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Stockholders' Equity
 6 Months Ended
Jun. 30, 2022
Stockholders' Equity Note [Abstract]  
Stockholders' Equity STOCKHOLDERS’ EQUITY
a. Stock plans:

On December 30, 2005, the Company’s board of directors adopted the Varonis Systems, Inc. 2005 Stock Plan (the “2005 Plan”). As of December 31, 2013, the Company had reserved 14,139,957 shares of common stock available for issuance to employees, directors, officers and consultants of the Company and its subsidiaries. The awards generally vest over four years. No awards were granted under the 2005 Plan subsequent to December 31, 2013, and no further awards will be granted under the 2005 Plan.
On November 14, 2013, the Company’s board of directors adopted the Varonis Systems, Inc. 2013 Omnibus Equity Incentive Plan (the “2013 Plan”) which was subsequently approved by the Company’s stockholders. The Company initially reserved 5,713,899 shares of common stock for issuance under the 2013 Plan to employees, directors, officers and consultants of the Company and its subsidiaries. The number of shares of common stock available for issuance under the 2013 Plan was increased on January 1, 2016 and has been, and will be, increased on each January 1 thereafter by four percent (4%) of the number of shares of common stock issued and outstanding on each December 31 immediately prior to the date of increase (rounded down to the nearest whole share), but the amount of each increase will be limited to the number of shares of common stock necessary to bring the total number of shares of Common Stock available for grant and issuance under the 2013 Plan to five percent (5%) of the number of shares of common stock issued and outstanding on each December 31. Since January 1, 2016, the share reserve under the 2013 Plan has been automatically increased by an aggregate of 24,217,741 shares. Awards granted under the 2013 Plan generally vest over four years. Any award that is forfeited or canceled before expiration becomes available for future grants under the 2013 Plan.

On October 22, 2020, and as part of the acquisition, the Company’s board of directors approved the assumption of a certain portion of Polyrize Options pursuant to the terms and conditions of the Polyrize 2019 Share Incentive (“Polyrize Plan”).

A summary of employees’ stock options activities during the six months ended June 30, 2022 is as follows:
 
 Six Months Ended
June 30, 2022 (unaudited)
 NumberWeighted
average
exercise price		Aggregate
intrinsic value
(in thousands)		Weighted average
remaining
contractual life
(years)
Options outstanding as of January 1, 2022803,870 $7.077 $33,524 2.747
Granted— $— 
Exercised(4,108)$6.808 
Forfeited and expired— $— 
Options outstanding as of June 30, 2022
799,762 $7.078 $17,788 2.245
Options exercisable as of June 30, 2022
788,374 $7.099 $17,519 2.168
 
The aggregate intrinsic value in the table above represents the total intrinsic value that would have been received by the option holders had all option holders exercised their options on the last date of the period. Total intrinsic value of options exercised for the six months ended June 30, 2022 was $136. As of June 30, 2022, there was $340 of total unrecognized compensation cost related to non-vested share-based compensation arrangements granted under the 2005 Plan, 2013 Plan and Polyrize Plan. This cost is expected to be recognized over a weighted-average period of approximately 1.401 years.

b. The options outstanding as of June 30, 2022 (unaudited) have been separated into ranges of exercise price as follows:
Range of exercise price
Options outstanding
as of
June 30, 2022
Weighted average remaining contractual life (years)Weighted average exercise price of options outstanding
Options exercisable as of
June 30, 2022
Weighted average remaining contractual life (years)Weighted average exercise price of options exercisable
$4.157 —5.682223,761 2.442 $4.880 212,373 2.165 $4.828 
$6.503 —8.077430,099 2.062 $7.111 430,099 2.062 $7.111 
 $9.960120,180 2.647 $9.960 120,180 2.647 $9.960 
 $13.28725,722 1.726 $13.287 25,722 1.726 $13.287 
   799,762 2.245 $7.078 788,374 2.168 $7.099 
c.Options issued to consultants:

