U.S. and foreign jurisdictions, and we use estimates in determining our provision for income taxes. We recognize deferred tax assets and liabilities based on temporary differences between the financial reporting and income tax bases of assets and liabilities using statutory rates.

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Our deferred tax assets are comprised primarily of book to tax differences on stock-based compensation and timing of deductions for rent expense, accrued expenses, depreciation, and amortization.

Results of Operations

The following table sets forth our results of operations for the periods indicated, including percentage of total revenue:

	Three Months Ended March 31,
	2021					2020
Revenue	$	52,969		100	%	$	31,416		100	%
Cost of revenue		15,168		29	%		8,151		26	%
Amortization of acquired technology		765		1	%		-		0	%
Gross profit		37,036		70	%		23,265		74	%
Operating expenses:
Selling and marketing		21,606		41	%		12,949		41	%
Product development		2,923		6	%		2,032		6	%
General and administrative		6,435		12	%		3,355		11	%
Depreciation		1,221		2	%		1,186		4	%
Amortization		1,630		3	%		159		1	%
Total operating expenses		33,815		64	%		19,681		63	%
Operating income		3,221		6	%		3,584		11	%
Interest and other expense, net		(696	)	-1	%		(469	)	-1	%
Income before provision for income taxes		2,525		5	%		3,115		10	%
Provision for income taxes		715		1	%		908		3	%
Net income	$	1,810		3	%	$	2,207		7	%

Impact of Acquisitions

The comparability of our operating results in the three months ended March 31, 2021 to the three months ended March 31, 2020 was impacted by our recent acquisitions, including the acquisition of BrightTALK, Limited in December 2020. In our discussion of changes in our results of operations for the three months ended March 31, 2021 compared to the same period in 2020, we may quantitatively disclose the impact of our acquired products and services for the one-year period subsequent to the acquisition date to the growth in our revenue where such discussions would be meaningful.

Comparison of Three Months Ended March 31, 2021 and March 31, 2020

Revenue

	Three Months Ended March 31,
	2021		2020		Increase		Percent Change
Revenue	$	52,969	$	31,416	$	21,553		69	%

The increase in revenue was due to customers increasing their spend for data driven marketing products. Priority Engine, lead generation and brand revenue each increased over prior quarter as well as revenue attributed our acquisitions. As required under U.S. GAAP, we recorded unearned revenue related to acquired contracts from acquired entities at fair value on the date of acquisition. As a result, we did not recognize certain revenue related to these acquired contracts that the acquired entities would have otherwise recorded as an independent entity.

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Cost of Revenue and Gross Profit

	Three Months Ended March 31,
	2021			2020			Increase		Percent Change
Cost of revenue	$	15,168		$	8,151		$	7,017		86	%
Gross profit	$	37,036		$	23,265		$	13,771		59	%
Gross profit percentage		70	%		74	%

Gross Profit. Our gross profit is equal to the difference between our revenue and our cost of revenues for the period. Gross profit percentage was 70% and 74% for the three months ended March 31, 2021 and 2020, respectively. Gross profit increased by $13.8 million in the three months ended March 31, 2021 compared to the same period in 2020, primarily attributable to increased revenue compared to the same period a year ago. Gross profit was negatively impacted by $0.8M during the quarter due to amortization of intangibles related to the acquisition of BrightTALK technology, which lowered gross profit by 1%.  Because the majority of our costs are labor-related, we expect our gross profit to fluctuate from period to period depending on the total revenue for the period.

Operating Expenses and Other   

	Three Months Ended March 31,
	2021			2020			Increase (Decrease)			Percent Change
Operating expenses:
Selling and marketing	$	21,606		$	12,949		$	8,657			67	%
Product development		2,923			2,032			891			44	%
General and administrative		6,435			3,355			3,080			92	%
Depreciation		1,221			1,186			35			3	%
Amortization		1,630			159			1,471			925	%
Total operating expenses	$	33,815		$	19,681		$	14,134			72	%
Interest and other expense, net	$	(696	)	$	(469	)	$	(227	)		-48	%
Provision for income taxes	$	715		$	908		$	(193	)		-21	%

Selling and Marketing. Selling and marketing expenses increased for the three months ended March 31, 2021, as compared to the same period in 2020, primarily due to increases in pay related expenses related to our December 2020 acquisitions and a $1.3 million increase in stock-based compensation expense, primarily due to increased stock prices from prior year.

Product Development. Product development expense increased for the three months ended March 31, 2021, as compared to the same period in 2020, due primarily to a $0.5M increase in stock-based compensation due to more awards and increased stock price.

General and Administrative. General and administrative expense increased for the three months ended March 31, 2021, compared to the same period in 2020, due to an increase in pay costs, $0.9 million increase in stock-based compensation costs and professional fees related to December acquisitions.

Depreciation and Amortization. Amortization expense increased due to intangible assets acquired in 2020.

Interest and other expense, net. Interest and other expense increased due to amortization of debt issuance costs and currency fluctuations from trade receivables.

Provision for income taxes. Our effective income tax rate was 28.3% and 29.1% for the three months ended March 31, 2021 and 2020, respectively. The decrease in tax expense was primarily due to the lower pretax income.

Seasonality

The timing of our revenue is affected by seasonal factors. Our revenue is seasonal primarily as a result of the annual budget approval process of many of our customers, the normal timing at which our customers introduce new products, and the historical

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decrease in advertising in summer months. The timing of revenue in relation to our expenses, many of which do not vary directly with revenue, has an impact on the cost of online revenue, selling and marketing, product development, and general and administrative expenses as a percentage of revenue in each calendar quarter during the year.

The majority of our expenses are personnel-related and includes salaries, stock-based compensation, benefits and incentive-based compensation plan expenses. As a result, we have not experienced significant seasonal fluctuations in the timing of our expenses period to period.

Liquidity and Capital Resources

Resources

Our cash and investments at March 31, 2021 totaled $93.9 million, a $11.2 million increase from December 31, 2020, primarily driven by our cash generated from operations offset in part by the payment of contingent consideration and contingency holdback related to certain acquisitions in March 2021, and investments in property and equipment. We believe that our existing cash and investments and our cash flow from operating activities will be sufficient to meet our anticipated cash needs for at least the next twelve months. Our future working capital requirements will depend on many factors, including the operations of our existing business, our potential strategic expansion internationally, future acquisitions we might undertake, and any expansion into complementary businesses. To the extent that our cash and investments and cash flow from operating activities are insufficient to fund our future activities, we may need to raise additional funds through bank credit arrangements or public or private equity or debt financings. We also may need to raise additional funds in the event we determine in the future to effect one or more additional acquisitions of businesses.

	March 31, 2021		December 31, 2020
Cash and investments	$	93,925	$	82,700
Accounts receivable, net	$	37,589	$	40,183

Cash and Investments

Our cash and investments at March 31, 2021 were held for working capital purposes. We do not enter into investments for trading or speculative purposes.

Accounts Receivable, Net

Our accounts receivable balance fluctuates from period to period, which affects our cash flow from operating activities. The fluctuations vary depending on the timing with which we meet our performance obligations and on the timing of our cash collections, as well as on changes to our allowance for doubtful accounts. We use days sales outstanding (“DSO”) as a measurement of the quality and status of our receivables. We define DSO as net accounts receivable at quarter end divided by total revenue for the applicable period, multiplied by the number of days in the applicable period. DSO was 59 days and 57 days at March 31, 2021 and December 31, 2020, respectively.

Cash Flows

	Three Months Ended March 31,
	2021			2020
Net cash provided by operating activities	$	15,690		$	9,697
Net cash used in investing activities	$	(3,131	)	$	(6,693	)
Net cash used in financing activities	$	(1,402	)	$	(15,205	)

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Operating Activities

Cash provided by operating activities primarily consists of net income adjusted for certain non-cash items including depreciation and amortization, provisions for bad debt, stock-based compensation, deferred income taxes, and the effect of changes in working capital and other activities. Cash provided by operating activities for the three months ended March 31, 2021 was $15.7 million compared to cash provided by operating activities of $9.7 million for the three months ended March 31, 2020.

The increase in cash provided by operating activities was primarily the result of changes in working capital (driven mainly by increases in contract liabilities as compared to 2020) and stock-based compensation charged to earnings in the quarter.

Investing Activities

Cash used in investing activities in the three months ended March 31, 2021 was $3.1 million and was for the purchase of property and equipment, primarily for internal-use software, and to a lesser extent, computer equipment. In the first three months of 2020 we used $6.7 million in investing activities primarily a result of the acquisition of substantially all of the operating assets of Data Science Central in February 2020 ($5.0 million) and purchase of property and equipment, primarily for internal-use software, and to a lesser extent, computer equipment. We capitalized internal-use software and website development costs of $2.9 million and $1.4 million for the three months ended March 31, 2021 and 2020, respectively.

Financing Activities

In the first three months of March 31, 2021, we used $1.4 million for financing activities, consisting primarily of $1.0 million for the payment of contingent consideration related to the certain 2020 acquisitions and $0.4 million for tax withholdings related to net share settlements. In the first three months of 2020 we used $15.2 million for financing activities, consisting primarily of $14.8 million for the purchase of treasury shares, $0.3 million for the repayment of principal under the Loan Agreement and related costs and $0.1 million for tax withholdings related to net share settlements.

Common Stock Repurchase Program

In November 2018 the Company announced that the Board had authorized a $25.0 million stock repurchase program (the “November 2018 Repurchase Program”) under which the Company is authorized to repurchase the Company’s common stock from time to time on the open market or in privately negotiated transactions at prices and in a manner that may be determined by management. The Company repurchased 736,760, 411,849 and 243,425 shares at an aggregate purchase price of $14.8 million, $7.1 million and $3.1 million and an average share price of $20.10, $17.14 and $12.82 during the years ended December 31, 2020, 2019, and 2018, respectively, under the November 2018 Stock Repurchase Program. We terminated this repurchase program in May 2020.

On May 1, 2020, we announced that our Board had authorized a $25.0 million stock repurchase program (the “May 2020 Repurchase Program”) whereby we are authorized to repurchase our common stock from time to time on the open market or in privately negotiated transactions at prices and in the manner that may be determined by management. No amounts have been repurchased under this plan.

Repurchased shares were recorded under the cost method and are reflected as treasury stock in the accompanying Consolidated Balance Sheets. All repurchased shares were funded with cash on hand.

Convertible Debt and Term Loan and Credit Facility Borrowings

Convertible Debt

In December 2020, the Company issued $201.3 million in aggregate principal amount of 0.125% convertible senior notes (the “Notes”) due December 15, 2025, unless earlier repurchased by the Company or converted by the holder pursuant to their terms. Interest is payable semiannually in arrears on June 15 and December 15 of each year, commencing on June 15, 2021.

The Notes are governed by an Indenture between the Company, as issuer, and U.S. Bank, National Association, as trustee. The Notes are unsecured and rank senior in right of payment to the Company’s future indebtedness that is expressly subordinated in right of payment to the Notes and equal in right of payment to the Company’s unsecured indebtedness that is not so subordinated.

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Upon conversion, the Company will pay or deliver, as the case may be, cash, shares of the Company’s common stock or a combination of cash and shares of common stock, at the Company’s election.

The Notes have an initial conversion rate of 14.1977 shares of common stock per $1,000 principal amount of the Notes. This represents an initial effective conversion price of approximately $70.43 per share of common stock and 2,857,447 shares issuable upon conversion. Throughout the term of the Notes, the conversion rate may be adjusted upon the occurrence of certain events. Holders of the Notes will not receive any cash payment representing accrued and unpaid interest, if any, upon conversion of a Note, except in limited circumstances. Accrued but unpaid interest will be deemed to be paid by cash, shares of the Company’s common stock or a combination of cash and shares of the Company’s common stock paid or delivered, as the case may be, to the holder upon conversion of the Notes.

Loan Agreement

On December 24, 2018, the Company entered into a Loan and Security Agreement (the “Loan Agreement”) with Western Alliance Bank as the lender. The Loan Agreement provided for a $25 million term loan facility with a maturity date of December 10, 2023. The Loan Agreement was paid in full in December 2020 and all liens related to the Loan Agreement released.

Borrowings under the Loan Agreement bore interest, on the outstanding daily balance thereof, at a floating per annum rate equal to one and three-eighths percent (1.375%) above the greater of (a) the one (1) month U.S. LIBOR rate reported in The Wall Street Journal as of such date or (b) two percent (2.00%).  

Capital Expenditures

We have made capital expenditures primarily for computer equipment and related software needed to host our websites, internal-use software development costs, as well as for leasehold improvements and other general purposes to support our growth. Our capital expenditures totaled $3.1 million and $1.6 million for the three month periods ended March 31, 2021 and, 2020 respectively. A majority of our capital expenditures in the first three months of 2021 were for internal-use software and website development costs and, to a lesser extent, computer equipment and related software. We capitalized internal-use software and website development costs of $2.9 million and $1.4 million for the three months ended March 31, 2021 and 2020, respectively. We are not currently party to any purchase contracts related to future capital expenditures.

Off-Balance Sheet Arrangements

We do not have any off-balance sheet arrangements.

Contractual Obligations

There were no material changes to our contractual obligations and commitments described under “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2020.

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Forward-Looking Statements

This Quarterly Report on Form 10-Q contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements, other than statements of historical facts, included or referenced in this Quarterly Report that address activities, events or developments which we expect will or may occur in the future are forward-looking statements, including statements regarding our intent, beliefs or current expectations and those of our management team. In some cases, you can identify forward-looking statements because they contain words such as “may,” “will,” “should,” “expects,” “plans,” “anticipates,” “going to,” “could,” “intends,” “target,” “projects,” “contemplates,” “believes,” “estimates,” “predicts,” “potential,” or “continue,” or the negative of these words or other similar terms or expressions that concern our expectations, strategy, priorities, plans, or intentions. Such statements may include those regarding our future financial results and other projections or measures of our future operating performance, including the drivers of such growth, profitability, and performance (including, in each case, any potential impact of product and service development efforts, GDPR, potential changes to customer relationships, and other operational decisions); expectations concerning market opportunities and our ability to capitalize on them; the amount and timing of the benefits expected from acquisitions, new strategies, products or services and other potential sources of additional revenue; and the behavior of our members, partners, and customers. These statements speak only as of the date of this Quarterly Report and are based on our current plans and expectations. Such forward-looking statements are not guarantees of future performance and involve risks and uncertainties that could cause actual future events or results to be different than those described in or implied by such forward-looking statements. These risks and uncertainties include, but are not limited to, those relating to: market acceptance of our products and services, including continued increased sales of our IT Deal Alert offerings and continued increased international growth; relationships with customers, strategic partners and employees; the duration and extent of the COVID-19 pandemic; difficulties in integrating acquired businesses; changes in economic or regulatory conditions or other trends affecting the internet, internet advertising and information technology industries; data privacy laws, rules, and regulations; and other matters included in our SEC filings, including in our Annual Report on Form 10-K for the year ended December 31, 2020. Actual results may differ materially from those contemplated by the forward-looking statements. We undertake no obligation to update our forward-looking statements to reflect future events or circumstances.

35

Item 3. Quantitative and Qualitative Disclosures about Market Risk

Market risk represents the risk of loss that may impact our financial position due to adverse changes in financial market prices and rates. Our market risk exposure is primarily a result of fluctuations in foreign exchange rates and interest rates. We do not hold or issue financial instruments for trading purposes.

Foreign Currency Exchange Risk

We currently have subsidiaries in the United Kingdom, Hong Kong, Australia, Singapore, Germany and France. Approximately 29% of our revenue for the three months ended March 31, 2021 was derived from customers with billing addresses outside of the United States and our foreign exchange gains/losses were not significant. We currently believe our exposure to foreign currency exchange rate fluctuations, is financially immaterial and therefore have not entered into foreign currency hedging transactions. We continue to review this issue and may consider hedging certain foreign exchange risks through the use of currency futures or options in the future. The volatility of exchange rates depends on many factors that we cannot forecast with reliable accuracy. Our continued international expansion increases our exposure to exchange rate fluctuations and as a result such fluctuations could have a significant impact on our future results of operations.

Interest Rate Risk

At March 31, 2021, we had cash and investments of $93.9 million. The investments were in a bond fund. The cash and investments were held for working capital purposes. We have not entered into investments for trading or speculative purposes. Due to the short-term nature of these investments, we believe that we do not have any material exposure to changes in the fair value as a result of changes in interest rates. Declines in interest rates, however, would reduce future investment income.

Item 4. Controls and Procedures

Disclosure Controls and Procedures

We are required to maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, and that such information is accumulated and communicated to management, including our Chief Executive Officer (Principal Executive Officer) and Chief Financial Officer (Principal Financial Officer) as appropriate, to allow timely decisions regarding required disclosure.

In connection with the preparation of this Quarterly Report on Form 10-Q for the period ended March 31, 2021, management, under the supervision of the Chief Executive Officer and Chief Financial Officer, conducted an evaluation of our disclosure controls and procedures as of March 31, 2021. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective at the reasonable assurance level.

Changes in Internal Control over Financial Reporting

As previously discussed, we completed our acquisition of BrightTALK Limited during the fourth quarter of 2020. We are in the process of integrating certain controls and related procedures for BrightTALK with those of TechTarget. Other than integrating such controls, there were no changes in our internal control over financial reporting, identified in connection with the evaluation of such internal control, that occurred during the first quarter of 2021 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

36

PART II—OTHER INFORMATION

Item 1. Legal Proceedings

We are not currently a party to any material legal proceedings and we are not aware of any pending or threatened litigation against us that could have a material adverse effect on our business, operating results or financial condition.

