United States securities and exchange commission logo





                            April 1, 2021

       Anna Bryson
       Chief Financial Officer
       Doximity, Inc.
       500 3rd St. Suite 510
       San Francisco, CA 94107

                                                        Re: Doximity, Inc.
                                                            Draft Registration
Statement on Form S-1
                                                            Submitted March 5,
2021
                                                            CIK: 0001516513

       Dear Ms. Bryson:

              We have reviewed your draft registration statement and have the
following comments. In
       some of our comments, we may ask you to provide us with information so
we may better
       understand your disclosure.

              Please respond to this letter by providing the requested
information and either submitting
       an amended draft registration statement or publicly filing your
registration statement on
       EDGAR. If you do not believe our comments apply to your facts and
circumstances or do not
       believe an amendment is appropriate, please tell us why in your
response.

             After reviewing the information you provide in response to these
comments and your
       amended draft registration statement or filed registration statement, we
may have additional
       comments.

       Draft Registration Statement on Form S-1 submitted March 5, 2021

       Prospectus Summary
       Overview, page 1

   1.                                                   You describe yourself
as the    leading digital platform for U.S. medical professionals.
                                                        Please provide the
basis for your characterization that you have a leading software
                                                        platform and describe
how this leadership is defined and/or determined. For example, it is
                                                        not clear whether you
are basing this on objective criteria such as market share based on
                                                        revenues for competing
software platforms in your industry.
   2.                                                   Clarify that your
revenue generating customers are pharmaceutical and health care system
                                                        subscribers, not
medical professionals.
 Anna Bryson
Doximity, Inc.
April 1, 2021
Page 2
3.       We note that you entered into a partnership with U.S. News & World
Report. Please
         revise to provide the material terms of that agreement and file it as
an exhibit.
Risk Factors
If we are unable to implement and maintain effective internal controls over
financial reporting...,
page 52

4.       We note your disclosure on page F-9 where you identified and corrected
a number
         of errors subsequent to the issuance of the financial statements for
the year ended March
         31, 2020. So investors can better understand risks associated with
your internal control
         over financial reporting, please revise to briefly describe the
material weaknesses
         management identified, if any, in your internal controls over
financial reporting in your (i)
         financial statement close process, (ii) deferred revenue
reconciliation process and (iii)
         capitalization of internal-use software development costs. For
example, explain the
         reasons for, or the circumstances that resulted in, the weakness in
internal controls in these
         areas, and address the remedial measures taken to address these
material weaknesses, if
         any.
Management's Discussion and Analysis of Results of Operations and Financial
Condition
Key Business and Financial Metrics, page 66

5.       We note your disclosure that Net Revenue Retention Rate captures
customer renewals,
         expansion, contraction, and churn. Please tell us if any of those
underlying metrics are
         key metrics relied upon by management to evaluate the business. If so,
provide a
         discussion of each metric and include quantified disclosure for each
metric for
         each period presented.
Results of Operations, page 70

6.       For all periods presented, please revise to separately quantify and
further analyze each
         significant factor contributing to the change for each of the line
items discussed within the
         results of operations section. In regard to revenues, for example,
please separately
         identify the amount of revenues generated from Marketing, Hiring, and
Telehealth
         solutions and discuss the factors that drove growth and provide
corresponding
         quantification of each factor or offset. When discussing associated
costs, for instance,
         please identify and quantify headcount growth for your customer
success teams. Refer to
         Item 303(a)(3)(iii) of Regulation S-K.
Non-GAAP Financial Measures, page 78

7.     Please accompany your presentations of Adjusted EBITDA margin with an
equally
FirstName LastNameAnna Bryson
       prominent presentation of a comparable ratio calculated using GAAP
amounts. Refer to
Comapany
       ItemNameDoximity,     Inc.
             10(e)1(i)(A) of Regulation S-K and footnote 27 of non-GAAP
adopting Release No.
April 1,33-8176.
         2021 Page 2
FirstName LastName
 Anna Bryson
FirstName   LastNameAnna Bryson
Doximity, Inc.
Comapany
April       NameDoximity, Inc.
       1, 2021
April 31, 2021 Page 3
Page
FirstName LastName
Business, page 88

8.       Please revise to provide a discussion regarding the competing
interests and priorities of
         your customers as compared to your members or users. In that regard,
we note that you
         derive a majority of revenue from customers that target your users
which may present a
         conflict for the company when the interests of your customers do not
align with the
         interests of your members. As part of your discussion, address how the
company will
         manage such conflicts.
9.       You disclose that your platform provides members with a feed of
relevant articles related
         to their field of practice. Please tell us whether you have any
material agreements with
         third-party content providers, such as PubMed, and the terms of those
agreements. In
         addition, please provide additional disclosure regarding whether
access to third-party
         content providers are free for your users or if each user has to pay
for access separately.
10.      We note your disclosure that your Residency Navigator product
"provides a transparent
         look into U.S. medical residency programs" to allow medical students
to compare
         different programs. Please revise to clarify whether hospitals or
residency programs can
         pay to improve their standing or to be seen by more medical students.
In addition, please
         tell us whether you have any material agreements with any schools or
residency programs
         to highlight those programs.
2. Summary of Significant Accounting Policies
Revenue Recognition, page F-11

