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Stock-based Awards
 12 Months Ended
Dec. 31, 2023
Share-Based Payment Arrangement [Abstract]  
Stock-based Awards Stock-based Awards
The Company’s stockholders approved the Company’s 2023 Equity Incentive Plan (the “2023 Plan”) at its June 2023 Annual Meeting of Stockholders. The 2023 Plan serves as the successor to the 2014 Equity Incentive Plan (the “2014 Plan), which was terminated when the 2023 Plan was adopted. Prior awards granted under the 2014 Plan continue to be subject to the terms and provisions of the 2014 Plan. In connection with the Company’s initial public offering in May 2014 (the “IPO”), the Company’s 2005 Equity Incentive Plan and 2008 Equity Incentive Plan were terminated and the Company’s 2015 Inducement Equity Incentive Plan was terminated in February 2022. Upon termination of the 2014 Plan, the shares reserved for issuance under the 2023 Plan included: (i) shares that have been reserved but not issued pursuant to any awards granted under the 2014 Plan and were not subject to any awards granted thereunder, plus (ii) shares subject to awards granted under the 2014 Plan that expire or otherwise terminate without having been exercised or issued in full, are forfeited to or repurchased by the Company due to failure to vest or are acquired by the Company (other than shares repurchased by the Company on the open market) pursuant to awards granted under the 2014 Plan used to pay the exercise price or purchase price of such an award or to satisfy the tax withholding obligations of such an award.
In accordance with the evergreen provision of the 2014 Plan, the shares available for issuance under the 2014 Plan included an annual increase on January 1 of each year equal to the least of: (x) 10,000,000 shares; (y) 5% of the total outstanding shares of the Company’s common stock as of the last day of the prior fiscal year; or (z) such lesser amount as determined by the Company’s Board of Directors. On January 1, 2023, the final evergreen increase of the now-terminated 2014 Plan resulted in an additional 4,421,954 shares of common stock being available for issuance under the 2014 Plan.
As of December 31, 2023, the total number of shares available for future issuance under the 2023 Plan was 22,770,982 shares. Under the 2023 Plan, the Company has the ability to issue incentive stock options, nonstatutory stock options, restricted stock, restricted stock units, stock appreciation rights, performance units, and performance shares. The exercise price of stock options granted under the 2023 Plan must at least equal the fair market value of the Company’s common stock on the date of grant. Stock options granted generally vest monthly over a four-year period and expire 10 years from the date of grant. Restricted stock units generally vest quarterly over a four-year period. Performance stock units granted generally vest at the end of a three-year period.
Stock Options
A summary of the Company’s stock option activity for the year ended December 31, 2023 is as follows:
 Number of OptionsWeighted-Average Exercise PriceWeighted-Average Remaining Contractual Life
Aggregate Intrinsic Value (1)
 (in years)(in millions)
Outstanding at December 31, 20225,114,490 $9.50 4.7 
Granted— —   
Exercised(290,519)2.45   
Forfeited/expired(2,583,073)9.29   
Outstanding at December 31, 20232,240,898 $10.65 3.1$0.1 
Vested and expected to vest at December 31, 20232,240,898 $10.65 3.1$0.1 
Exercisable at December 31, 2023
2,130,504 $10.96 2.8$0.1 
(1)The aggregate intrinsic value represents the excess of the closing price of the Company’s common stock of $3.46 on December 31, 2023 over the exercise price of in-the-money stock option awards.
At December 31, 2023, total remaining stock-based compensation expense for unvested option awards was $0.3 million, which is expected to be recognized over a weighted-average period of 1.2 years.
The weighted-average grant-date fair value per share of options granted for the year ended 2021 was $2.78. There were no option grants in 2023 or 2022. The Company recorded stock-based compensation expense for stock option awards of $0.9 million, $1.5 million, and $3.7 million, for the years ended December 31, 2023, 2022, and 2021, respectively.
The total intrinsic value of options exercised in 2023, 2022, and 2021 was $0.1 million, less than $0.1 million, and $0.7 million, respectively.
Restricted Stock Units
A summary of the Company’s restricted stock unit (“RSU”) activity for the year ended December 31, 2023 is as follows:
 Number of SharesWeighted-Average Grant Date Fair Value
Non-vested — December 31, 2022
7,519,112 $3.77 
Granted5,149,290 2.31 
Vested(3,321,345)3.59 
Forfeited(3,583,547)3.16 
Non-vested — December 31, 2023
5,763,510 $2.94 
The total fair market value of RSUs that vested for the years ended December 31, 2023, 2022, and 2021 was $8.3 million, $8.4 million, and $15.8 million, respectively.
The weighted-average grant-date fair value of RSUs granted for the years ended December 31, 2023, 2022, and 2021 was $2.31, $3.49, and $4.49, respectively. For the years ended December 31, 2023, 2022, and 2021, the Company recorded $10.8 million, $12.1 million, and $15.2 million in compensation expense, respectively. At December 31, 2023, total remaining stock-based compensation expense for non-vested RSUs is $15.5 million, which is expected to be recognized over a weighted-average period of 2.4 years.