Item 1A. Risk Factors

Our business is subject to a number of risks, including those identified in Item 1A, “Risk Factors” of our 2020 Annual Report on Form 10-K, that could have a material effect on our business, results of operations, financial condition and/or liquidity and that could cause our operating results to vary significantly from period to period. As of March 31, 2021, there have been no material changes to the risk factors disclosed in our 2020 Annual Report on Form 10-K. We may disclose changes to any risk factors presented or disclose additional factors from time to time in our future filings with the Securities and Exchange Commission.

37

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

(101) Sales of Unregistered Securities

None.

(b) Use of Proceeds from Registered Securities

None.

(c)       Purchases of Equity Securities by the Issuer

None.

38

Item 6. Exhibits

The exhibits listed below are filed as part of this Quarterly Report on Form 10-Q.

Exhibit No.	Description of Exhibit
10.1*	Fourth Amendment to Lease Agreement, by and between the Registrant and ARE-MA REGION NO. 76, LLC for the premises located at One Riverside Center, 275 Grove Street, Newton, Massachusetts, dated April 30, 2021.
31.1*	Certification of Michael Cotoia, Chief Executive Officer of TechTarget, Inc., pursuant to Rules 13a-14(a) and 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2*	Certification of Daniel Noreck, Chief Financial Officer and Treasurer of TechTarget, Inc., pursuant to Rules 13a-14(a) and 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1*	Certifications of Michael Cotoia, Chief Executive Officer of TechTarget, Inc. and Daniel Noreck, Chief Financial Officer and Treasurer of TechTarget, Inc. pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS	XBRL Instance Document* The instance document does not appear in the Interactive Data File because its XBRL tags are
	Embedded within the Inline XBRL document.
101.SCH	XBRL Inline Taxonomy Extension Schema Document*
101.CAL	XBRL Inline Taxonomy Extension Calculation Linkbase Document*
101.DEF	XBRL Inline Taxonomy Extension Definition Linkbase Document*
101.LAB	XBRL Inline Taxonomy Extension Label Linkbase Document*
101.PRE	XBRL Inline Taxonomy Extension Presentation Linkbase Document*
104	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exbibit 101)

* Filled herewith.

39

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	TECHTARGET, INC.
	(Registrant)
Date: May 5, 2021	By:	/s/ MICHAEL COTOIA
		Michael Cotoia, Chief Executive Officer and Director (Principal Executive Officer)
Date: May 5, 2021	By:	/s/ DANIEL NORECK
		Daniel Noreck, Chief Financial Officer and Treasurer (Principal Accounting and Financial Officer)

40

EX-10.1

Exhibit 10.1

FOURTH AMENDMENT TO LEASE

THIS FOURTH AMENDMENT TO LEASE (this “Fourth Amendment”) is made as of April 30, 2021 (the “Effective Date”), by and between ARE-MA REGION NO. 76, LLC, a Delaware limited liability company (“Landlord”), and TECH TARGET, INC., a Delaware corporation (“Tenant”).

RECITALS

A. Landlord (as successor-in-interest to Hines Global REIT Riverside Center, LLC) and Tenant are now parties to that certain Lease Agreement dated as of August 4, 2009 (the “Original Lease”), as amended by that certain First Amendment dated as of November 18, 2010, as further amended by that certain Second Amendment dated as of July 23, 2015, and as further amended by that certain Third Amendment dated as of October 26, 2017 (the “Third Amendment”) (as amended, the “Lease”).  Pursuant to the Lease, Tenant leases certain “Premises” consisting of approximately 73,692 rentable square feet on the first and second floors of that certain building located at 275 Grove Street, Newtown, Massachusetts (the “Building”).  The Premises are more particularly described in the Lease.  Capitalized terms used herein without definition shall have the meanings defined for such terms in the Lease.

B. Landlord and Tenant desire, subject to the terms and conditions set forth below, to amend the Lease to, among other things, reflect the termination of the Lease with respect to that certain portion of the Premises containing approximately 5,678 rentable square feet on the first floor of the Building located in a portion of Suite 1-150, as more particularly shown on Exhibit A attached hereto (the “Fourth Amendment Reduction Premises”).

NOW, THEREFORE, in consideration of the foregoing Recitals, which are incorporated herein by this reference, the mutual promises and conditions contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Landlord and Tenant hereby agree as follows:

1. Return of Fourth Amendment Reduction Premises.  The Lease with respect to the Fourth Amendment Reduction Premises shall terminate on the later of June 30, 2021 or the date that the Relocation Improvements (as hereinafter defined) have been substantially completed except for punchlist items which do not materially impact Tenant’s ability to conduct business in the Premises (“Substantial Completion”); provided, however, Landlord shall be permitted to accelerate such termination of the Lease with respect to the Fourth Amendment Reduction Premises to a date prior to June 30, 2021, upon (i) Substantial Completion of the Relocation Improvements and (ii) written notice delivered by Landlord to Tenant (such termination date, as may be accelerated, is referred to herein as the “Fourth AmendmentReduction Date”). Tenant shall voluntarily surrender the Fourth Amendment Reduction Premises on such date in accordance with all surrender requirements contained in the Lease and in the condition in which Tenant is required to surrender the Premises as of the expiration of the Lease.  From and after the Fourth Amendment Reduction Date, Tenant shall have no further rights of any kind with respect to the Fourth Amendment Reduction Premises.  Notwithstanding the foregoing, those provisions of the Lease which, by their terms, survive the termination of the Lease shall survive the surrender of the Fourth Amendment Reduction Premises and termination of the Lease with respect to the Fourth Amendment Reduction Premises as provided for herein.  Nothing herein shall excuse Tenant from its obligations under the Lease with respect to the Fourth Amendment Reduction Premises prior to the Fourth Amendment Reduction Date.

2. Lease Termination Payment.  The parties are entering into this Fourth Amendment as a result of Landlord’s desire to lease the Fourth Amendment Reduction Premises (along with other space in the Building) to a new tenant (the “New Tenant”).  As consideration for Tenant entering into this Fourth Amendment, Landlord hereby agrees to pay Tenant a lease termination payment in the amount of $577,987.50 within 45 days after the Effective Date.

740329028.10

3. Defined Terms.  Commencing on the calendar day immediately following the Fourth Amendment Reduction Date (the “Fourth AmendmentAdjustment Date”), the defined terms “Building,” “Premises Rentable Area,” and “Tenant’s Pro Rata Share,” which are defined in the Lease, shall be deleted in their entirety and replaced with the following:

“Building:  The building located at 275 Grove Street, Newton, Massachusetts 02466, and commonly known as Riverside Center, consisting of approximately 509,702 rentable square feet.”

“Premises Rentable Area:  Approximately 68,014rentable square feet located in One Riverside Center, of which approximately (i) 8,849 rentable square feet are located in Suite 1-150 on the first floor, (ii) 44,962 rentable square feet are located in Suite 1-200 on the second floor, and (iii) 14,203 rentable square feet are located in Suite 1-205 on the second floor.”

“Tenant’s Pro Rata Share:  13.34%”

4. Premises.  As of the Fourth Amendment Adjustment Date, the depiction of the Premises as shown on Exhibit A, Third Amendment attached to the Third Amendment shall be deleted in its entirety and replaced with the depiction of the Premises as shown on Exhibit B attached to this Fourth Amendment.

5. Basic Rent.  Commencing on the Effective Date, notwithstanding anything to the contrary contained in the Lease, Tenant’s obligation to pay Basic Rent shall only apply with respect to the remaining Premises, and Tenant shall no longer be required to pay Basic Rent with respect to the Fourth Amendment Reduction Premises.  Therefore, commencing on the Effective Date, Tenant’s obligation to pay Basic Rent is hereby modified as set forth below. If there is an overpayment due to Tenant’s pre-payment of rent then Landlord shall either (i) refund to Tenant the amount thereof within thirty (30) days or (ii) instruct Tenant to deduct the amount thereof from the next monthly rental payments.

Period	Annual Basic Rent	Monthly Basic Rent	Basic Rent Per Rentable Square Foot
1/1/21 – 12/31/21	$3,060,630.00	$255,052.50	$45.00
1/1/22 – 12/31/22	$3,128,644.00	$260,720.33	$46.00
1/1/23 – 12/31/23	$3,128,644.00	$260,720.33	$46.00
1/1/24 – 12/31/24	$3,196,658.00	$266,388.17	$47.00
1/1/25 – 12/31/25	$3,196,658.00	$266,388.17	$47.00
1/1/26 – 12/31/26	$3,264,672.00	$272,056.00	$48.00
1/1/27 – 12/31/27	$3,264,672.00	$272,056.00	$48.00
1/1/28 – 12/31/28	$3,332,686.00	$277,723.83	$49.00
1/1/29 – 12/31/29	$3,332,686.00	$277,723.83	$49.00

6. Expense Excess and Tax Excess.  Commencing on the Effective Date, notwithstanding anything to the contrary contained in the Lease, Tenant shall no longer be required to pay Tenant’s Pro Rata

740329028.102

Share of the Expense Excess or the Tax Excess attributable to the Fourth Amendment Reduction Premises.

7. Parking.  Commencing on the Fourth Amendment Adjustment Date, Section IV of the Third Amendment shall be deleted in its entirety and replaced with the following:

“Parking.  Commencing on the Fourth Amendment Adjustment Date, the definition of “Parking Space” under Section 1.2 of the Lease shall be 204 parking spaces, subject to the terms of Section 2.2 of the Lease.  Parking Spaces shall be allocated as follows: 204 parking spaces of which (i) 25 parking spaces shall be within the executive parking area under Building One, (ii) 137 parking spaces shall be in the exterior parking garage, and (iii) 42 parking spaces shall be located on the surface lot, all on a non-exclusive, first-come, first-served basis, and in accordance with the provisions of Exhibit G-1 to the Original Lease. Landlord shall have the right to reduce Tenant’s number of parking spaces in the executive parking area to 19 spaces with 30 days’ notice to Tenant, in which case, Tenant shall be allotted 141 parking spaces in the exterior garage and 44 parking spaces on the surface lot.”

8. Relocation Improvements. Landlord shall be responsible, at Landlord’s sole cost and expense, for constructing approximately 6 new offices within the Premises, relocating offices and desks to the second floor of the Premises, and performing such other work, relocations, and improvements in accordance with detailed plans and specifications and pursuant to the scope of work set forth on Exhibit C attached hereto (the “Relocation Improvements”), and for moving and relocating all of Tenant’s belongings as may be required pursuant to this Fourth Amendment, including Tenant’s belongings from the Fourth Amendment Reduction Premises to the remaining Premises. Any changes made by Landlord to the Relocation Improvement plans and specifications set forth on Exhibit C attached hereto will be subject to Tenant’s review and approval, which shall not be unreasonably withheld, conditioned, delayed, or denied. For avoidance of doubt, any necessary work to facilitate the Relocation Improvements, such as with respect to HVAC, electricity, wiring and cabling, shall be at Landlord’s sole cost and expense.  Furthermore, Landlord shall use materials and finishes to match the existing improvements within the Premises. Tenant acknowledges and agrees that following the Effective Date, Landlord will require access to portions of the Premises in order to perform the Relocation Improvements.  Landlord and its contractors and agents shall have the right to enter the Premises to perform the Relocation Improvements, and Tenant shall cooperate with Landlord in connection with same.  Landlord shall schedule all access in advance with the Tenant and have a representative of Landlord accompany any contractors or other visitors when they are in the Premises during the period commencing on the Effective Date through the Fourth Amendment Reduction Date. Landlord shall use reasonable efforts to coordinate the Relocation Improvement’s with Tenant’s schedule to minimize disruption to Tenant’s business operations; provided, however, Tenant acknowledges that Landlord’s performance of the Relocation Improvements may adversely affect Tenant’s use and occupancy of the Premises. Tenant waives all claims against Landlord for rent abatement in connection with the Relocation Improvements.  Landlord agrees to cause the contractor performing the Relocation Improvements to name Tenant as an additional insured on such contractor’s liability insurance policy maintained in connection with the Relocation Improvements.

9. Relocation of Storage Spaces. Commencing on the Fourth Amendment Adjustment Date, Landlord shall relocate the storage area and Tenant’s belongings from the “Dock Storage Space” referenced in Section 7.4(a) of the Original Lease, to approximately 228 rentable square feet in the garage, known as Suite P-005, as more particularly shown on Exhibit D attached hereto (the “Garage Storage Space”). Commencing on the Fourth Amendment Adjustment Date, Tenant shall discontinue paying monthly rent for the Dock Storage Space and shall begin paying monthly rent for the Garage Storage Space at the rate of $10.00 per rentable square foot per year.  Tenant shall lease the Garage Storage Space on a month-to-month basis, terminable upon 90 days’ prior written notice to Landlord.

740329028.103

10. Special Permit.  In accordance with the requirements of the Special Permit/Site Plan Approval affecting the Building, Tenant shall use best reasonable efforts to recycle all materials used in Tenant’s operations and in any event comply with any recycling program implemented by Landlord at the Building.

11. OFAC.  Tenant and, to Tenant’s knowledge, all beneficial owners of Tenant are currently (a) in compliance with and shall at all times during the Term of the Lease remain in compliance with the regulations of the Office of Foreign Assets Control (“OFAC”) of the U.S. Department of Treasury and any statute, executive order, or regulation relating thereto (collectively, the “OFAC Rules”), (b) not listed on, and shall not during the Term of the Lease be listed on, the Specially Designated Nationals and Blocked Persons List maintained by OFAC and/or on any other similar list maintained by OFAC or other governmental authority pursuant to any authorizing statute, executive order, or regulation, and (c) not a person or entity with whom a U.S. person is prohibited from conducting business under the OFAC Rules.

12. Brokers.  Landlord and Tenant each represents and warrants that it has not dealt with any broker, agent or other person (collectively, “Broker”) in connection with the transaction reflected in this Fourth Amendment and that no Broker brought about this Fourth Amendment, other than Colliers International (representing Tenant). Notwithstanding anything to the contrary contained herein, Landlord shall not be responsible for any commission or other form of compensation to Colliers International in connection with this Fourth Amendment.  Landlord and Tenant each hereby agree to indemnify and hold the other harmless from and against any claims by any Broker claiming a commission or other form of compensation by virtue of having dealt with Tenant or Landlord, as applicable, with regard to this Fourth Amendment.

13. Miscellaneous.

a.This Fourth Amendment is the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous oral and written agreements and discussions.  This Fourth Amendment may be amended only by an agreement in writing, signed by the parties hereto.

b.This Fourth Amendment is binding upon and shall inure to the benefit of the parties hereto, their respective agents, employees, representatives, officers, directors, divisions, subsidiaries, affiliates, assigns, heirs, successors in interest and shareholders.

c.This Fourth Amendment may be executed in 2 or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.  Counterparts may be delivered via facsimile, electronic mail (including pdf or any electronic signature process complying with the U.S. federal ESIGN Act of 2000) or other transmission method and any counterpart so delivered shall be deemed to have been duly and validly delivered and be valid and effective for all purposes.  Electronic signatures shall be deemed original signatures for purposes of this Fourth Amendment and all matters related thereto, with such electronic signatures having the same legal effect as original signatures.

d.Except as amended and/or modified by this Fourth Amendment, the Lease is hereby ratified and confirmed and all other terms of the Lease shall remain in full force and effect, unaltered and unchanged by this Fourth Amendment.  In the event of any conflict between the provisions of this Fourth Amendment and the provisions of the Lease, the provisions of this Fourth Amendment shall prevail.  Whether or not specifically amended by this Fourth Amendment, all of the terms and provisions of the Lease are hereby amended to the extent necessary to give effect to the purpose and intent of this Fourth Amendment.

[Signatures on following page]

740329028.104

IN WITNESS WHEREOF, Landlord and Tenant have executed this Fourth Amendment as of the day and year first above written.

TENANT:

TECH TARGET, INC.,

a Delaware corporation

By: /s/ Daniel T. Noreck

Its: CFO

LANDLORD:

ARE-MA REGION NO. 76, LLC,

a Delaware limited liability company

By:ALEXANDRIA REAL ESTATE EQUITIES, L.P.,

a Delaware limited partnership,

managing member

By:ARE-QRS CORP.,

a Maryland corporation,

general partner

By:/s/ Allison Grochola                    .