11.      In order to better understand the nature of the services transferred
in your
         arrangements, please clearly identify the nature of performance
obligations specified in
         your contracts for each service line (Marketing, Hiring and
Telehealth). For example, in
         regard to Marketing solutions, describe in further detail your typical
contractual service
         obligations, including hosting sponsored content and messaging. Also
clarify and
         explain the contractual provisions in your Marketing solution
arrangements that result
         in multiple performance obligations, as compared to stand-ready
obligations that are
         treated as a single performance obligation.
12.      For your arrangements that provide a series of stand-ready performance
obligations,
         please tell us how you determined that this is a stand-ready
obligation and recognizing
         revenue ratably over the term accurately depicts your performance in
transferring control
         of the services promised to your customer. Refer to ASC 606-10-25-31.
13.      Your disclosure indicates that you recognize sales generated through
the use of third-party
         media agencies on a gross basis since the Company is the principal in
these
         transactions. Please describe the services provided by each party
involved in these third-
         party transactions and tell us how you determined you control each
service before it is
         transferred to the customer. Reference ASC 606-10-55-36 through 40.
 Anna Bryson
FirstName   LastNameAnna Bryson
Doximity, Inc.
Comapany
April       NameDoximity, Inc.
       1, 2021
April 41, 2021 Page 4
Page
FirstName LastName
14.      We note that you consider the services provided in Marketing solution
subscriptions to be
         distinct and separate performance obligations "that represent a
promise to provide a
         defined quantity of unique periods of services." Therefore, you
allocate revenue to each
         individual period and recognize revenue as the control is transferred,
which
         suggests point-in-time recognition when the services are delivered.
Please clarify how
         this method of recognition "generally equates to ratably over the
service period." In
         addition, please provide disclosures of revenues recognized at a point
in time and over
         time for each service line disclosed in your footnote. We refer you to
ASC 606-10-50-
         91(f).
Revenue Disaggregation, page F-12

15.      We refer to your tabular disclosure of revenue by contract type.
Please consider including
         disaggregated revenue by type of service since you disclose throughout
the prospectus that
         you principally monetize your platform through your "Marketing,
Hiring, and Telehealth
         Solutions." Reference is made to ASC 606-10-50-5 and ASC
606-10-55-91(a). Please
         revise or advise.
Deferred Revenue, page F-13

16.      Please clarify how the relationship between the timing of payment from
your customer
         and the satisfaction of your performance obligation impacts your
deferred revenue
         balances and when you expect to recognize as revenue the amount
recognized as deferred
         revenue. Please refer to ASC 606-10-50-9 and 13. Your presentation
should also include
         a roll-forward of your deferred revenue liability account, if
material.
Note 6. Business Combinations, Intangible Assets, and Goodwill, page F-25

17.      Regarding your acquisition of Curative Talent, LLC, please explain to
us your
         consideration of Rule 3-05 and Article 11 of Regulation S-X.
Note 10. Stock Option Plan, page F-30

18.      We note that that the fair value of your common stock is a key input
to the determination
         of the fair value of your stock options. Please disclose the fair
value of your common
         stock used in the determination of the fair value of your stock
options for the period(s)
         presented.
19.      Please provide us with a breakdown of all stock-based compensation
awards granted since
         December 31 2020 including the fair value of the underlying stock used
to value such
         awards. To the extent there was any significant fluctuations in the
fair values, please
         describe for us the factors that contributed to such fluctuations,
including any intervening
         events within the company or changes in your valuation assumptions or
methodology.
 Anna Bryson
FirstName   LastNameAnna Bryson
Doximity, Inc.
Comapany
April       NameDoximity, Inc.
       1, 2021
April 51, 2021 Page 5
Page
FirstName LastName
General

20.      Please provide us with copies of all written communications, as
defined in Securities Act
         Rule 405, that you, or anyone authorized to do so on your behalf,
present to potential
         investors in reliance on Securities Act Section 5(d), whether or not
they retain copies of
         the communications.
        You may contact Joseph Cascarano, Staff Accountant at (202) 551-3376 or
Robert
Littlepage, Accounting Branch Chief, at (202) 551-3361 if you have questions
regarding
comments on the financial statements and related matters. Please contact
Matthew Derby, Staff
Attorney, at (202) 551-3334 or Larry Spirgel, Office Chief, at (202) 551-3815
with any other
questions.



                                                              Sincerely,

                                                              Division of
Corporation Finance
                                                              Office of
Technology