The Company’s outstanding options granted to consultants for services as of June 30, 2022 (unaudited) were as follows:
 
Number of options outstanding and exercisable as of June 30, 2022
Range of exercise price
per share		Exercisable through
August 2013 - February 201622,650 $5.623 —$13.287 August 2023 - February 2026

d.Restricted stock units ("RSUs") and performance stock units ("PSUs"):

A summary of RSUs and PSUs for employees, consultants and non-employee directors of the Company for the six months ended June 30, 2022 (unaudited) is as follows:
 
 Number of
shares underlying
outstanding
RSUs and PSUs		Weighted-
average
grant date
fair value
Unvested balance - January 1, 20227,726,125 $42.53 
Granted3,678,761 $42.69 
Vested(2,868,968)$34.86 
Forfeited(394,476)$47.58 
Unvested balance – June 30, 2022
8,141,442 $45.06 
 
As of June 30, 2022, there was $309,222 of total unrecognized compensation cost related to employees and non-employees unvested restricted stock units and performance stock units which is expected to be recognized over a weighted-average period of 2.533 years.

e.2015 Employee Stock Purchase Plan:

On May 5, 2015, the Company’s stockholders approved the Varonis Systems, Inc. 2015 Employee Stock Purchase Plan (the “ESPP”), which the Company’s board of directors had adopted on March 19, 2015. The ESPP became effective as of June 30, 2015. The ESPP allows eligible employees to purchase shares of the Company’s common stock at a discount through payroll deductions of up to 15% of their eligible compensation, at not less than 85% of the fair market value of the Company’s common stock on the first day or last trading day in the offering period, subject to any plan limitations. The Company initially reserved 1,500,000 shares of common stock for issuance under the ESPP. The number of shares available for issuance under the ESPP was increased on January 1, 2016 and has been, and will be, increased each January 1 thereafter, by an amount equal to the lesser of (i) one percent (1%) of the number of shares of common stock issued and outstanding on each December 31 immediately prior to the date of increase, except that the amount of each such increase will be limited to the number of shares of common stock necessary to bring the total number of shares of common stock available for issuance under the ESPP to two percent (2%) of the number of shares of common stock issued and outstanding on each such December 31, or (ii) 1,200,000 shares of common stock. Since January 1, 2016, the share reserve under the ESPP has been automatically increased by an aggregate of 3,004,765 shares. The ESPP will continue in effect until the earlier of (i) the date when no shares of common stock are available for issuance thereunder or (ii) June 30, 2025; unless terminated prior thereto by the Company’s board of directors or compensation committee, each of which has the right to terminate the ESPP at any time.
f.Stock-based compensation expense for employees and consultants:
 
The Company recognized stock-based compensation expense in the consolidated statements of operations as follows (in thousands):
 
 Three Months Ended
June 30,		Six Months Ended
June 30,
 2022202120222021
(unaudited)(unaudited)
Cost of revenues$3,015 $1,856 $6,102 $3,445 
Research and development13,638 8,920 26,238 16,078 
Sales and marketing13,568 9,492 26,664 17,234 
General and administrative7,537 5,600 14,752 10,490 
Total$37,758 $25,868 $73,756 $47,247 

g.Common stock split:
 
On February 8, 2021, the Company announced a three-for-one split of its common stock to stockholders of record as of the close of business on March 12, 2021. Trading of the Company's common stock began on a split-adjusted basis on March 15, 2021.

h.Follow-on offering:
 
On February 16, 2021, the Company completed a registered public offering of 7,961,538 shares of the Company's common stock, which included 1,038,459 additional optional shares, at a price of $65.00 per share, before underwriting discounts and commissions. The common stock offering generated net proceeds to the Company of approximately $500,034, after deducting $17,466 in underwriting discounts and commissions and offering costs, which have been recorded against the proceeds received from the offering.