Its: Senior Vice President RE Legal Affairs

740329028.105

Exhibit A

Fourth Amendment Reduction Premises

740329028.10

Exhibit B

Depiction of the Premises as of the

Fourth Amendment Adjustment Date

740329028.10

Exhibit C

Scope of Work

740329028.10

Exhibit D

Garage Storage Space

(Highlighted area is Garage Storage Space)

 

740329028.10

EX-31.1

Exhibit 31.1

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER PURSUANT TO

SECURITIES EXCHANGE ACT RULES 13a-14(a) AND 15d-14(a),

AS ADOPTED PURSUANT TO

SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Michael Cotoia, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of TechTarget, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: May 5, 2021

/s/ Michael Cotoia

Michael Cotoia

Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER PURSUANT TO

SECURITIES EXCHANGE ACT RULES 13a-14(a) AND 15d-14(a),

AS ADOPTED PURSUANT TO

SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Daniel Noreck, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of TechTarget, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: May 5, 2021

/s/ Daniel Noreck

Daniel Noreck

Chief Financial Officer and Treasurer

EX-32.1

Exhibit 32.1

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER AND

PRINCIPAL FINANCIAL OFFICER PURSUANT TO

18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

Each of Michael Cotoia and Daniel Noreck hereby certifies, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, in his/her capacity as Chief Executive Officer and Chief Financial Officer and Treasurer, respectively of TechTarget, Inc. (the Company), that, to his/her knowledge, the Quarterly Report of the Company on Form 10-Q for the period ended March 31, 2021 as filed with the Securities and Exchange Commission (the Report) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: May 5, 2021	By:	/s/ Michael Cotoia
		Michael Cotoia
		Chief Executive Officer
Date: May 5, 2021	By:	/s/ Daniel Noreck
		Daniel Noreck
		Chief Financial Officer and Treasurer

XML

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2021	Apr. 30, 2021
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Mar. 31, 2021
Document Fiscal Year Focus	2021
Document Fiscal Period Focus	Q1
Entity Registrant Name	TECHTARGET, INC.
Entity Central Index Key	0001293282
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Emerging Growth Company	false
Entity Small Business	false
Entity Common Stock, Shares Outstanding		28,147,418
Entity Shell Company	false
Title of 12(b) Security	Common Stock, $0.001 Par Value
Trading Symbol	TTGT
Security Exchange Name	NASDAQ
Entity File Number	1-33472
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	04-3483216
Entity Address, Address Line One	275 Grove Street
Entity Address, City or Town	Newton
Entity Address, State or Province	MA
Entity Address, Postal Zip Code	02466
City Area Code	617
Local Phone Number	431-9200
Document Quarterly Report	true
Document Transition Report	false

XML

Consolidated Balance Sheets - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
Current assets:
Cash	$ 93,841	$ 82,616
Short-term investments	84	84
Accounts receivable, net of allowance for doubtful accounts of $1,532 and $1,754 respectively	37,589	40,183
Prepaid taxes		796
Prepaid expenses and other current assets	4,520	4,084
Total current assets	136,034	127,763
Property and equipment, net	15,191	13,661
Goodwill	179,417	179,118
Intangible assets, net	107,257	108,872
Operating lease assets with right-of-use	25,174	26,031
Deferred tax assets	392	216
Other assets	907	907
Total assets	464,372	456,568
Current liabilities:
Accounts payable	2,583	4,303
Current operating lease liability	3,557	3,611
Accrued expenses and other current liabilities	12,246	16,539
Accrued compensation expenses	2,667	5,789
Income taxes payable	610	487
Contract liabilities	25,061	15,689
Total current liabilities	46,724	46,418
Non-current lease liability	25,992	26,943
Convertible debt	194,976	153,882
Other liabilities	1,221	2,971
Deferred tax liabilities	13,321	23,848
Total liabilities	282,234	254,062
Leases and contingencies (see Note 9)
Stockholders’ equity:
Preferred stock, $0.001 par value; 5,000,000 shares authorized; no shares issued or outstanding
Common stock, $0.001 par value; 100,000,000 shares authorized; 55,658,260 and 55,633,155 shares issued, respectively; 28,147,418 and 28,122,603 shares outstanding, respectively	56	56
Treasury stock, at cost; 27,510,842 and 27,510,552 shares, respectively	(199,796)	(199,796)
Additional paid-in capital	339,610	363,055
Accumulated other comprehensive income	2,645	1,611
Retained earnings	39,623	37,580
Total stockholders’ equity	182,138	202,506
Total liabilities and stockholders’ equity	$ 464,372	$ 456,568

XML

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
Statement Of Financial Position [Abstract]
Allowance for doubtful accounts, accounts receivable	$ 1,532	$ 1,754
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	55,658,260	55,633,155
Common stock, shares outstanding	28,147,418	28,122,603
Treasury stock, shares	27,510,842	27,510,552

XML

Consolidated Statements of Income and Comprehensive Income - USD ($) $ in Thousands		3 Months Ended
		Mar. 31, 2021	Mar. 31, 2020
Income Statement [Abstract]
Revenue		$ 52,969	$ 31,416
Cost of revenue	[1]	15,168	8,151
Amortization of acquired technology		765
Gross profit		37,036	23,265
Operating expenses:
Selling and marketing	[1]	21,606	12,949
Product development	[1]	2,923	2,032
General and administrative	[1]	6,435	3,355
Depreciation, excluding depreciation of $381 and $171, respectively, included in cost of revenue		1,221	1,186
Amortization		1,630	159
Total operating expenses		33,815	19,681
Operating income		3,221	3,584
Interest and other income (expense), net		(696)	(469)
Income before provision for income taxes		2,525	3,115
Provision for income taxes		715	908
Net income		1,810	2,207
Other comprehensive income (loss), net of tax:
Unrealized income (loss) on investments (net of tax provision of $0 and $37, respectively)			(132)
Foreign currency translation gain (loss)		1,034	(53)
Other comprehensive income (loss)		1,034	(185)
Comprehensive income		$ 2,844	$ 2,022
Net income per common share:
Basic		$ 0.06	$ 0.08
Diluted		$ 0.06	$ 0.08
Weighted average common shares outstanding:
Basic		28,141,000	28,004,000
Diluted		29,242,347	28,439,719

[1] Amounts include stock-based compensation expense as follows:

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Consolidated Statements of Income and Comprehensive Income (Parenthetical) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Depreciation included in cost of revenues	$ 381	$ 171
Unrealized income (loss) on investments, tax effect	0	37
Cost of Revenue [Member]
Allocated stock-based compensation expense	512	68
Selling and Marketing [Member]
Allocated stock-based compensation expense	3,523	2,188
Product Development [Member]
Allocated stock-based compensation expense	655	196
General and Administrative [Member]
Allocated stock-based compensation expense	$ 1,911	$ 976

XML

Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands		Total	Reclassification Adjustment [Member]	Common Stock [Member]	Treasury Stock [Member]	Additional Paid-in Capital [Member]	Additional Paid-in Capital [Member] Reclassification Adjustment [Member]	Accumulated Other Comprehensive Income (Loss) [Member]	Retained Earnings [Member]	Retained Earnings [Member] Reclassification Adjustment [Member]
Beginning balance at Dec. 31, 2019		$ 152,951		$ 55	$ (184,972)	$ 317,675		$ (319)	$ 20,512
Beginning balance, shares at Dec. 31, 2019				54,903,824	26,761,305
Issuance of common stock from restricted stock awards, shares				123,027
Treasury Stock Value Acquired Cost Method		(14,824)			$ (14,824)
Purchase of common stock through stock buyback, shares					736,760
Impact of net settlements		(68)				(68)
Impact of net settlements, shares				230	230
Stock-based compensation expense(1)	[1]	5,294				5,294
Comprehensive income:
Unrealized gain (loss) on foreign currency exchange		(53)						(53)
Net income		2,207							2,207
Unrealized loss on investments		(132)						(132)
Ending balance at Mar. 31, 2020		145,375		$ 55	$ (199,796)	322,901		(504)	22,719
Ending balance, shares at Mar. 31, 2020				55,027,081	27,498,295
Beginning balance at Dec. 31, 2019		152,951		$ 55	$ (184,972)	317,675		(319)	20,512
Beginning balance, shares at Dec. 31, 2019				54,903,824	26,761,305
Ending balance at Dec. 31, 2020		202,506		$ 56	$ (199,796)	363,055		1,611	37,580
Ending balance (ASU 2020-06) at Dec. 31, 2020			$ (30,267)				$ (30,500)			$ 233
Ending balance, shares at Dec. 31, 2020				55,633,155	27,510,552
Issuance of common stock from restricted stock awards, shares				24,815
Impact of net settlements		(370)				(370)
Impact of net settlements, shares				290	290
Stock-based compensation expense(1)	[1]	7,425				7,425
Comprehensive income:
Unrealized gain (loss) on foreign currency exchange		1,034						1,034
Net income		1,810							1,810
Ending balance at Mar. 31, 2021		$ 182,138		$ 56	$ (199,796)	$ 339,610		$ 2,645	$ 39,623
Ending balance, shares at Mar. 31, 2021				55,658,260	27,510,842

[1] Includes $0.8 and $1.8 million of accrued compensation expense for the three months ended March 31, 2021 and 2020, respectively.

XML

Consolidated Statements of Stockholders' Equity (Parenthetical) $ in Millions	3 Months Ended
	Mar. 31, 2020 USD ($)
Statement Of Stockholders Equity [Abstract]
Accrued compensation expense	$ 1.8

XML

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Operating activities:
Net income	$ 1,810	$ 2,207
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation	1,602	1,357
Amortization	2,395	159
Provision for bad debt	(156)	139
Stock-based compensation	6,583	3,428
Amortization of debt issuance costs	327	2
Deferred tax provision	(294)	274
Changes in operating assets and liabilities:
Accounts receivable	2,749	3,409
Prepaid expenses and other current assets	(833)	(752)
Other assets	395	14
Accounts payable	(1,686)	(341)
Income taxes payable	891	578
Accrued expenses and other current liabilities	(4,703)	41
Operating lease right-of-use assets and liabilities, net	(139)	(82)
Accrued compensation expenses	(867)	(949)
Contract liabilities	9,372	213
Other liabilities	(1,756)
Net cash provided by operating activities	15,690	9,697
Investing activities:
Purchases of property and equipment, and other capitalized assets, net	(3,131)	(1,636)
Purchases of investments and maturities of investments		(42)
Acquisitions of businesses, net		(5,015)
Net cash used in investing activities	(3,131)	(6,693)
Financing activities:
Tax withholdings related to net share settlements	(370)	(68)
Purchase of treasury shares and related costs		(14,824)
Payment of earnout liabilities	(1,032)
Term loan principal payment		(313)
Net cash used in financing activities	(1,402)	(15,205)
Effect of exchange rate changes on cash	68	(7)
Net increase (decrease) in cash	11,225	(12,208)
Cash at beginning of period	82,616	52,487
Cash at end of period	93,841	40,279
Supplemental disclosure of cash flow information:
Cash paid for taxes, net	$ 90	$ 70

XML

Organization and Operations

3 Months Ended

Mar. 31, 2021

Organization Consolidation And Presentation Of Financial Statements [Abstract]

Organization and Operations

1. Organization and Operations

TechTarget, Inc. and its subsidiaries (collectively, the “Company”) is a global data and analytics leader and software provider for buyers of purchase intent-driven marketing and sales data for enterprise technology vendors. The Company’s service offerings enable technology vendors to better identify, reach and influence corporate information technology (“IT”) decision-makers actively researching specific IT purchases. The Company improves vendors’ ability to impact these audiences for business growth using advanced targeting, analytics and data services complemented by customized marketing programs that integrate demand generation, brand advertising techniques, and content curation and creation. The Company operates a network of approximately 140 websites and 945 webinars and virtual event channels, which each focus on a specific IT sector such as storage, security or networking. IT and business professionals have become increasingly specialized, and they have come to rely on the Company’s sector-specific websites and webinars and virtual event channels for purchasing decision support. The Company’s content platforms enable IT and business professionals to navigate the complex and rapidly changing IT landscape where purchasing decisions can have significant financial and operational consequences. At critical stages of the purchase decision process, these content offerings through different channels meet IT and business professionals’ needs for expert, peer and IT vendor information and provide platforms on which B2B technology companies can launch targeted marketing campaigns which generate measurable return on investment. Based upon the logical clustering of members and users’ respective job responsibilities and the marketing focus of the products being promoted by the Company’s customers, the Company categorizes its content offerings to address the key market opportunities and audience extensions across a portfolio of distinct market categories: Security; Networking; Storage; Data Center and Virtualization Technologies; CIO/IT Strategy; Business Applications and Analytics; Application Architecture and Development; and ANCL Channel.

XML

Summary of Significant Accounting Policies

3 Months Ended

Mar. 31, 2021

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

2. Summary of Significant Accounting Policies

The accompanying consolidated financial statements reflect the application of certain significant accounting policies as described below and elsewhere in these Notes to Consolidated Financial Statements. The Company’s critical accounting policies are those that affect its more significant judgments used in the preparation of its consolidated financial statements. A description of the Company’s critical accounting policies and estimates is contained in its Annual Report on Form 10-K for the fiscal year ended December 31, 2020, and in this note to the consolidated financial statements.

Principles of Consolidation

The accompanying Consolidated Financial Statements include the accounts of the Company and its wholly-owned subsidiaries, TechTarget Securities Corporation (“TSC”), TechTarget Limited, TechTarget (HK) Limited (“TTGT HK”), TechTarget (Australia) Pty Ltd., TechTarget (Singapore) Pte Ltd., E-Magine Médias SAS (“LeMagIT”), TechTarget Germany GmbH and as of December 23, 2020, BrightTALK Limited and its wholly owned subsidiary, BrightTALK, Inc. (collectively, the “BrightTALK subsidiaries”). TSC is a Massachusetts corporation. TechTarget Limited is a subsidiary doing business principally in the United Kingdom. TTGT HK is a subsidiary incorporated in Hong Kong in order to facilitate the Company’s activities in the Asia-Pacific region. TechTarget (Australia) Pty Ltd. and TechTarget (Singapore) Pte Ltd. are the entities through which the Company does business in Australia and Singapore, respectively; LeMagIT and TechTarget Germany GmbH, both wholly-owned subsidiaries of TechTarget Limited, are entities through which the Company does business in France and Germany, respectively. The BrightTALK subsidiaries are entities which the Company does business for the BrightTALK webinar and virtual event platform.

Basis of Presentation

The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted (Generally Accepted Accounting Principles or “U.S. GAAP”) in the United States (“U.S.”) for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. All adjustments, which, in the opinion of management, are considered necessary for a fair presentation of the results of operations for the periods shown, are of a normal, recurring nature and have been reflected in the consolidated financial statements. The results of operations for the periods presented are not necessarily indicative of results to be expected for any other interim periods or for the full year. The information included in these consolidated financial statements should be read in conjunction with “Management’s Discussion and Analysis of Financial Condition and Results of Operations” contained in this report and the consolidated financial statements and accompanying notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020.

Reclassifications

The Company historically presented depreciation and amortization expense as one combined line item on the Consolidated Statements of Income and Comprehensive Income. Due to the Company’s recent acquisitions, the materiality of amortization expense has increased and the Company has decided to present these expenses in two separate line items for all periods presented. This reclassification had no effect on total operating expenses or net income.

Foreign Currency Translation

The functional currency of the Company’s major foreign subsidiaries is generally the local currency. Adjustments resulting from translating foreign functional currency financial statements into U.S. dollars are recorded as a separate component on the Consolidated Statement of Comprehensive Income. Foreign currency transaction gains and losses are included in interest and other income (expense), net in the Consolidated Statement of Income. All assets and liabilities denominated in foreign currency are translated into U.S. dollars at the exchange rate on the balance sheet date. Revenue and expenses are translated at the average exchange rate during the period.

Use of Estimates

The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. On an ongoing basis, the Company evaluates its estimates, including those related to revenue, long-lived assets, goodwill, the allowance for doubtful accounts, stock-based compensation, self-insurance accruals, and income taxes. The Company reduces its accounts receivable for an allowance for doubtful accounts based on its best estimate of the amount of probable credit losses. Estimates of the carrying value of certain assets and liabilities are based on historical experience and on various other assumptions that the Company believes to be reasonable. Actual results could differ from those estimates.

Revenue Recognition

The Company generates its revenue from the sale of purchase intent data and marketing and sales services, which it delivers via its network of websites, webinar and virtual event channels, and data analytics solutions. Revenue is recognized when performance obligations are satisfied by transferring promised goods or services to customers, as determined by applying a five-step process consisting of: a) identifying the contract, or contracts, with a customer, b) identifying the performance obligations in the contract, c) determining the transaction price, d) allocating the transaction price to the performance obligations in the contract, and e) recognizing revenue when, or as, performance obligations are satisfied.

Accounts Receivable

We maintain an allowance for credit losses for expected uncollectible accounts receivable, which is recorded as an offset to accounts receivable and changes in such are classified as general and administrative expense in the Consolidated Statements of Income and Comprehensive Income. We assess collectability by reviewing accounts receivable on an individual basis when we

identify specific customers with known disputes, overdue amounts or collectability issues and also reserve for losses on all accounts based on historical information, current market conditions and reasonable and supportable forecasts of future economic conditions to inform adjustments to historical loss data. In determining the amount of the allowance for credit losses, we consider historical collectability based on past due status and make judgments about the creditworthiness of customers based on ongoing credit evaluations.

At March 31, 2021, the Company’s collectability assessment continues to include the business and market disruptions caused by COVID-19 and estimates of expected emerging credit and collectability trends. The continued volatility in market conditions and evolving shifts in credit trends are difficult to predict, causing variability and volatility that may have a material impact on our allowance for credit losses in future periods. 

Fair Value of Financial Instruments

Financial instruments consist of cash and cash equivalents, short-term investments, accounts receivable, accounts payable, and contingent consideration. Due to their short-term nature and liquidity, the carrying value of these instruments, with the exception of contingent consideration and long-term debt, approximates their estimated fair values. The Company classifies all of its short-term investments as available-for-sale. The fair value of contingent consideration was estimated using a discounted cash flow method.

