In connection with the IPO, the Company’s amended and restated certificate of incorporation became effective, which authorized the issuance of 10,000,000 shares of undesignated preferred stock with a par value of $0.00001 per share with rights and preferences, including voting rights, designated from time to time by the board of directors.

The Company has two classes of common stock: Class A common stock and Class B common stock. In connection with the IPO, the Company’s amended and restated certificate of incorporation authorized the issuance of 1,000,000,000 shares of Class A common stock and 350,000,000 shares of Class B common stock. The shares of Class A common stock and Class B common stock are identical, except with respect to voting, conversion, and transfer rights. Each share of Class A common stock is entitled to one vote. Each share of Class B common stock is entitled to ten votes. Class A and Class B common stock have a par value of $0.00001 per share, and are referred to as common stock throughout these notes to the condensed consolidated financial statements, unless otherwise noted. Holders of common stock are entitled to receive any dividends as may be declared from time to time by the board of directors.

Shares of Class B common stock may be converted to Class A common stock at any time at the option of the stockholder. Shares of Class B common stock automatically convert to Class A common stock upon the following: (1) sale or transfer of such share of Class B common stock, except for certain permitted transfers as described in our amended and restated certificate of incorporation; (2) the death of such Class B common stockholder (or nine months after the date of death if the stockholder is our founder); and (3) on the final conversion date, defined as the

earlier of (a) the last trading day of the fiscal year following the seventh anniversary of the IPO; or (b) the date specified by a vote of the holders of a majority of the outstanding shares of Class B common stock, voting as a single class.


	September 30, 2021	December 31, 2020
Redeemable convertible preferred stock	—	153,938
2011 Stock Plan:
Options and RSUs outstanding	60,319	36,024
Shares reserved for future award issuances	—	9,981
2021 Equity Incentive Plan:

Shares reserved for future award issuances	35,059	—
2021 Employee Stock Purchase Plan	6,500	—
Total shares of common stock reserved for issuance	101,878	199,943

In 2011, the Company adopted the 2011 Stock Plan (the 2011 Plan) pursuant to which the board of directors (the Board) may grant incentive stock options to purchase shares of the Company’s common stock, non-statutory stock options to purchase shares of the Company’s common stock, stock appreciation rights, restricted stock and RSUs. The 2011 Plan was terminated in September 2021 in connection with the IPO but continues to govern the terms of outstanding awards that were granted prior to its termination. With the establishment of the 2021 Equity Incentive Plan (the 2021 Plan) as further discussed below, upon the expiration, forfeiture, cancellation, or reacquisition of any shares of Class B common stock underlying outstanding stock-based awards granted under the 2011 Plan, an equal number of shares of Class A common stock will become available for grant under the 2021 Plan.

In August 2021, the Board adopted the 2021 Plan, which became effective upon the IPO. Upon adoption, the 2021 Plan began with a reserve of 35,000,000 new shares of Class A common stock for future issuance, with (i) an automatic increase occurring on January 1 of each year by 5% of the aggregate number of shares of common stock of all classes issued and outstanding on December 31 of the preceding calendar year, or (ii) a lesser number of shares determined by the Board prior to January 1 of each year. The reserve is reduced by the number of shares granted, and increased by the number of shares subject to stock options or other stock awards that would have otherwise returned to the 2011 Plan, up to a maximum of 51,178,920 shares. As of September 30, 2021, 59,470 shares cancelled from the 2011 Plan were added to the reserve, increasing it to 35,059,470 shares available for future issuance, and no shares have been granted from the 2021 Plan.

In August 2021, the Board adopted the ESPP, which became effective upon the Company’s IPO. Initially, 6,500,000 Class A shares of common stock have been reserved for future issuance under the ESPP, with an automatic increase to such reserve on January 1 of each year.

The price at which Class A common stock is purchased under the ESPP is equal to 85% of the fair market value of a share of the Company’s Class A common stock on the first or last day of the offering period, whichever is lower. Offering periods are generally six months long and begin on May 15 and November 15 of each year, except for the first offering period. The enrollment in the ESPP began upon the completion of the IPO, which was September 22, 2021, with contributions from employees beginning on October 1, 2021. The first offering period will end on May 13, 2022.