Performance Stock Units
Performance stock units (“PSU”) vesting is subject to the achievement of certain market conditions over a three-year period. The number of shares of common stock to be issued under a PSU agreement is based upon a comparison of the Company’s total stockholder return (“TSR”) determined by reference to the Company’s compound annual growth in stock price (“CAGR”) relative to the Russell 2000 Total Return Index (the “Index”), over a three year performance period. If the CAGR is equal to that of the Index, the target number of PSUs will vest. For every percentage point that the CAGR exceeds the Index, the number of PSUs that are eligible to vest in excess of target is increased by a respective amount of percentage points, and for every percentage point that the CAGR is below the Index, the number of PSUs that are eligible to vest is decreased by a respective amount of percentage points as well. If the Company’s absolute CAGR is negative during the performance period of the PSUs, then the executives’ payout will be capped at 100% of target, irrespective of the extent to which the CAGR exceeds the Index. Payouts of the performance share awards range from 0% to 175% of the target awards based on the Company’s TSR ranking relative to the Index.
A summary of the Company’s PSU activity for the year ended December 31, 2023 is as follows:
 
Performance Share Units
Weighted-Average Grant Date Fair Value
Outstanding — December 31, 2022
2,488,757 $4.86 
Granted1,939,320 2.75 
Vested(296,235)3.37 
Forfeited(1,613,286)3.67 
Outstanding — December 31, 2023
2,518,556 $4.18 
The total fair market value of PSUs that vested for the years ended December 31, 2023 and 2022 was $0.7 million and $0.1 million, respectively. No PSUs vested during the year ended December 31, 2021.
The weighted-average grant-date fair value of PSUs granted for the years ended December 31, 2023, 2022, and 2021 was $2.75, $4.90, and $5.99, respectively. For the years ended December 31, 2023, 2022, and 2021, the Company recorded $2.6 million, $4.1 million, and $1.5 million in compensation expense, respectively. At December 31, 2023, total remaining stock-based compensation expense for non-vested PSUs is $3.3 million, which is expected to be recognized over a weighted-average period of 1.8 years.
Valuation Assumptions and Stock-based Compensation Cost
The fair value of stock options granted to employees is estimated on the grant date using the Black-Scholes option-pricing model. This valuation model requires the Company to make assumptions and judgments about the variables used in the calculation, including the expected term, the volatility of the Company’s common stock, risk-free interest rate, and expected dividends. The Company uses the simplified method under the SEC’s Staff Accounting Bulletin No. 107, Share-Based Payment, to calculate expected term for plain vanilla share options, as the Company does not have sufficient historical exercise data to provide a reasonable basis upon which to estimate expected term. The computation of expected volatility is based on the historical volatility of the Company’s common stock. The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant for periods corresponding with the expected life of the option. The Company uses an expected dividend of zero, as it does not anticipate paying any dividends in the foreseeable future. Forfeitures on share-based awards are recognized as they occur.
The fair value of each stock option award was estimated at the date of grant using a Black-Scholes option-pricing model with the following weighted-average assumptions for grants in 2021:
 Year Ended December 31,
 2021
Risk-free interest rate0.95 %
Expected term (years)6.05
Expected volatility65 %
Dividend yield— 
The fair value of each PSU award was estimated at the date of grant using a Monte Carlo simulation valuation model. This valuation model requires the Company to make assumptions and judgments about the variables used in the calculation. In calculating the fair value of the award, the risk-free interest rate is based on the yield of a Treasury Note with a term commensurate with the term of the PSU. The expected term is based on the remainder of the performance cycle as of the date of grant. The expected volatility is based on the three year historical stock price for the Company and the Index. The correlation is calculated based on the stock price of the Company and the Index for the three year volatility period. The following weighted-average assumptions were used in estimating the fair value of the PSUs at the date of grant:
 
Year Ended December 31,
 202320222021
Expected volatility of common stock
67 %64 %64 %
Expected volatility of Index
31 %30 %29 %
Average correlation coefficient of the Company and the Index
0.370.320.28
Risk-free interest rate
4.59 %2.55 %0.34 %
Expected term (years)
2.962.953.01
The Company recorded stock-based compensation cost relating to stock options, RSUs, and PSUs in the following categories on the accompanying consolidated statements of comprehensive loss (in thousands):
 Year Ended December 31,
 202320222021
Cost of revenue$191 $185 $227 
Sales and marketing3,592 4,884 6,958 
Technology and development3,500 4,186 4,489 
General and administrative7,016 8,426 8,721 
Total stock-based compensation expense14,299 17,681 20,395 
Amount capitalized to internal-use software838 1,019 1,296 
Total stock-based compensation cost$15,137 $18,700 $21,691