Business Combinations

The Company uses its best estimates and assumptions to assign fair value to the tangible and intangible assets acquired and liabilities assumed at the acquisition date. The Company’s estimates are inherently uncertain and subject to refinement.

During the measurement period, which may be up to one year from the acquisition date, the Company may record adjustments to the fair value of these tangible and intangible assets acquired and liabilities assumed, with the corresponding offset to goodwill. In addition, uncertain tax positions and tax-related valuation allowances are initially recorded in connection with a business combination as of the acquisition date. The Company continues to collect information and reevaluates these estimates and assumptions quarterly and records any adjustments to the Company’s preliminary estimates to goodwill provided that the Company is within the measurement period. Upon the conclusion of the measurement period or final determination of the fair value of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded to the Company’s Consolidated Statement of Income and Comprehensive Income.

Other Liabilities

Other liabilities consist of the long-term portions of amounts payable related to our acquisition of substantially all of the assets of The Enterprise Strategy Group, Inc. and Data Science Central LLC (see Note 14) and the amounts deferred under the Coronavirus Aid, Relief and Economic Security Act (the “CARES Act”) which allows employers to defer the payment of the Company’s employer share of FICA payroll taxes. The amount of the employer share of FICA payroll taxes (6.2% of the first $137,700 of employee pay) due for the period beginning on March 27, 2020, and ending December 31, 2020, can be deferred. The deferred amounts will then be payable in equal installments at December 31, 2021 and December 31, 2022. Amounts relating to payment due December 31, 2021 of $958,621 are included in accrued expenses as of March 31, 2021.

Recent Accounting Pronouncements

Recently Adopted Accounting Guidance

In January 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2017-04, Intangibles-Goodwill and Other (Topic 350), simplifying the Test for Goodwill Impairment (ASU 2017-04). ASU 2017-04 eliminates the requirement to calculate the implied fair value of goodwill to measure a goodwill impairment charge (step 2 of the goodwill impairment test) and instead requires only a one-step quantitative impairment test, performed by comparing the fair value of goodwill with its carrying amount. ASU 2017-04 is effective on a prospective basis effective for goodwill impairment tests in fiscal years beginning after December 15, 2019. Early adoption is permitted for goodwill impairment tests performed on testing dates after January 1, 2017. We adopted the new standard effective January 1, 2020 and the guidance did not have a material impact on our consolidated financial statements.

In August 2018, the FASB issued ASU No. 2018-15, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement that is a Service Contract (ASU 2018-15), which requires implementation costs incurred by customers in cloud computing arrangements (i.e., hosting arrangements) to be capitalized under the same premises of authoritative guidance for internal-use software, and deferred over the non-cancellable term of

the cloud computing arrangements plus any optional renewal periods that are reasonably certain to be exercised by the customer or for which the exercise is controlled by the service provider. ASU 2018-15 is effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years, with early adoption permitted. We adopted the new standard effective January 1, 2020 and the guidance did not have a material impact on our consolidated financial statements.

In June 2016, the FASB issued ASU 2016-03, “Measurement of Credit Losses on Financial Instruments,” (ASU 2016-03) which amends ASC 326 “Financial Instruments—Credit Losses” which introduces a new methodology for accounting for credit losses on financial instruments. The guidance establishes a new forward looking "expected loss model" that requires entities to estimate current expected credit losses on accounts receivable and financial instruments by using all practical and relevant information. We adopted the new standard effective January 1, 2020 and the guidance did not have a material impact on our consolidated financial statements.

In August 2018, the FASB issued ASU No. 2018-13, “Changes to Disclosure Requirements for Fair Value Measurements” (Topic 820) (ASU 2018-13), which improved the effectiveness of disclosure requirements for recurring and nonrecurring fair value measurements. The standard removes, modifies, and adds certain disclosure requirements. We adopted the new standard effective January 1, 2020 and the guidance did not have a material impact on our consolidated financial statements.

In December 2019, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2019-12, Simplifying the Accounting for Income Taxes (Topic 740). ASU 2019-12 removes certain exceptions for performing intraperiod tax allocations, recognizing deferred taxes for investments, and calculating income taxes in interim periods. The guidance also simplifies the accounting for franchise taxes, transactions that result in a step-up in the tax basis of goodwill, and the effect of enacted changes in tax laws or rates in interim periods. The Company adopted ASU 2019-12 in the first quarter of 2021 and the adoption had no material impact to the Company’s consolidated financial statements.

In August 2020, the FASB issued ASU 2020-06, Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s own Equity (Subtopic 815-40), which simplifies the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible debt instruments and contracts on an entity’s own equity. Among other things, the standard removes certain accounting models which require bifurcation from the host contract of certain features of convertible debt instruments, unless the feature qualifies as a derivative under ASC 815. Additionally, companies are required to use the if-converted method for convertible instruments in their calculations of diluted earnings per share. Early adoption is permitted but no earlier than the fiscal year beginning after December 15, 2020.  

The Company elected to early adopt ASU 2020-06 effective January 1, 2021. The Company has elected the modified retrospective method to transition to the guidance. The modified retrospective method requires the Company to:

1) Recombine our convertible notes into a single instrument by reclassifying the amount initially recorded to the equity component against the outstanding debt on the convertible notes.

2) Reclassify an amount from retained earnings equal to the difference between the sum of the carrying values of the debt and the conversion feature immediately before transition and the revised amortized cost of the combined convertible instrument under the traditional debt model as of the transition date.

3) Post-transition, account for the convertible notes as a single instrument recognizing interest expense based on the applicable and recalculated effective interest rate and continue to apply the if-converted method in the Company’s calculation of diluted earnings per share.

The following table summarizes the impact of the Company’s adoption of ASU 2020-06:

	December 31, 2020		January 1, 2021
Convertible Debt	$	153,882	$	194,649	$	40,767
Additional Paid-in Capital		363,055		332,555		(30,500	)
Retained Earnings		37,580		37,813		233
Deferred Tax Liabilities		23,848		13,348		(10,500	)
					$	—

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Revenue

3 Months Ended

Mar. 31, 2021

Revenue Recognition [Abstract]

Revenue

3. Revenue

Disaggregation of Revenue

The following table depicts the disaggregation of revenue according to categories consistent with how the Company evaluates its financial performance and economic risk. International revenue consists of international geo-targeted campaigns, which are campaigns targeted at an audience of members outside of North America.

	For the Three Months Ended March 31,
	2021		2020
North America	$	33,038	$	19,881
International		19,931		11,535
Total	$	52,969	$	31,416

Contract Liabilities

Timing may differ between the satisfaction of performance obligations and the invoicing and collections of amounts related to the Company’s contracts with customers. Liabilities are recorded for amounts that are collected in advance of the satisfaction of performance obligations. Additionally, certain customers may receive credits, which are accounted for as a material right. The Company estimates these amounts based on the expected amount of future services to be provided to customer and allocates a portion of the transaction price to these material rights. The Company recognizes these material rights as the material rights are exercised. The resulting amounts included in the contract liabilities on the accompanying Consolidated Balance Sheets were $2.4 million and $2.2 million at March 31, 2021, and December 31, 2020, respectively.

	Contract Liabilities
Year-to-Date Activity
Balance at December 31, 2020	$	15,689
Deferral of revenue		62,341
Recognition of previously unearned revenue		(52,969	)
Balance at March 31, 2021	$	25,061

The Company elected to apply the following practical expedients:

• Existence of a Significant Financing Component in a Contract.  As a practical expedient, the Company has not assessed whether a contract has a significant financing component because the Company expects at contract inception that the period between payment by the customer and the transfer of promised goods or services by the Company to the customer will be one year or less. Payment terms and conditions vary by contract type, although terms generally include a requirement of payment within 30 to 90 days. In addition, the Company has determined that the payment terms that the Company provides to its customers are structured primarily for reasons other than the provision of financing to the customer.

• Costs to Fulfill a Contract.  The Company’s revenue is primarily generated from customer contracts that are for one year or less. Costs primarily consist of incentive compensation paid based on the achievements of sales targets. As a practical expedient, for amortization periods that are determined to be one year or less, the Company expenses any incremental costs of obtaining the contract with a customer when incurred. For those customer contracts greater than one year, the Company capitalizes and amortizes the expenses over the period of benefit.

• Revenue Invoiced.  The Company has applied the practical expedient for certain revenue streams to exclude the value of remaining performance obligations for (i) contracts with an original expected term of one year or less or (ii) contracts for which the Company recognizes revenue in proportion to the amount it has the right to invoice for services performed.

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Fair Value Measurements

3 Months Ended

Mar. 31, 2021

Fair Value Disclosures [Abstract]

Fair Value Measurements

4. Fair Value Measurements

The Company measures certain financial assets and liabilities at fair value on a recurring basis, including short-term and long-term investments and contingent consideration. The Company’s bank and money market accounts are in bank deposits and are not quoted instruments. As such they are all considered cash. The fair value of these financial assets and liabilities was determined based on three levels of input as follows: 

• Level 1. Quoted prices in active markets for identical assets and liabilities;

• Level 2. Observable inputs other than quoted prices in active markets; and

• Level 3. Unobservable inputs.

The fair value hierarchy of the Company’s financial assets carried at fair value and measured on a recurring basis is as follows:

			Fair Value Measurements at March 31, 2021
	March 31, 2021		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets:
Short-term investments (1)	$	84	$                           —		$	84	$	—
Total assets	$	84	$	—	$	84	$	—
Liabilities:
Contingent consideration - current (2)	$	1,984	$                           —		$                           —		$	1,984
Contingent consideration - non-current (2)		—		—		—		—
Total liabilities	$	1,984	$	—	$	—	$	1,984

			Fair Value Measurements at December 31, 2020
	December 31, 2020		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets:
Short-term investments (1)	$	84	$	—	$	84	$	—
Total assets	$	84	$	—	$	84	$	—
Liabilities:
Contingent consideration - current (2)	$	1,027	$	—	$	—	$	1,027
Contingent consideration - non-current (2)		1,751		—		—		1,751
Total liabilities	$	2,778	$	—	$	—	$	2,778

(1) Short-term investments consist of municipal bonds, corporate bonds, bond funds, U.S. Treasury securities, and government agency bonds; their fair value is calculated using an interest rate yield curve for similar instruments.

(2) Contingent consideration liabilities are measured using the income approach and discounted to present value based on an assessment of the probability that the Company would be required to make such future payments. The contingent consideration liabilities are measured at fair value using significant Level 3 (unobservable) inputs such as discount rates and probability measures. Remeasurement of the contingent consideration to fair value is expensed through the income statement in the period remeasured.

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Cash and Investments

3 Months Ended

Mar. 31, 2021

Cash And Cash Equivalents [Abstract]

Cash and Investments

5. Cash and Investments

Cash is carried at cost, which approximates fair market value. As of March 31, 2021 and December 31, 2020, cash consisted of $93.8 million and $82.6 million respectively.

Investments are recorded at fair value with the related unrealized gains and losses included in accumulated other comprehensive income, a component of stockholders’ equity, net of tax. Realized gains and losses on the sale of these investments are determined using the specific identification method. There were no realized gains or losses as of March 31, 2021 or December 31, 2020. 

Short-term investments consisted of the following:

	March 31, 2021
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Estimated Fair Value
Short-term investments:
Bond funds	$	84	$	—	$	—	$	84
Total short-term investments	$	84	$	—	$	—	$	84

	December 31, 2020
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Estimated Fair Value
Short-term investments:
Bond funds	$	84	$	—	$	—	$	84
Total short-term investments	$	84	$	—	$	—	$	84

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Goodwill and Intangible Assets

3 Months Ended

Mar. 31, 2021

Goodwill And Intangible Assets Disclosure [Abstract]

Goodwill and Intangible Assets

6. Goodwill and Intangible Assets

The following table summarizes the Company’s intangible assets, net:

			March 31, 2021
	Estimated Useful Lives (Years)		Gross Carrying Amount		Accumulated Amortization			Net
Customer, affiliate and advertiser relationships	5-19		$	78,546	$	(7,803	)	$	70,743
Developed websites, technology and patents		10		32,725		(2,059	)		30,666
Trademark, trade name and domain name	5-16			7,652		(1,961	)		5,691
Proprietary user information database and internet traffic		5		1,146		(1,146	)		—
Non-compete agreements	1.5-3			230		(73	)		157
Total intangible assets			$	120,299	$	(13,042	)	$	107,257

			December 31, 2020
	Estimated Useful Lives (Years)		Gross Carrying Amount		Accumulated Amortization			Net
Customer, affiliate and advertiser relationships	5-19		$	78,283	$	(6,595	)	$	71,688
Developed websites, technology and patents		10		32,535		(1,315	)		31,220
Trademark, trade name and domain name	5-16			7,619		(1,831	)		5,788
Proprietary user information database and internet traffic		5		1,149		(1,149	)	—
Non-compete agreements	1.5-3			230		(54	)		176
Total intangible assets			$	119,816	$	(10,944	)	$	108,872

Intangible assets are amortized over their estimated useful lives, which range from eighteen months to nineteen years, using methods of amortization that are expected to reflect the estimated pattern of economic use. The remaining amortization expense will be recognized over a weighted-average period of approximately 7.4 years. Amortization expense was $2.2 million and $0.1 million for the three months ended March 31, 2021 and 2020, respectively. Amortization expense relating to developed websites, technology and patents is recoded within costs of revenues. All other amortization is recorded within operating expenses as the remaining intangible assets consist of customer-related assets which generate website traffic that the Company considers to be in support of selling and marketing activities. The Company did not write off any fully amortized intangible assets in the first three months of 2021.  

The Company expects amortization expense of intangible assets to be as follows:

Years Ending December 31:	Amortization Expense
2021 (April 1 – December 31)	$	6,516
2022		8,241
2023		8,072
2024		8,041
2025		8,041
Thereafter		68,346
Total	$	107,257

Goodwill and indefinite-lived intangible assets are not amortized but are reviewed annually for impairment or more frequently if impairment indicators arise. The Company did not have any intangible assets with indefinite lives other than goodwill as of March 31, 2021 or December 31, 2020. There were no indications of impairment as of March 31, 2021, and the Company believes that, as of the balance sheet dates presented, none of the Company’s goodwill or intangible assets was impaired.

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Net Income Per Common Share

3 Months Ended

Mar. 31, 2021

Earnings Per Share [Abstract]

Net Income Per Common Share

7. Net Income Per Common Share

A reconciliation of the numerator and denominator used in the calculation of basic and diluted net income per common share is as follows:

	For the Three Months Ended
	March 31,
	2021		2020
Numerator:
Net income	$	1,810	$	2,207
Denominator:
Basic:
Weighted average shares of common stock and vested, undelivered restricted stock units outstanding		28,140,619		28,003,663
Diluted:
Weighted average shares of common stock and vested, undelivered restricted stock units outstanding		28,140,619		28,003,663
Effect of potentially dilutive shares (1)		1,101,728		436,056
Total weighted average shares of common stock and vested, undelivered restricted stock units outstanding and potentially dilutive shares		29,242,347		28,439,719
Net Income Per Common Share:
Basic:
Net income applicable to common stockholders	$	1,810	$	2,207
Weighted average shares of stock outstanding		28,140,619		28,003,663
Basic net income per common share	$	0.06	$	0.08
Diluted:
Net income applicable to common stockholders	$	1,810	$	2,207
Weighted average shares of stock outstanding		29,242,347		28,439,719
Diluted net income per common shares (1)	$	0.06	$	0.08

(1) In calculating diluted net income per share, 26.0 thousand shares related to outstanding stock options and unvested, undelivered restricted stock units were excluded for the three months ended March 31, 2021. Additionally, we excluded the impact of the amortization into interest expense from net income relating to our convertible shares and the resulting 2.9 million common shares under the if-converted method due to their anti-dilutive nature. 37.5 thousand shares related to outstanding stock options and unvested, undelivered restricted stock units were excluded for the three months ended March 31, 2020.

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Convertible Debt and Loan Agreement

3 Months Ended

Mar. 31, 2021

Debt Disclosure [Abstract]

Convertible Debt and Loan Agreement

8. Convertible Debt and Loan Agreement

Convertible Debt

In December 2020, the Company issued $201.3 million in aggregate principal amount of 0.125% convertible senior notes (the “Notes”) due December 15, 2025, unless earlier repurchased by the Company or converted by the holder pursuant to their terms. Interest is payable semiannually in arrears on June 15 and December 15 of each year, commencing on June 15, 2021.

The Notes are governed by an Indenture between the Company, as issuer, and U.S. Bank, National Association, as trustee. The Notes are unsecured and rank senior in right of payment to the Company’s future indebtedness that is expressly subordinated in right of payment to the Notes and equal in right of payment to the Company’s unsecured indebtedness that is not so subordinated.

Upon conversion, the Company will pay or deliver, as the case may be, cash, shares of the Company’s common stock or a combination of cash and shares of common stock, at the Company’s election.

The Notes have an initial conversion rate of 14.1977 shares of common stock per $1,000 principal amount of the Notes. This represents an initial effective conversion price of approximately $70.43 per share of common stock and 2,857,447 shares issuable upon conversion. Throughout the term of the Notes, the conversion rate may be adjusted upon the occurrence of certain events. Holders of the Notes will not receive any cash payment representing accrued and unpaid interest, if any, upon conversion of a Note, except in limited circumstances. Accrued but unpaid interest will be deemed to be paid by cash, shares of the Company’s common

stock or a combination of cash and shares of the Company’s common stock paid or delivered, as the case may be, to the holder upon conversion of the Notes.