Share Information:	Number of Shares	Weighted-Average Exercise Price		Weighted-Average Remaining Contractual Term (in years)	Aggregate Intrinsic Value (1)
	(in thousands, except per share data)
Balance as of December 31, 2020	2,096	$	0.23	4.1	$	33,947
Stock options granted	—	$	—
Stock options exercised	(210)	$	0.22
Stock options cancelled / forfeited / expired	(203)	$	0.06
Balance as of September 30, 2021(2)	1,683	$	0.25	3.8	$	71,401

(1)Aggregate intrinsic value for stock options represents the difference between the exercise price and the per share fair value of the Company’s common stock as of the end of the period, multiplied by the number of stock options outstanding, exercisable, or vested.


Share Information:	Number of Shares	Weighted-Average Grant Date Fair Value Per Share
	(in thousands, except per share data)
Unvested, as of December 31, 2020	33,928	$	5.41
Granted	26,376	$	24.43
Vested	—	$	—
Forfeited	(1,668)	$	10.35
Unvested, as of September 30, 2021	58,636	$	13.81

In May 2019, the Board approved a grant of 166,390 performance-based RSUs (PRSUs) to the Company’s CEO. The vesting of these PRSUs is contingent upon the satisfaction of all three of the following: (i) the achievement of certain revenue-related milestones on or before December 31, 2019, (ii) vesting over the requisite service period in accordance with the Plan, and (iii) a liquidity event. The revenue-related milestone was met as of December 31, 2019, and the liquidity event condition was met upon the completion of the IPO as described in Note 1—Initial Public Offering. As of September 30, 2021, the time-based vesting was the only condition yet to be satisfied over the remaining requisite service period.

In September 2021, the Board approved a grant of 6,000,000 PRSUs to the Company's CEO with a time-based service condition beginning January 1, 2022, and a market condition involving five separate stock price targets ranging from $70.00 to $200.00 per share for each of the five vesting tranches (CEO Performance Award). These stock price targets will be measured based on the average closing price over a consecutive 60-trading day period, beginning on the first trading day after the expiration of the final lock-up period in February 2022. The vesting of the CEO Performance Award is contingent upon the completion of the requisite service through January 1, 2029 and the achievement of the specified stock price target in each tranche on or before January 1, 2029. The stock price targets are not required to be achieved within the service period of each tranche, and accordingly, multiple tranches

For the three and nine months ended September 30, 2021, the Company recognized $1.9 million of stock-based compensation expense associated with the performance-based awards described above, of which $1.4 million was related to the CEO Performance Award. Stock-based compensation expense for these performance-based awards was recorded in general and administrative expenses in the condensed consolidated statements of operations.

For the three and nine months ended September 30, 2021, stock-based compensation expense of $124.3 million included a cumulative charge associated with certain RSUs for which the service-based vesting condition has been satisfied upon the completion of the liquidity event, as further described in Note 1—Initial Public Offering.

In 2020 and 2021, the Board approved separation agreements for two senior executives who terminated employment with the Company. Pursuant to such agreements, the Company accelerated the vesting of RSUs and accounted for this as a modification of their original stock-based awards. For the three and nine months ended September 30, 2021, in connection with these arrangements, the Company recognized stock-based compensation of $6.1 million, of which $2.6 million and $3.5 million was recorded to research and development and sales and marketing, respectively.

Stock-based compensation for the nine months ended September 30, 2020 included expenses recognized from employee stock-based awards, and the excess value of $43.2 million paid to repurchase shares in a secondary transaction. The excess value was comprised of $10.8 million recorded in general and administrative expense for the repurchase of redeemable convertible preferred stock (as described in Note 10), and $32.4 million for the repurchases of shares of common stock from the Company’s founders and a number of employees, of which $16.5 million and $15.9 million were recorded in general and administrative expense and research and development expense, respectively.


	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020
Employee awards:
Cost of revenue	$	3,983	$	—	$	3,983	$	—
Research and development	36,823		—		36,823		8
Sales and marketing	40,465		—		40,465		7
General and administrative	42,988		—		42,988		29
Total employee awards	124,259		—		124,259		44

Secondary transaction	—		—		—		43,236
Stock-based compensation, net of amounts capitalized	124,259		—		124,259		43,280
Capitalized stock-based compensation	458		—		458		—
Total stock-based compensation expense	$	124,717	$	—	$	124,717	$	43,280

Stock-based compensation expense recorded to research and development in the condensed consolidated statements of operations excludes amounts that were capitalized for internal-use software for the three and nine months ended September 30, 2021.