Prior to the close of business on September 15, 2025, the Notes will be convertible at the option of holders during certain periods, only upon satisfaction of certain conditions set forth below. On or after September 15, 2025, until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their Notes at the conversion price at any time regardless of whether the conditions set forth below have been met.

Holders may convert all or a portion of their Notes prior to the close of business on September 14, 2025, in multiples of the $1,000 principal amount, only under the following circumstances:

• during any calendar quarter commencing after the calendar quarter ending on March 31, 2021 (and only during such calendar quarter), if the last reported sales price of the common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day;

• during the five business day period after any five consecutive trading day period, or the Notes measurement period, in which the “trading price” (as defined in the Indenture) per $1,000 principal amount of the Notes for each trading day of the Notes measurement period was less than 98% of the product of the last reported sale price of the Company’s common stock and the conversion rate on each such trading day;

• if the Company calls any or all of the Notes for redemption, at any time prior to the close of business on September 14, 2025; or

• upon the occurrence of specified corporate events as set forth in the Indenture.

As of March 31, 2021, the Notes were not yet convertible.

Prior to the adoption of ASU 2020-06, based on market data available for publicly traded, senior, unsecured corporate bonds issued by companies in the same industry and with similar maturities, the Company estimated the implied market interest rate of its Notes to be approximately 5%, assuming no conversion option. Assumptions used in the estimate represent what market participants would use in pricing the liability component of the Notes, including market interest rates, credit standing, and yield curves, all of which are defined as Level 2 observable inputs. The estimated implied interest rate was applied to the Notes, which resulted in a fair value of the liability component of $158.8 million upon issuance, calculated as the present value of future contractual payments based on the $201.3 million of aggregate principal amount. The excess of the principal amount of the liability component over its carrying amount, or the debt discount, is amortized to interest expense over the term of the Notes. The $42.5 million difference between the gross proceeds received from issuance of the Notes of $201.3 million and the estimated fair value of the liability component represents the equity component of the Notes and was recorded in additional paid-in capital. The equity component is not remeasured as long as it continues to meet the conditions for equity classification.

In accounting for the transaction costs related to the issuance of the Notes, the Company allocated the total amount incurred to the liability and equity components in proportion to the allocation of proceeds. Transaction costs attributable to the liability component, totaling $5.25 million, are being amortized to expense over the term of the Notes, and transaction costs attributable to the equity component, totaling $1.4 million, were included with the equity component in shareholders’ equity.

Effective January 1, 2021, upon the adoption of ASU 2020-06, the Company reclassified the equity component into the debt component as more fully described above.

The Notes consist of the following:

	March 31, 2021		December 31, 2020
Liability Component:
Principal	$	201,250	$	201,250
Less: debt discount, net of amortization		6,274		47,368
Net carrying amount	$	194,976	$	153,882
Equity component (a)	$	-	$	41,059

(a)Recorded in the consolidated balance sheet within additional paid-in capital, net of $1,404 transaction costs in equity

The following table sets forth total interest expense recognized related to the Notes:

	March 31, 2021		December 31, 2020
0.125% coupon	$	63	$	10
Amortization of debt discount and transaction costs		327		346
	$	390	$	356

As of March 31, 2021, the fair value of the Notes, which was determined based on inputs that are observable in the market or that could be derived from, or corroborated with, observable market data, quoted prices of the Notes in an over-the-counter market (Level 2), and carrying value of debt instruments (carrying value excludes the equity component of the Company’s convertible notes classified in equity) were as follows:

	March 31, 2021				December 31, 2020
	Fair Value		Carrying Value		Fair Value		Carrying Value
Convertible senior notes	$	234,615	$	194,976	$	218,940	$	153,882

Based on the closing price of our common stock of $69.45 on March 31, 2021, the if-converted value of the Notes was less than their respective principal amounts.

Loan Agreement

On December 24, 2018, the Company entered into a Loan and Security Agreement (the “Loan Agreement”) with Western Alliance Bank (the “Bank”) as the lender. The Loan Agreement provided for a $25 million term loan facility with a maturity date of December 10, 2023. The Loan Agreement was paid in full in December 2020 and all liens related to the Loan Agreement released.

Borrowings under the Loan Agreement bore interest, on the outstanding daily balance thereof, at a floating per annum rate equal to one and three-eighths percent (1.375%) above the greater of (a) the one (1) month U.S. LIBOR rate reported in The Wall Street Journal as of such date or (b) two percent (2.00%).  

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Leases, Contingencies, and Subsequent Event

3 Months Ended

Mar. 31, 2021

Lessee Disclosure [Abstract]

Leases, Contingencies and Subsequent Event

9. Leases, Contingencies, and Subsequent Event

The Company conducts its operations in leased office facilities under various noncancelable operating lease agreements that expire through December 2029.

On October 26, 2017, the Company entered into a Third Amendment (the “Third Amendment”) to the lease agreement for office space in Newton, Massachusetts, dated as of August 4, 2009 (the “Newton Lease”). The Third Amendment extended the lease term to December 31, 2029 and preserves the Company’s option to extend the term for an additional five-year period subject to certain terms and conditions set forth in the Newton Lease. The Third Amendment reduced the rentable space from approximately 110,000 square feet to approximately 74,000 square feet effective January 1, 2018. Beginning on January 1, 2018, base monthly rent under the Third Amendment will be $0.3 million. The base rent will increase biennially at a rate averaging approximately 1% per year, beginning on January 1, 2020. The Company remains responsible for certain other costs under the Third Amendment, including operating expense and taxes.

In April 2021, the Company entered into a Fourth Amendment (the “Fourth Amendment”). The Fourth Amendment becomes effective during May 2021. The Fourth Amendment will reduce the rentable space from approximately 74,000 square feet to approximately 68,000 square feet and will provide the Company with a one-time payment of approximately $0.6 million. Beginning June 1, 2021, base monthly rent will be approximately $0.25 million per month. All other terms and conditions are substantially similar to the Third Amendment.

Certain of the Company’s operating leases , including the Newton Lease, include lease incentives and escalating payment amounts and are renewable for varying periods. The Company recognizes the related rent expense on a straight-line basis over the term of each lease, taking into account the lease incentives and escalating lease payments.

The Company has various non-cancelable lease agreements for certain of its offices with original lease periods expiring between 2021 and 2029. The Company’s lease terms may include options to extend or terminate the lease when it is reasonably certain it will exercise that option. Leases with renewal options allow the Company to extend the lease term typically between 1 and 5 years. When determining the lease term, renewal options reasonably certain of being exercised are included in the lease term. When determining if a renewal option is reasonably certain of being exercised, the Company considers several economic factors, including but not limited to, the significance of leasehold improvements incurred on the property, whether the asset is difficult to replace, underlying contractual obligations, or specific characteristics unique to that particular lease that would make it reasonably certain that the Company would exercise such option.  Renewal and termination options were generally not included in the lease term for the Company's existing operating leases. Certain of the arrangements have discounted rent periods or escalating rent payment provisions. Leases with an initial term of twelve months or less are not recorded on the consolidated balance sheets. The Company recognizes rent expense on a straight-line basis over the lease term.

As of March 31, 2021, operating lease assets were $25.2 million and operating lease liabilities were $29.5 million. The maturities of the Company’s operating lease liabilities as of March 31, 2021 were as follows:

	Minimum Lease
Years Ending December 31:	Payments
2021 (April 1 – December 31)	$	3,494
2022		4,605
2023		4,257
2024		4,253
2025		3,464
Thereafter		14,296
Total future minimum lease payments	$	34,369
Less imputed interest		4,820
Total operating lease liabilities	$	29,549

Included in the Consolidated Balance Sheet:
Current operating lease liabilities	$	3,557
Non-current operating lease liabilities		25,992
Total operating lease liabilities	$	29,549

For the three months ended March 31, 2021 and 2020, the total lease cost was comprised of the following amounts:

	Three Months Ended March 31,
	2021		2020
Operating lease expense	$	1,142	$	947
Short-term lease expense		76		28
Total lease expense	$	1,218	$	975

The following summarizes additional information related to operating leases:

	As of
	March 31, 2021
Weighted-average remaining lease term — operating leases		4.6
Weighted-average discount rate — operating leases		4	%

If the rate implicit in the lease is not readily determinable, the Company uses its incremental borrowing rate as the discount rate. The Company uses its best judgment when determining the incremental borrowing rate, which is the rate of interest that the Company would have to pay to borrow on a collateralized basis over a similar term to the lease payments in a similar currency.

Litigation

From time to time and in the ordinary course of business, the Company may be subject to various claims, charges, and litigation. At March 31, 2021 and December 31, 2020, the Company did not have any pending claims, charges, or litigation that it expects would have a material adverse effect on its consolidated financial position, results of operations, or cash flows.

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Stock-Based Compensation

3 Months Ended

Mar. 31, 2021

Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]

Stock-Based Compensation

10. Stock-Based Compensation

Stock Option and Incentive Plans

In April 2007, the Board approved the 2007 Stock Option and Incentive Plan (the “2007 Plan”), which was approved by the stockholders of the Company and became effective upon the consummation of the Company’s IPO in May 2007. The 2007 Plan allowed the Company to grant incentive stock options (“ISOs”), non-qualified stock options (“NSOs”), stock appreciation rights, deferred stock awards, restricted stock units and other awards. Under the 2007 Plan, stock options could not be granted at less than fair market value on the date of grant and grants generally vested over a three- to four-year period. Stock options granted under the 2007 Plan expire no later than ten years after the grant date. Additionally, beginning with awards made in August 2015, the Company had the option to direct a net issuance of shares for satisfaction of tax liability with respect to vesting of awards and delivery of shares. Prior to August 2015, this choice of settlement method was solely at the discretion of the award recipient. The 2007 Plan expired in May 2017.

No new awards may be granted under the 2007 Plan; however, the shares of common stock remaining in the 2007 Plan are available for issuance in connection with previously awarded grants under the 2007 Plan. There are 40,000 shares of common stock that remain subject to outstanding stock grants under the 2007 Plan as of March 31, 2021.

In March 2017, the Board approved the 2017 Stock Option and Incentive Plan (the “2017 Plan”), which was approved by the stockholders of the Company at the 2017 Annual Meeting and became effective June 16, 2017. The 2017 Plan replaces the Company’s 2007 Plan. On that date, 3,000,000 shares of Common Stock were reserved for issuance under the 2017 Plan and, generally, shares that are forfeited or canceled from awards under the 2017 Plan also will be available for future awards. Under the 2017 Plan, the Company may grant restricted stock and restricted stock units, non-qualified stock options, stock appreciation rights, performance awards, and other stock-based and cash-based awards. Grants generally vest in equal tranches over a three-year period. Stock options granted under the 2017 Plan expire no later than ten years after the grant date. Shares of stock issued pursuant to restricted stock awards are restricted in that they are not transferable until they vest. Stock underlying awards of restricted stock units are not issued until the units vest. Non-qualified stock options cannot be exercised until they vest. Under the 2017 Plan, all stock options and stock appreciation rights must be granted with an exercise price that is at least equal to the fair market value of the stock on the date of grant. The 2017 Plan broadly prohibits the repricing of options and stock appreciation rights without stockholder approval and requires that no dividends or dividend equivalents be paid with respect to options or stock appreciation rights. The 2017 Plan further provides that, in the event any dividends or dividend equivalents are declared with respect to restricted stock, restricted stock units, other stock-based awards and performance awards (referred to as “full-value awards”), they would be subject to the same vesting and forfeiture provisions as the underlying award. There are a total of 1,584,350 shares of common stock that remain subject to outstanding stock grants under the 2017 Plan as of March 31, 2021.

Accounting for Stock-Based Compensation

The Company uses the Black-Scholes option pricing model to calculate the grant date fair value of an award.

The expected volatility of options granted has been determined using a weighted average of the historical volatility of the Company’s stock for a period equal to the expected life of the option. The expected life of options has been determined utilizing the “simplified” method. The risk-free interest rate is based on a zero coupon U.S. treasury instrument whose term is consistent with the expected life of the stock options. The Company has not paid and does not anticipate paying cash dividends on its shares of common stock; therefore, the expected dividend yield is assumed to be zero. The Company applied an estimated annual forfeiture rate based on historical averages in determining the expense recorded in each period.

A summary of the stock option activity under the Company’s plans for the three months ended March 31, 2021 is presented below:

Year-to-Date Activity	Options Outstanding		Weighted- Average Exercise Price Per Share		Weighted- Average Remaining Contractual Term in Years		Aggregate Intrinsic Value
Options outstanding at December 31, 2020		107,500	$	17.34		—		—
Granted		—		—		—		—
Exercised		—		—		—		—
Forfeited		—		—		—		—
Cancelled		—		—		—		—
Options outstanding at March 31, 2021		107,500	$	17.34		6.38	$	5,602
Options exercisable at March 31, 2021		87,500	$	14.53		5.73	$	4,806
Options vested or expected to vest at March 31, 2021		107,164	$	17.30		6.37	$	5,589

There were no options exercised during the three months ended March 31, 2021 and March 31, 2020.

Restricted Stock Units

Restricted stock units are valued at the market price of a share of the Company’s common stock on the date of the grant. A summary of the restricted stock unit activity under the Company’s plans for the three months ended March 31, 2021 is presented below: 

Year-to-Date Activity	Shares			Weighted- Average Grant Date Fair Value Per Share		Aggregate Intrinsic Value
Nonvested outstanding at December 31, 2020		1,478,000		$	31.33		—
Granted		64,152			77.93		—
Vested		(25,677	)		73.22		—
Forfeited		—			—		—
Nonvested outstanding at March 31, 2021		1,516,475		$	32.61	$	105,319

There were 25,677 restricted stock units with a total grant-date fair value of $1.9 million that vested during the three months ended March 31, 2021. There were 95,688 restricted stock units with a total grant-date fair value of $2.0 million that vested during the three months ended March 31, 2020.

As of March 31, 2021, there was $36.3 million of total unrecognized compensation expense related to stock options and restricted stock units, which is expected to be recognized over a weighted average period of 1.8 years.

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Stockholders' Equity

3 Months Ended

Mar. 31, 2021

Equity [Abstract]

Stockholders' Equity

11. Stockholders’ Equity

Common Stock Repurchase Programs

On November 7, 2018, the Company announced a program (the “November 2018 Stock Repurchase Program”) to repurchase shares up to an aggregate amount of $25.0 million whereby the Company was authorized to repurchase the Company’s common stock from time to time on the open market or in privately negotiated transactions at prices and in a manner that may be determined by management. The Company repurchased 736,760, 411,849 and 243,425 shares at an aggregate purchase price of $14.8 million, $7.1 million and $3.1 million and an average share price of $20.10, $17.14 and $12.82 during the years ended December 31, 2020, 2019, and 2018, respectively, under the November 2018 Stock Repurchase Program. We terminated this repurchase program in May 2020.

In May 2020, we announced that our Board had authorized a $25.0 million stock repurchase program (the “May 2020 Repurchase Program”) whereby we are authorized to repurchase our common stock from time to time on the open market or in privately negotiated transactions at prices and in the manner that may be determined by management.  No amounts were repurchased under this plan for the three months ended March 31, 2021.

Repurchased shares are recorded under the cost method and are reflected as treasury stock in the accompanying Consolidated Balance Sheets.

Reserved Common Stock

As of March 31, 2021, the Company has reserved 1,750,336 shares of common stock for use in settling outstanding options and unvested restricted stock units that have not been issued, as well as future awards available for grant under the 2007 and 2017 Plans and 4,000,186 shares issuable upon conversion of the Notes.

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Income Taxes

3 Months Ended

Mar. 31, 2021

Income Tax Disclosure [Abstract]

Income Taxes

12. Income Taxes

The Company measures its interim period tax expense using an estimated annual effective tax rate and adjustments for discrete taxable events that occur during the interim period. The estimated annual effective income tax rate is based upon the Company’s estimations of annual pre-tax income, the geographic mix of pre-tax income, and its interpretations of tax laws. The Company updates the estimate of its annual effective tax rate at the end of each quarterly period. The Company recorded income tax expense of $0.7 million and $0.9 million for the three months ended March 31, 2021 and March 31, 2020 respectively.

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Segment Information

3 Months Ended

Mar. 31, 2021

Segment Reporting [Abstract]

Segment Information

13. Segment Information

The Company views its operations and manages its business as one operating segment which is the business of providing purchase intent marketing and sales services. The Company aggregated its operating segment based upon the similar economic and operating characteristics of its operations.

Geographic Data

Net sales by campaign target area were as follows (1):

	For the Three Months Ended March 31,
	2021		2020
North America	$	33,038	$	19,881
International		19,931		11,535
Total	$	52,969	$	31,416

(1) Net sales to customers by campaign target area is based on the geo-targeted (target audience) location of the campaign.

Net sales to unaffiliated customers by geographic area were as follows (2):

	For the Three Months Ended March 31,
	2021		2020
United States	$	37,500	$	22,437
United Kingdom		8,148		3,792
Other international		7,321		5,187
Total	$	52,969	$	31,416

(2) Net sales to unaffiliated customers by geographic area is based on the customers’ current billing addresses and does not consider the geo-targeted (target audience) location of the campaign.

Long-lived assets by geographic area were as follows:

	March 31, 2021		December 31, 2020
United States	$	195,627	$	195,424
International		106,238		106,227
Total	$	301,865	$	301,651

Long-lived assets are comprised of property and equipment, net; goodwill; and intangible assets, net. The United Kingdom accounted for 35% of the Company’s long-lived assets for the three months ended March 31, 2021 and no single country outside of the U.S. or United Kingdom accounted for 10% or more of the Company’s long-lived assets during either of these periods.

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Acquisitions

3 Months Ended

Mar. 31, 2021

Business Combinations [Abstract]

Acquisitions

14. Acquisitions

2020 Acquisitions

BrightTALK Limited

In December, 2020, the Company acquired all outstanding stock of BrightTALK Limited and its wholly owned subsidiary BrightTALK, Inc., which is a leading marketing platform for webinars and virtual events that enables marketers to create original webinar and video content. The Company has included the financial results of BrightTALK in the consolidated financial statements from the date of acquisition. The acquisition date fair value of the consideration transferred for BrightTALK was approximately $151.0 million in cash.

The acquisition was accounted for using the acquisition method of accounting, which requires the total purchase consideration to be allocated to the assets acquired and liabilities assumed based on estimates of fair value at the date of acquisition.  

The excess of purchase consideration over the fair value of net tangible and identifiable intangible assets acquired was recorded as goodwill, which is primarily attributed to the assembled workforce and expanded market opportunities, for which there is no basis for U.S. income tax purposes. The fair values assigned to tangible assets acquired and liabilities assumed are based on management’s estimates and assumptions. The provisional measurements of fair value for income taxes payable and deferred taxes set forth above may be subject to change as additional information is received and certain tax returns are finalized. Certain tax attributes that will benefit the Company, for which the calculations are not yet complete, are payable to the seller upon the Company’s realization of those benefits.  Estimated fair value measurements relating to the acquisition are made using Level 3 inputs including discounted cash flow techniques.   Fair value is estimated using inputs primarily from the income approach, which include the use of both the multiple period excess earnings method and the relief from royalties method. The Company expects to finalize the valuation as soon as practicable, but not later than one year from the acquisition date.

Other Acquisitions

During 2020, the Company acquired substantially all the assets of two other companies for an aggregate of $25.0 million in cash and $2.2 of contingent consideration and has included the financial results of these companies in its consolidated financial statements from the dates of acquisition. The earnouts are subject to certain revenue growth targets and the payment is adjusted based on actual results. The transactions were not material to the Company and the costs associated with the acquisitions were not material. The Company accounted for the transactions as business combinations. In allocating the purchase consideration based on estimated fair values, the Company recorded $17.1 million of intangible assets (offset by the value of assumed liabilities under of the agreements of $3.5 million), and $12.7 million of goodwill. The majority of the goodwill balance associated with these business combinations is deductible for U.S. income tax purposes.  

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Summary of Significant Accounting Policies (Policies)

3 Months Ended

Mar. 31, 2021

Accounting Policies [Abstract]

Principles of Consolidation

Principles of Consolidation

The accompanying Consolidated Financial Statements include the accounts of the Company and its wholly-owned subsidiaries, TechTarget Securities Corporation (“TSC”), TechTarget Limited, TechTarget (HK) Limited (“TTGT HK”), TechTarget (Australia) Pty Ltd., TechTarget (Singapore) Pte Ltd., E-Magine Médias SAS (“LeMagIT”), TechTarget Germany GmbH and as of December 23, 2020, BrightTALK Limited and its wholly owned subsidiary, BrightTALK, Inc. (collectively, the “BrightTALK subsidiaries”). TSC is a Massachusetts corporation. TechTarget Limited is a subsidiary doing business principally in the United Kingdom. TTGT HK is a subsidiary incorporated in Hong Kong in order to facilitate the Company’s activities in the Asia-Pacific region. TechTarget (Australia) Pty Ltd. and TechTarget (Singapore) Pte Ltd. are the entities through which the Company does business in Australia and Singapore, respectively; LeMagIT and TechTarget Germany GmbH, both wholly-owned subsidiaries of TechTarget Limited, are entities through which the Company does business in France and Germany, respectively. The BrightTALK subsidiaries are entities which the Company does business for the BrightTALK webinar and virtual event platform.

Basis of Presentation

Basis of Presentation

The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted (Generally Accepted Accounting Principles or “U.S. GAAP”) in the United States (“U.S.”) for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. All adjustments, which, in the opinion of management, are considered necessary for a fair presentation of the results of operations for the periods shown, are of a normal, recurring nature and have been reflected in the consolidated financial statements. The results of operations for the periods presented are not necessarily indicative of results to be expected for any other interim periods or for the full year. The information included in these consolidated financial statements should be read in conjunction with “Management’s Discussion and Analysis of Financial Condition and Results of Operations” contained in this report and the consolidated financial statements and accompanying notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020.

Reclassifications

Reclassifications

The Company historically presented depreciation and amortization expense as one combined line item on the Consolidated Statements of Income and Comprehensive Income. Due to the Company’s recent acquisitions, the materiality of amortization expense has increased and the Company has decided to present these expenses in two separate line items for all periods presented. This reclassification had no effect on total operating expenses or net income.

Foreign Currency Translation

Foreign Currency Translation

The functional currency of the Company’s major foreign subsidiaries is generally the local currency. Adjustments resulting from translating foreign functional currency financial statements into U.S. dollars are recorded as a separate component on the Consolidated Statement of Comprehensive Income. Foreign currency transaction gains and losses are included in interest and other income (expense), net in the Consolidated Statement of Income. All assets and liabilities denominated in foreign currency are translated into U.S. dollars at the exchange rate on the balance sheet date. Revenue and expenses are translated at the average exchange rate during the period.

Use of Estimates

Use of Estimates

The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. On an ongoing basis, the Company evaluates its estimates, including those related to revenue, long-lived assets, goodwill, the allowance for doubtful accounts, stock-based compensation, self-insurance accruals, and income taxes. The Company reduces its accounts receivable for an allowance for doubtful accounts based on its best estimate of the amount of probable credit losses. Estimates of the carrying value of certain assets and liabilities are based on historical experience and on various other assumptions that the Company believes to be reasonable. Actual results could differ from those estimates.

Revenue Recognition

Revenue Recognition

The Company generates its revenue from the sale of purchase intent data and marketing and sales services, which it delivers via its network of websites, webinar and virtual event channels, and data analytics solutions. Revenue is recognized when performance obligations are satisfied by transferring promised goods or services to customers, as determined by applying a five-step process consisting of: a) identifying the contract, or contracts, with a customer, b) identifying the performance obligations in the contract, c) determining the transaction price, d) allocating the transaction price to the performance obligations in the contract, and e) recognizing revenue when, or as, performance obligations are satisfied.

Accounts Receivable

Accounts Receivable

We maintain an allowance for credit losses for expected uncollectible accounts receivable, which is recorded as an offset to accounts receivable and changes in such are classified as general and administrative expense in the Consolidated Statements of Income and Comprehensive Income. We assess collectability by reviewing accounts receivable on an individual basis when we

identify specific customers with known disputes, overdue amounts or collectability issues and also reserve for losses on all accounts based on historical information, current market conditions and reasonable and supportable forecasts of future economic conditions to inform adjustments to historical loss data. In determining the amount of the allowance for credit losses, we consider historical collectability based on past due status and make judgments about the creditworthiness of customers based on ongoing credit evaluations.

At March 31, 2021, the Company’s collectability assessment continues to include the business and market disruptions caused by COVID-19 and estimates of expected emerging credit and collectability trends. The continued volatility in market conditions and evolving shifts in credit trends are difficult to predict, causing variability and volatility that may have a material impact on our allowance for credit losses in future periods. 

Fair Value of Financial Instruments

Fair Value of Financial Instruments

Financial instruments consist of cash and cash equivalents, short-term investments, accounts receivable, accounts payable, and contingent consideration. Due to their short-term nature and liquidity, the carrying value of these instruments, with the exception of contingent consideration and long-term debt, approximates their estimated fair values. The Company classifies all of its short-term investments as available-for-sale. The fair value of contingent consideration was estimated using a discounted cash flow method.

Business Combinations

Business Combinations

The Company uses its best estimates and assumptions to assign fair value to the tangible and intangible assets acquired and liabilities assumed at the acquisition date. The Company’s estimates are inherently uncertain and subject to refinement.

During the measurement period, which may be up to one year from the acquisition date, the Company may record adjustments to the fair value of these tangible and intangible assets acquired and liabilities assumed, with the corresponding offset to goodwill. In addition, uncertain tax positions and tax-related valuation allowances are initially recorded in connection with a business combination as of the acquisition date. The Company continues to collect information and reevaluates these estimates and assumptions quarterly and records any adjustments to the Company’s preliminary estimates to goodwill provided that the Company is within the measurement period. Upon the conclusion of the measurement period or final determination of the fair value of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded to the Company’s Consolidated Statement of Income and Comprehensive Income.

Other Liabilities

Other Liabilities

Other liabilities consist of the long-term portions of amounts payable related to our acquisition of substantially all of the assets of The Enterprise Strategy Group, Inc. and Data Science Central LLC (see Note 14) and the amounts deferred under the Coronavirus Aid, Relief and Economic Security Act (the “CARES Act”) which allows employers to defer the payment of the Company’s employer share of FICA payroll taxes. The amount of the employer share of FICA payroll taxes (6.2% of the first $137,700 of employee pay) due for the period beginning on March 27, 2020, and ending December 31, 2020, can be deferred. The deferred amounts will then be payable in equal installments at December 31, 2021 and December 31, 2022. Amounts relating to payment due December 31, 2021 of $958,621 are included in accrued expenses as of March 31, 2021.

Recent Accounting Pronouncements

Recent Accounting Pronouncements

Recently Adopted Accounting Guidance

In January 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2017-04, Intangibles-Goodwill and Other (Topic 350), simplifying the Test for Goodwill Impairment (ASU 2017-04). ASU 2017-04 eliminates the requirement to calculate the implied fair value of goodwill to measure a goodwill impairment charge (step 2 of the goodwill impairment test) and instead requires only a one-step quantitative impairment test, performed by comparing the fair value of goodwill with its carrying amount. ASU 2017-04 is effective on a prospective basis effective for goodwill impairment tests in fiscal years beginning after December 15, 2019. Early adoption is permitted for goodwill impairment tests performed on testing dates after January 1, 2017. We adopted the new standard effective January 1, 2020 and the guidance did not have a material impact on our consolidated financial statements.

In August 2018, the FASB issued ASU No. 2018-15, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement that is a Service Contract (ASU 2018-15), which requires implementation costs incurred by customers in cloud computing arrangements (i.e., hosting arrangements) to be capitalized under the same premises of authoritative guidance for internal-use software, and deferred over the non-cancellable term of

the cloud computing arrangements plus any optional renewal periods that are reasonably certain to be exercised by the customer or for which the exercise is controlled by the service provider. ASU 2018-15 is effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years, with early adoption permitted. We adopted the new standard effective January 1, 2020 and the guidance did not have a material impact on our consolidated financial statements.

In June 2016, the FASB issued ASU 2016-03, “Measurement of Credit Losses on Financial Instruments,” (ASU 2016-03) which amends ASC 326 “Financial Instruments—Credit Losses” which introduces a new methodology for accounting for credit losses on financial instruments. The guidance establishes a new forward looking "expected loss model" that requires entities to estimate current expected credit losses on accounts receivable and financial instruments by using all practical and relevant information. We adopted the new standard effective January 1, 2020 and the guidance did not have a material impact on our consolidated financial statements.

In August 2018, the FASB issued ASU No. 2018-13, “Changes to Disclosure Requirements for Fair Value Measurements” (Topic 820) (ASU 2018-13), which improved the effectiveness of disclosure requirements for recurring and nonrecurring fair value measurements. The standard removes, modifies, and adds certain disclosure requirements. We adopted the new standard effective January 1, 2020 and the guidance did not have a material impact on our consolidated financial statements.

In December 2019, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2019-12, Simplifying the Accounting for Income Taxes (Topic 740). ASU 2019-12 removes certain exceptions for performing intraperiod tax allocations, recognizing deferred taxes for investments, and calculating income taxes in interim periods. The guidance also simplifies the accounting for franchise taxes, transactions that result in a step-up in the tax basis of goodwill, and the effect of enacted changes in tax laws or rates in interim periods. The Company adopted ASU 2019-12 in the first quarter of 2021 and the adoption had no material impact to the Company’s consolidated financial statements.

In August 2020, the FASB issued ASU 2020-06, Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s own Equity (Subtopic 815-40), which simplifies the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible debt instruments and contracts on an entity’s own equity. Among other things, the standard removes certain accounting models which require bifurcation from the host contract of certain features of convertible debt instruments, unless the feature qualifies as a derivative under ASC 815. Additionally, companies are required to use the if-converted method for convertible instruments in their calculations of diluted earnings per share. Early adoption is permitted but no earlier than the fiscal year beginning after December 15, 2020.  

The Company elected to early adopt ASU 2020-06 effective January 1, 2021. The Company has elected the modified retrospective method to transition to the guidance. The modified retrospective method requires the Company to:

1) Recombine our convertible notes into a single instrument by reclassifying the amount initially recorded to the equity component against the outstanding debt on the convertible notes.

2) Reclassify an amount from retained earnings equal to the difference between the sum of the carrying values of the debt and the conversion feature immediately before transition and the revised amortized cost of the combined convertible instrument under the traditional debt model as of the transition date.

3) Post-transition, account for the convertible notes as a single instrument recognizing interest expense based on the applicable and recalculated effective interest rate and continue to apply the if-converted method in the Company’s calculation of diluted earnings per share.

The following table summarizes the impact of the Company’s adoption of ASU 2020-06:

	December 31, 2020		January 1, 2021
Convertible Debt	$	153,882	$	194,649	$	40,767
Additional Paid-in Capital		363,055		332,555		(30,500	)
Retained Earnings		37,580		37,813		233
Deferred Tax Liabilities		23,848		13,348		(10,500	)
					$	—

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Summary of Significant Accounting Policies (Tables)

3 Months Ended

Mar. 31, 2021

Accounting Policies [Abstract]

Summary of Impact of Accounting Standard Adoption

The following table summarizes the impact of the Company’s adoption of ASU 2020-06:

	December 31, 2020		January 1, 2021
Convertible Debt	$	153,882	$	194,649	$	40,767
Additional Paid-in Capital		363,055		332,555		(30,500	)
Retained Earnings		37,580		37,813		233
Deferred Tax Liabilities		23,848		13,348		(10,500	)
					$	—

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Revenue (Tables)

3 Months Ended

Mar. 31, 2021

Revenue Recognition [Abstract]

Disaggregated Revenue

The following table depicts the disaggregation of revenue according to categories consistent with how the Company evaluates its financial performance and economic risk. International revenue consists of international geo-targeted campaigns, which are campaigns targeted at an audience of members outside of North America.

	For the Three Months Ended March 31,
	2021		2020
North America	$	33,038	$	19,881
International		19,931		11,535
Total	$	52,969	$	31,416

Schedule of Deferred Revenue Included in Contract Liabilities

	Contract Liabilities
Year-to-Date Activity
Balance at December 31, 2020	$	15,689
Deferral of revenue		62,341
Recognition of previously unearned revenue		(52,969	)
Balance at March 31, 2021	$	25,061

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Fair Value Measurements (Tables)

3 Months Ended

Mar. 31, 2021

Fair Value Disclosures [Abstract]

Assets Carried at Fair Value and Measured on Recurring Basis

The fair value hierarchy of the Company’s financial assets carried at fair value and measured on a recurring basis is as follows:

			Fair Value Measurements at March 31, 2021
	March 31, 2021		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets:
Short-term investments (1)	$	84	$                           —		$	84	$	—
Total assets	$	84	$	—	$	84	$	—
Liabilities:
Contingent consideration - current (2)	$	1,984	$                           —		$                           —		$	1,984
Contingent consideration - non-current (2)		—		—		—		—
Total liabilities	$	1,984	$	—	$	—	$	1,984

			Fair Value Measurements at December 31, 2020
	December 31, 2020		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets:
Short-term investments (1)	$	84	$	—	$	84	$	—
Total assets	$	84	$	—	$	84	$	—
Liabilities:
Contingent consideration - current (2)	$	1,027	$	—	$	—	$	1,027
Contingent consideration - non-current (2)		1,751		—		—		1,751
Total liabilities	$	2,778	$	—	$	—	$	2,778

(1) Short-term investments consist of municipal bonds, corporate bonds, bond funds, U.S. Treasury securities, and government agency bonds; their fair value is calculated using an interest rate yield curve for similar instruments.

(2) Contingent consideration liabilities are measured using the income approach and discounted to present value based on an assessment of the probability that the Company would be required to make such future payments. The contingent consideration liabilities are measured at fair value using significant Level 3 (unobservable) inputs such as discount rates and probability measures. Remeasurement of the contingent consideration to fair value is expensed through the income statement in the period remeasured.

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Cash and Investments (Tables)

3 Months Ended

Mar. 31, 2021

Cash And Cash Equivalents [Abstract]

Short-term Investments

Short-term investments consisted of the following:

	March 31, 2021
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Estimated Fair Value
Short-term investments:
Bond funds	$	84	$	—	$	—	$	84
Total short-term investments	$	84	$	—	$	—	$	84

	December 31, 2020
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Estimated Fair Value
Short-term investments:
Bond funds	$	84	$	—	$	—	$	84
Total short-term investments	$	84	$	—	$	—	$	84

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Goodwill and Intangible Assets (Tables)

3 Months Ended

Mar. 31, 2021

Goodwill And Intangible Assets Disclosure [Abstract]

Summary of Intangible Assets

The following table summarizes the Company’s intangible assets, net:

			March 31, 2021
	Estimated Useful Lives (Years)		Gross Carrying Amount		Accumulated Amortization			Net
Customer, affiliate and advertiser relationships	5-19		$	78,546	$	(7,803	)	$	70,743
Developed websites, technology and patents		10		32,725		(2,059	)		30,666
Trademark, trade name and domain name	5-16			7,652		(1,961	)		5,691
Proprietary user information database and internet traffic		5		1,146		(1,146	)		—
Non-compete agreements	1.5-3			230		(73	)		157
Total intangible assets			$	120,299	$	(13,042	)	$	107,257

			December 31, 2020
	Estimated Useful Lives (Years)		Gross Carrying Amount		Accumulated Amortization			Net
Customer, affiliate and advertiser relationships	5-19		$	78,283	$	(6,595	)	$	71,688
Developed websites, technology and patents		10		32,535		(1,315	)		31,220
Trademark, trade name and domain name	5-16			7,619		(1,831	)		5,788
Proprietary user information database and internet traffic		5		1,149		(1,149	)	—
Non-compete agreements	1.5-3			230		(54	)		176
Total intangible assets			$	119,816	$	(10,944	)	$	108,872

Schedule of Amortization Expense of Intangible Assets

The Company expects amortization expense of intangible assets to be as follows:

Years Ending December 31:	Amortization Expense
2021 (April 1 – December 31)	$	6,516
2022		8,241
2023		8,072
2024		8,041
2025		8,041
Thereafter		68,346
Total	$	107,257

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Net Income Per Common Share (Tables)

3 Months Ended

Mar. 31, 2021

Earnings Per Share [Abstract]

Reconciliation of Numerator and Denominator Used in Calculation of Basic and Diluted Net Income Per Common Share

A reconciliation of the numerator and denominator used in the calculation of basic and diluted net income per common share is as follows:

	For the Three Months Ended
	March 31,
	2021		2020
Numerator:
Net income	$	1,810	$	2,207
Denominator:
Basic:
Weighted average shares of common stock and vested, undelivered restricted stock units outstanding		28,140,619		28,003,663
Diluted:
Weighted average shares of common stock and vested, undelivered restricted stock units outstanding		28,140,619		28,003,663
Effect of potentially dilutive shares (1)		1,101,728		436,056
Total weighted average shares of common stock and vested, undelivered restricted stock units outstanding and potentially dilutive shares		29,242,347		28,439,719
Net Income Per Common Share:
Basic:
Net income applicable to common stockholders	$	1,810	$	2,207
Weighted average shares of stock outstanding		28,140,619		28,003,663
Basic net income per common share	$	0.06	$	0.08
Diluted:
Net income applicable to common stockholders	$	1,810	$	2,207
Weighted average shares of stock outstanding		29,242,347		28,439,719
Diluted net income per common shares (1)	$	0.06	$	0.08

(1) In calculating diluted net income per share, 26.0 thousand shares related to outstanding stock options and unvested, undelivered restricted stock units were excluded for the three months ended March 31, 2021. Additionally, we excluded the impact of the amortization into interest expense from net income relating to our convertible shares and the resulting 2.9 million common shares under the if-converted method due to their anti-dilutive nature. 37.5 thousand shares related to outstanding stock options and unvested, undelivered restricted stock units were excluded for the three months ended March 31, 2020.

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Convertible Debt and Loan Agreement (Tables)

3 Months Ended

Mar. 31, 2021

Debt Disclosure [Abstract]

Schedule of Notes

The Notes consist of the following:

	March 31, 2021		December 31, 2020
Liability Component:
Principal	$	201,250	$	201,250
Less: debt discount, net of amortization		6,274		47,368
Net carrying amount	$	194,976	$	153,882
Equity component (a)	$	-	$	41,059

(a)Recorded in the consolidated balance sheet within additional paid-in capital, net of $1,404 transaction costs in equity

Schedule Of Interest Expense Recognized

The following table sets forth total interest expense recognized related to the Notes:

	March 31, 2021		December 31, 2020
0.125% coupon	$	63	$	10
Amortization of debt discount and transaction costs		327		346
	$	390	$	356

Schedule of Fair Value and Carrying Value of Debt Instrument

As of March 31, 2021, the fair value of the Notes, which was determined based on inputs that are observable in the market or that could be derived from, or corroborated with, observable market data, quoted prices of the Notes in an over-the-counter market (Level 2), and carrying value of debt instruments (carrying value excludes the equity component of the Company’s convertible notes classified in equity) were as follows:

	March 31, 2021				December 31, 2020
	Fair Value		Carrying Value		Fair Value		Carrying Value
Convertible senior notes	$	234,615	$	194,976	$	218,940	$	153,882

XML

Leases, Contingencies, and Subsequent Event (Tables)

3 Months Ended

Mar. 31, 2021

Lessee Disclosure [Abstract]

Summary of Maturities of Operating Lease Liabilities

As of March 31, 2021, operating lease assets were $25.2 million and operating lease liabilities were $29.5 million. The maturities of the Company’s operating lease liabilities as of March 31, 2021 were as follows:

	Minimum Lease
Years Ending December 31:	Payments
2021 (April 1 – December 31)	$	3,494
2022		4,605
2023		4,257
2024		4,253
2025		3,464
Thereafter		14,296
Total future minimum lease payments	$	34,369
Less imputed interest		4,820
Total operating lease liabilities	$	29,549

Included in the Consolidated Balance Sheet:
Current operating lease liabilities	$	3,557
Non-current operating lease liabilities		25,992
Total operating lease liabilities	$	29,549

Summary of Lease Costs

For the three months ended March 31, 2021 and 2020, the total lease cost was comprised of the following amounts:

	Three Months Ended March 31,
	2021		2020
Operating lease expense	$	1,142	$	947
Short-term lease expense		76		28
Total lease expense	$	1,218	$	975

Lessee Operating Lease Term and Discount Rate

The following summarizes additional information related to operating leases:

	As of
	March 31, 2021
Weighted-average remaining lease term — operating leases		4.6
Weighted-average discount rate — operating leases		4	%

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Stock-Based Compensation (Tables)

3 Months Ended

Mar. 31, 2021

Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]

Summary of Stock Option Activity Under Company's Plans

A summary of the stock option activity under the Company’s plans for the three months ended March 31, 2021 is presented below:

Year-to-Date Activity	Options Outstanding		Weighted- Average Exercise Price Per Share		Weighted- Average Remaining Contractual Term in Years		Aggregate Intrinsic Value
Options outstanding at December 31, 2020		107,500	$	17.34		—		—
Granted		—		—		—		—
Exercised		—		—		—		—
Forfeited		—		—		—		—
Cancelled		—		—		—		—
Options outstanding at March 31, 2021		107,500	$	17.34		6.38	$	5,602
Options exercisable at March 31, 2021		87,500	$	14.53		5.73	$	4,806
Options vested or expected to vest at March 31, 2021		107,164	$	17.30		6.37	$	5,589

Summary of Restricted Stock Unit Activity Under Company's Plans

Restricted stock units are valued at the market price of a share of the Company’s common stock on the date of the grant. A summary of the restricted stock unit activity under the Company’s plans for the three months ended March 31, 2021 is presented below: 

Year-to-Date Activity	Shares			Weighted- Average Grant Date Fair Value Per Share		Aggregate Intrinsic Value
Nonvested outstanding at December 31, 2020		1,478,000		$	31.33		—
Granted		64,152			77.93		—
Vested		(25,677	)		73.22		—
Forfeited		—			—		—
Nonvested outstanding at March 31, 2021		1,516,475		$	32.61	$	105,319

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Segment Information (Tables)

3 Months Ended

Mar. 31, 2021

Long-Lived Assets by Geographic Area

Long-lived assets by geographic area were as follows:

	March 31, 2021		December 31, 2020
United States	$	195,627	$	195,424
International		106,238		106,227
Total	$	301,865	$	301,651

Customers by Campaign Target Area [Member]

Net Sales by Campaign Target Area and Geographic Area

Net sales by campaign target area were as follows (1):

	For the Three Months Ended March 31,
	2021		2020
North America	$	33,038	$	19,881
International		19,931		11,535
Total	$	52,969	$	31,416

(1) Net sales to customers by campaign target area is based on the geo-targeted (target audience) location of the campaign.

Unaffiliated Customers by Geographic Area [Member]

Net Sales by Campaign Target Area and Geographic Area

Net sales to unaffiliated customers by geographic area were as follows (2):

	For the Three Months Ended March 31,
	2021		2020
United States	$	37,500	$	22,437
United Kingdom		8,148		3,792
Other international		7,321		5,187
Total	$	52,969	$	31,416

(2) Net sales to unaffiliated customers by geographic area is based on the customers’ current billing addresses and does not consider the geo-targeted (target audience) location of the campaign.

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Organization and Operations - Additional Information (Detail)	3 Months Ended
	Mar. 31, 2021 Website Webinar
Organization Consolidation And Presentation Of Financial Statements [Abstract]
Number of websites | Website	140
Number of webinars/virtual event channels | Webinar	945

XML

Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($)	3 Months Ended	9 Months Ended
	Mar. 31, 2021	Dec. 31, 2020
ASU No. 2017-04 [Member]
Significant Accounting Policies [Line Items]
Change in Accounting Principle, Accounting Standards Update, Adopted [true false]	true
Change in Accounting Principle, Accounting Standards Update, Adoption Date	Jan. 01, 2020
Change in Accounting Principle, Accounting Standards Update, Immaterial Effect [true false]	true
ASU No. 2018-15 [Member]
Significant Accounting Policies [Line Items]
Change in Accounting Principle, Accounting Standards Update, Adopted [true false]	true
Change in Accounting Principle, Accounting Standards Update, Adoption Date	Jan. 01, 2020
Change in Accounting Principle, Accounting Standards Update, Immaterial Effect [true false]	true
ASU 2016-13 [Member]
Significant Accounting Policies [Line Items]
Change in Accounting Principle, Accounting Standards Update, Adopted [true false]	true
Change in Accounting Principle, Accounting Standards Update, Adoption Date	Jan. 01, 2020
Change in Accounting Principle, Accounting Standards Update, Immaterial Effect [true false]	true
ASU No. 2018-13 [Member]
Significant Accounting Policies [Line Items]
Change in Accounting Principle, Accounting Standards Update, Adopted [true false]	true
Change in Accounting Principle, Accounting Standards Update, Adoption Date	Jan. 01, 2020
Change in Accounting Principle, Accounting Standards Update, Immaterial Effect [true false]	true
ASU No. 2019-12 [Member]
Significant Accounting Policies [Line Items]
Change in Accounting Principle, Accounting Standards Update, Adopted [true false]	true
Change in Accounting Principle, Accounting Standards Update, Adoption Date	Jan. 01, 2021
Change in Accounting Principle, Accounting Standards Update, Immaterial Effect [true false]	true
ASU 2020-06
Significant Accounting Policies [Line Items]
Change in Accounting Principle, Accounting Standards Update, Adoption Date	Jan. 01, 2021
Change in Accounting Principle, Accounting Standards Update, Early Adoption [true false]	true
Coronavirus, Aid, Relief and Economic Security Act (CARES Act) [Member]
Significant Accounting Policies [Line Items]
Percentage of deferred employee share of FICA taxes		6.20%
Deferred payroll tax payment		$ 137,700
Coronavirus, Aid, Relief and Economic Security Act (CARES Act) [Member] | Accrued Expenses [Member]
Significant Accounting Policies [Line Items]
Deferred payroll tax payment	$ 958,621,000

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Summary of Significant Accounting Policies - Summary of Impact of Accounting Standards Adoption (Detail) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Jan. 01, 2021	Dec. 31, 2020
Property Plant And Equipment [Line Items]
Convertible debt	$ 194,976	$ 194,649	$ 153,882
Additional paid-in capital	339,610	332,555	363,055
Retained earnings	39,623	37,813	37,580
Deferred tax liabilities	13,321	$ 13,348	$ 23,848
ASU 2020-06
Property Plant And Equipment [Line Items]
Convertible debt	40,767
Additional paid-in capital	(30,500)
Retained earnings	233
Deferred tax liabilities	$ (10,500)
Accounting Standards Update [Extensible List]	ASU 2020-06

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Revenue - Disaggregated Revenue (Detail) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Disaggregation Of Revenue [Line Items]
Total Revenues	$ 52,969	$ 31,416
North America [Member]
Disaggregation Of Revenue [Line Items]
Total Revenues	33,038	19,881
International [Member]
Disaggregation Of Revenue [Line Items]
Total Revenues	$ 19,931	$ 11,535

XML

Revenue - Additional Information (Detail) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2021	Dec. 31, 2020
Minimum [Member]
Deferred Revenue Arrangement [Line Items]
Deferred revenue payment terms	30 days
Maximum [Member]
Deferred Revenue Arrangement [Line Items]
Deferred revenue payment terms	90 days
Revenue recognition timing of invoicing period	1 year
Amortization period of contract assets	1 year
Contract with customer contract period	1 year
Contract Liabilities [Member]
Deferred Revenue Arrangement [Line Items]
Accrued sales incentives	$ 2.4	$ 2.2

XML

Revenue - Schedule of Deferred Revenue Included in Contract Liabilities (Detail) $ in Thousands	3 Months Ended
	Mar. 31, 2021 USD ($)
Revenue Recognition [Abstract]
Contract Liabilities, Balance	$ 15,689
Contract Liabilities, Deferral of revenue	62,341
Contract Liabilities, Recognition of previously unearned revenue	(52,969)
Contract Liabilities, Balance	$ 25,061

XML

Fair Value Measurements - Assets Carried at Fair Value and Measured on Recurring Basis (Detail) - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
Assets:
Total assets	$ 84	$ 84
Liabilities:
Total liabilities	1,984	2,778
Short-Term Investments [Member]
Assets:
Total assets	84	84
Contingent Consideration - Current [Member]
Liabilities:
Total liabilities	1,984	1,027
Contingent Consideration - Non-current [Member]
Liabilities:
Total liabilities		1,751
Significant Other Observable Inputs (Level 2) [Member]
Assets:
Total assets	84	84
Significant Other Observable Inputs (Level 2) [Member] | Short-Term Investments [Member]
Assets:
Total assets	84	84
Significant Unobservable Inputs (Level 3) [Member]
Liabilities:
Total liabilities	1,984	2,778
Significant Unobservable Inputs (Level 3) [Member] | Contingent Consideration - Current [Member]
Liabilities:
Total liabilities	$ 1,984	1,027
Significant Unobservable Inputs (Level 3) [Member] | Contingent Consideration - Non-current [Member]
Liabilities:
Total liabilities		$ 1,751

XML

Cash and Investments - Additional Information (Detail) - USD ($)	3 Months Ended	12 Months Ended
	Mar. 31, 2021	Dec. 31, 2020
Cash And Cash Equivalents [Abstract]
Cash	$ 93,841,000	$ 82,616,000
Realized gains or (losses)	$ 0	$ 0

XML

Cash and Investments - Short-term Investments (Detail) - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	$ 84	$ 84
Estimated Fair Value	84	84
Bond Funds [Member]
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	84	84
Estimated Fair Value	$ 84	$ 84

XML

Goodwill and Intangible Assets - Summary of Intangible Assets (Detail) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2021	Dec. 31, 2020
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 120,299	$ 119,816
Accumulated Amortization	(13,042)	(10,944)
Total intangible assets	$ 107,257	108,872
Minimum [Member]
Finite-Lived Intangible Assets [Line Items]
Estimated useful lives	18 months
Maximum [Member]
Finite-Lived Intangible Assets [Line Items]
Estimated useful lives	19 years
Customer, Affiliate and Advertiser Relationships [Member]
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 78,546	78,283
Accumulated Amortization	(7,803)	(6,595)
Total intangible assets	$ 70,743	$ 71,688
Customer, Affiliate and Advertiser Relationships [Member] | Minimum [Member]
Finite-Lived Intangible Assets [Line Items]
Estimated useful lives	5 years	5 years
Customer, Affiliate and Advertiser Relationships [Member] | Maximum [Member]
Finite-Lived Intangible Assets [Line Items]
Estimated useful lives	19 years	19 years
Developed Websites, Technology and Patents [Member]
Finite-Lived Intangible Assets [Line Items]
Estimated useful lives	10 years	10 years
Gross Carrying Amount	$ 32,725	$ 32,535
Accumulated Amortization	(2,059)	(1,315)
Total intangible assets	30,666	31,220
Trademarks, Trade Name and Domain Name [Member]
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	7,652	7,619
Accumulated Amortization	(1,961)	(1,831)
Total intangible assets	$ 5,691	$ 5,788
Trademarks, Trade Name and Domain Name [Member] | Minimum [Member]
Finite-Lived Intangible Assets [Line Items]
Estimated useful lives	5 years	5 years
Trademarks, Trade Name and Domain Name [Member] | Maximum [Member]
Finite-Lived Intangible Assets [Line Items]
Estimated useful lives	16 years	16 years
Proprietary User Information Database and Internet Traffic [Member]
Finite-Lived Intangible Assets [Line Items]
Estimated useful lives	5 years	5 years
Gross Carrying Amount	$ 1,146	$ 1,149
Accumulated Amortization	(1,146)	(1,149)
Non-Compete Agreement [Member]
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	230	230
Accumulated Amortization	(73)	(54)
Total intangible assets	$ 157	$ 176
Non-Compete Agreement [Member] | Minimum [Member]
Finite-Lived Intangible Assets [Line Items]
Estimated useful lives	1 year 6 months	1 year 6 months
Non-Compete Agreement [Member] | Maximum [Member]
Finite-Lived Intangible Assets [Line Items]
Estimated useful lives	3 years	3 years

XML

Goodwill and Intangible Assets - Additional Information (Detail) - USD ($)	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020	Dec. 31, 2020
Goodwill And Intangible Assets [Line Items]
Remaining amortization period	7 years 4 months 24 days
Amortization of intangible assets	$ 2,200,000	$ 100,000
Write off of intangible assets	0
Intangible assets with indefinite lives other than goodwill	$ 0		$ 0
Minimum [Member]
Goodwill And Intangible Assets [Line Items]
Estimated useful lives	18 months
Maximum [Member]
Goodwill And Intangible Assets [Line Items]
Estimated useful lives	19 years

XML

Goodwill and Intangible Assets - Schedule of Amortization Expense of Intangible Assets (Detail) - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
Goodwill And Intangible Assets Disclosure [Abstract]
2021 (April 1 – December 31)	$ 6,516
2022	8,241
2023	8,072
2024	8,041
2025	8,041
Thereafter	68,346
Total intangible assets	$ 107,257	$ 108,872

XML

Net Income Per Common Share - Reconciliation of Numerator and Denominator Used in Calculation of Basic and Diluted Net Income Per Common Share (Detail) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Numerator:
Net income	$ 1,810	$ 2,207
Basic:
Weighted average shares of common stock and vested, undelivered restricted stock units outstanding	28,140,619	28,003,663
Diluted:
Weighted average shares of common stock and vested, undelivered restricted stock units outstanding	28,140,619	28,003,663
Effect of potentially dilutive shares	1,101,728	436,056
Total weighted average shares of common stock and vested, undelivered restricted stock units outstanding and potentially dilutive shares	29,242,347	28,439,719
Basic:
Net income applicable to common stockholders	$ 1,810	$ 2,207
Weighted average shares of stock outstanding	28,140,619	28,003,663
Basic net income per common share	$ 0.06	$ 0.08
Diluted:
Net income applicable to common stockholders	$ 1,810	$ 2,207
Weighted average shares of stock outstanding	29,242,347	28,439,719
Diluted net income per common shares	$ 0.06	$ 0.08

XML

Net Income Per Common Share - Reconciliation of Numerator and Denominator Used in Calculation of Basic and Diluted Net Income Per Common Share (Parenthetical) (Detail) - shares	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Calculation of Numerator and Denominator in Earnings Per Share [Line Items]
Outstanding stock options and unvested restricted stock units excluded from computation of diluted EPS	26,000.0	37,500
Common Shares [Member]
Calculation of Numerator and Denominator in Earnings Per Share [Line Items]
Outstanding stock options and unvested restricted stock units excluded from computation of diluted EPS		2,900,000

XML

Convertible Debt and Loan Agreement - Additional Information (Detail)		1 Months Ended	3 Months Ended
	Dec. 24, 2018 USD ($)	Dec. 31, 2020 USD ($) shares $ / shares	Mar. 31, 2021 USD ($) $ / shares
Line Of Credit Facility [Line Items]
Debt instrument converted		$ 1,000
Debt instrument conversion date		Sep. 14, 2025
Threshold percentage of stock price trigger		130.00%
Percentage of sale price of common stock and conversion rate		98.00%
Implied interest rate			5.00%
Fair value of liability component of debt			$ 158,800,000
Aggregate principal amount		$ 201,250,000	201,250,000
Equity component of the notes			42,500,000
Transaction costs of notes			5,250,000
Transaction costs of equity component			$ 1,404,000
Loan And Security Agreement
Line Of Credit Facility [Line Items]
Debt instrument basis spread on variable rate	1.375%
Loan And Security Agreement | London Interbank Offered Rate (LIBOR) [Member]
Line Of Credit Facility [Line Items]
Debt instrument basis spread on variable rate	2.00%
Common Stock [Member]
Line Of Credit Facility [Line Items]
Closing price of common stock | $ / shares			$ 69.45
0.125% Convertible Senior Notes [Member]
Line Of Credit Facility [Line Items]
Aggregate principal amount of term loan borrowed		$ 201,300,000
Interest rate		0.125%
Loan facility maturity date		Dec. 15, 2025
Debt instrument payment frequency			semiannually
Date of first required payment		Jun. 15, 2021
Debt instrument, conversion rate		14.1977
Debt instrument converted		$ 1,000
Conversion price of debt per share | $ / shares		$ 70.43
Debt instrument conversion date		Sep. 14, 2025
Aggregate principal amount of term loan borrowed		$ 201,300,000
0.125% Convertible Senior Notes [Member] | Common Stock [Member]
Line Of Credit Facility [Line Items]
Number of common stock issuable upon conversion | shares		2,857,447
Loan And Security Agreement | Western Alliance Bank [Member]
Line Of Credit Facility [Line Items]
Aggregate principal amount of term loan borrowed	$ 25,000,000
Loan facility maturity date	Dec. 10, 2023
Aggregate principal amount of term loan borrowed	$ 25,000,000

XML

Convertible Debt and Loan Agreement - Schedule of Notes (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Mar. 31, 2021
Debt Disclosure [Abstract]
Aggregate principal amount	$ 201,250	$ 201,250
Less: debt discount, net of amortization	47,368	6,274
Net carrying amount	153,882	$ 194,976
Equity component (a)	$ 41,059

XML

Convertible Debt and Loan Agreement - Schedule of Notes (Parenthetical) (Detail) $ in Thousands	3 Months Ended
	Mar. 31, 2021 USD ($)
Debt Disclosure [Abstract]
Transaction costs of equity component	$ 1,404

XML

Convertible Debt and Loan Agreement - Schedule Of Interest Expense Recognized (Detail) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2021	Dec. 31, 2020
Debt Disclosure [Abstract]
0.125% coupon	$ 63	$ 10
Amortization of debt discount and transaction costs	327	346
Interest expense recognized	$ 390	$ 356

XML

Convertible Debt and Loan Agreement - Schedule of Fair Value and Carrying Value of Debt Instrument (Detail) - USD ($) $ in Thousands	Mar. 31, 2021	Jan. 01, 2021	Dec. 31, 2020
Debt Disclosure [Abstract]
Convertible senior notes, Fair Value	$ 234,615		$ 218,940
Convertible senior notes, Carrying Value	$ 194,976	$ 194,649	$ 153,882

XML

Leases, Contingencies, and Subsequent Event - Additional Information (Detail)		1 Months Ended	3 Months Ended	12 Months Ended
	Oct. 26, 2017 USD ($) ft²	Apr. 30, 2021 USD ($) ft²	Mar. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)
Lessee Lease Description [Line Items]
Lessee, operating lease, existence of option to extend			true
Operating lease assets (right -of-use assets)			$ 25,174,000	$ 26,031,000
Operating lease liabilities			29,549,000
Charges, claims related to litigation			$ 0	$ 0
Minimum [Member]
Lessee Lease Description [Line Items]
Lessee, operating lease, renewal term			1 year
Maximum [Member]
Lessee Lease Description [Line Items]
Lessee, operating lease, renewal term			5 years
Third Amendment Newton Lease [Member]
Lessee Lease Description [Line Items]
Lease extension date	Dec. 31, 2029
Operating lease term option to extend	5 years
Amendment effective date	Jan. 01, 2018
Base monthly rent	$ 300,000
Percentage increase in base rent	1.00%
Third Amendment Newton Lease [Member] | Minimum [Member]
Lessee Lease Description [Line Items]
Lease agreement for office | ft²	74,000
Third Amendment Newton Lease [Member] | Maximum [Member]
Lessee Lease Description [Line Items]
Lease agreement for office | ft²	110,000
Fourth Amendment [Member]
Lessee Lease Description [Line Items]
One-time cash allowance		$ 600,000
Base monthly rent		$ 250,000
Amendment effective month and year		2021-05
Fourth Amendment [Member] | Minimum [Member]
Lessee Lease Description [Line Items]
Lease agreement for office | ft²		68,000
Fourth Amendment [Member] | Maximum [Member]
Lessee Lease Description [Line Items]
Lease agreement for office | ft²		74,000

XML

Leases, Contingencies, and Subsequent Event - Summary of Maturities of Operating Lease Liabilities (Detail) $ in Thousands	Mar. 31, 2021 USD ($)
Operating Lease Liabilities Payments Due [Abstract]
2021 (April 1 – December 31)	$ 3,494
2022	4,605
2023	4,257
2024	4,253
2025	3,464
Thereafter	14,296
Total future minimum lease payments	34,369
Less imputed interest	4,820
Operating lease liabilities	$ 29,549

XML

Leases, Contingencies, and Subsequent Event - Summary of Operating Lease Liabilities Included in Consolidated Balance Sheet (Detail) - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
Assets And Liabilities Lessee [Abstract]
Current operating lease liability	$ 3,557	$ 3,611
Non-current operating lease liabilities	25,992	$ 26,943
Total operating lease liabilities	$ 29,549

XML

Leases, Contingencies, and Subsequent Event - Summary of Lease Costs (Detail) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Operating Lease Liabilities Payments Due [Abstract]
Operating lease expense	$ 1,142	$ 947
Short-term lease expense	76	28
Total lease expense	$ 1,218	$ 975

XML

Leases, Contingencies, and Subsequent Event - Summary of Additional Information Related to Operating Leases (Detail)	Mar. 31, 2021
Lease Cost [Abstract]
Weighted-average remaining lease term — operating leases	4 years 7 months 6 days
Weighted-average discount rate — operating leases	4.00%

XML

Stock-Based Compensation - Additional Information (Detail) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020	Dec. 31, 2020	Jun. 16, 2017
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Common stock outstanding under the plan	107,500		107,500
Expected dividend yield	0.00%
Employee service share-based compensation, nonvested units, compensation cost not yet recognized	$ 36.3
Employee service share-based compensation, nonvested units, compensation cost not yet recognized, period for recognition	1 year 9 months 18 days
Restricted Stock Units [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Stock options vested	25,677	95,688
Grant date fair value of restricted stock units vested	$ 1.9	$ 2.0
Stock Option 2007 Plan [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Expiry date	2017-05
New awards granted	0
Common stock outstanding under the plan	40,000
Stock Option 2017 Plan [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Common stock outstanding under the plan	1,584,350
Common stock shares reserved for issuance				3,000,000
Plan effective date	Jun. 16, 2017
Minimum [Member] | Stock Option 2007 Plan [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Period of grants vested	3 years
Minimum [Member] | Stock Option 2017 Plan [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Period of grants vested	3 years
Maximum [Member] | Stock Option 2007 Plan [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Period of grants vested	4 years
Period of grants expired	10 years
Maximum [Member] | Stock Option 2017 Plan [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Period of grants expired	10 years

XML

Stock-Based Compensation - Summary of Stock Option Activity under Company's Plans (Detail) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2021 USD ($) $ / shares shares
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]
Options outstanding, beginning balance | shares	107,500
Options outstanding, ending balance | shares	107,500
Options Outstanding, Options exercisable | shares	87,500
Options Outstanding, Options vested or expected to vest | shares	107,164
Weighted-Average Exercise Price Per Share, Options outstanding, beginning balance | $ / shares	$ 17.34
Weighted- Average Exercise Price Per Share, Options outstanding, ending balance | $ / shares	17.34
Weighted- Average Exercise Price Per Share, Options exercisable | $ / shares	14.53
Weighted-Average Exercise Price Per Share, Options vested or expected to vest | $ / shares	$ 17.30
Weighted-Average Remaining Contractual Term in Years, Options outstanding	6 years 4 months 17 days
Weighted-Average Remaining Contractual Term in Years, Options exercisable	5 years 8 months 23 days
Weighted-Average Remaining Contractual Term in Years, Options vested or expected to vest	6 years 4 months 13 days
Aggregate Intrinsic Value, Options outstanding | $	$ 5,602
Aggregate Intrinsic Value, Options exercisable | $	4,806
Aggregate Intrinsic Value, Options vested or expected to vest | $	$ 5,589

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Stock-Based Compensation - Summary of Restricted Stock Unit Activity Under Company's Plans (Detail) - Restricted Stock [Member] - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares, Nonvested outstanding, beginning balance	1,478,000
Shares, Granted	64,152
Shares, Vested	(25,677)	(95,688)
Shares, Nonvested outstanding, ending balance	1,516,475
Weighted-Average Grant Date Fair Value Per Share, Nonvested outstanding, beginning balance	$ 31.33
Weighted-Average Grant Date Fair Value Per Share, Granted	77.93
Weighted-Average Grant Date Fair Value Per Share, Vested	73.22
Weighted-Average Grant Date Fair Value Per Share, Nonvested outstanding, ending balance	$ 32.61
Aggregate Intrinsic Value, Nonvested outstanding	$ 105,319

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Stockholders' Equity - Additional Information (Detail) - USD ($)	3 Months Ended		12 Months Ended
	Mar. 31, 2021	Mar. 31, 2020	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018	May 31, 2020	Nov. 07, 2018
Schedule of Trading Securities and Other Trading Assets [Line Items]
Common stock repurchase, amount		$ 14,824,000
November 2018 Stock Repurchase Plan [Member]
Schedule of Trading Securities and Other Trading Assets [Line Items]
Common stock repurchase authorized amount							$ 25,000,000.0
Common stock repurchased, shares			736,760	411,849	243,425
Common stock repurchase, amount			$ 14,800,000	$ 7,100,000	$ 3,100,000
Stock repurchased, average price per share			$ 20.10	$ 17.14	$ 12.82
Common stock repurchase termination month and year	2020-05
May 2020 Repurchase Program [Member]
Schedule of Trading Securities and Other Trading Assets [Line Items]
Common stock repurchase authorized amount						$ 25,000,000.0
Common stock repurchase, amount			$ 0
2007 and 2017 Plans [Member]
Schedule of Trading Securities and Other Trading Assets [Line Items]
Common stock reserved	1,750,336
2007 and 2017 Plans [Member] | 0.125% Convertible Senior Notes [Member]
Schedule of Trading Securities and Other Trading Assets [Line Items]
Common stock reserved	4,000,186

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Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Income Tax Disclosure [Abstract]
Income tax expense	$ 715	$ 908

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Segment Information - Additional Information (Detail)	3 Months Ended
	Mar. 31, 2021 Segment
Segment Reporting Information [Line Items]
Number of operating segment	1
United Kingdom [Member]
Segment Reporting Information [Line Items]
Long lived assets percentage	35.00%

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Segment Information - Net Sales by Campaign Target Area (Detail) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Revenues from External Customers and Long-Lived Assets [Line Items]
Total Revenues	$ 52,969	$ 31,416
Customers by Campaign Target Area [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Total Revenues	52,969	31,416
North America [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Total Revenues	33,038	19,881
North America [Member] | Customers by Campaign Target Area [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Total Revenues	33,038	19,881
International [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Total Revenues	19,931	11,535
International [Member] | Customers by Campaign Target Area [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Total Revenues	$ 19,931	$ 11,535

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Segment Information - Net Sales to Customers by Geographic Area (Detail) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Revenues from External Customers and Long-Lived Assets [Line Items]
Net sales, Total	$ 52,969	$ 31,416
Unaffiliated Customers by Geographic Area [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Net sales, Total	52,969	31,416
United States [Member] | Unaffiliated Customers by Geographic Area [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Net sales, Total	37,500	22,437
United Kingdom [Member] | Unaffiliated Customers by Geographic Area [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Net sales, Total	8,148	3,792
Other International [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Net sales, Total	19,931	11,535
Other International [Member] | Unaffiliated Customers by Geographic Area [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Net sales, Total	$ 7,321	$ 5,187

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Segment Information - Long-Lived Assets by Geographic Area (Detail) - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
Revenues from External Customers and Long-Lived Assets [Line Items]
Long-lived assets, Total	$ 301,865	$ 301,651
United States [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Long-lived assets, Total	195,627	195,424
International [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Long-lived assets, Total	$ 106,238	$ 106,227

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Acquisitions - Additional Information (Detail) $ in Thousands	1 Months Ended	12 Months Ended
	Dec. 31, 2020 USD ($)	Dec. 31, 2020 USD ($) Company	Mar. 31, 2021 USD ($)
Business Acquisition [Line Items]
Goodwill	$ 179,118	$ 179,118	$ 179,417
Bright TALK [Member]
Business Acquisition [Line Items]
Fair value of cash consideration transferred	$ 151,000
Date of acquisition	Dec. 31, 2020
Business acquisition expected valuation term	1 year
Other Acquisitions [Member]
Business Acquisition [Line Items]
Fair value of cash consideration transferred		$ 25,000
Number of acquisitions | Company		2
Contingent consideration	$ 2,200	$ 2,200
Intangible assets	17,100	17,100
Assumed liabilities	3,500	3,500
Goodwill	$ 12,700	$ 12,700