As of March 31, 2022, no terms of the preferred stock have been designated, no shares of preferred stock were outstanding and we have no present plan to issue any shares of preferred stock.

We have three authorized classes of common stock: Class A, Class B, and Class C. Holders of our Class A common stock are entitled to one vote per share on all matters to be voted upon by our stockholders, holders of our Class B common stock are entitled to 10 votes per share on all matters to be voted upon by our stockholders and, except as otherwise required by applicable law, holders of our Class C common stock are not entitled to vote on any matter to be voted upon by our stockholders. The holders of our Class A common stock and Class B common stock vote together as a single class, unless otherwise required by our Charter or applicable law.

The convertible notes issued in February 2021 (see Note 5 for further information) were converted into 137.3 million shares of Class A common stock at a conversion price of $26.60 per share upon completion of our IPO.

As of March 31, 2022, warrants outstanding consisted of warrants to purchase 14.3 million shares of Class A common stock with a strike price of $26.60 per share for a maximum purchase amount of $380 million. The warrants expire on February 12, 2031 and can be exercised in cash or for net shares at the holder’s option. As of March 31, 2022, the warrants have not been exercised and are included as a component of additional paid in capital on the unaudited condensed consolidated balance sheets.

Our Amended and Restated 2013 Stock Plan, as amended (the “2013 Plan”), and our 2020 Equity Incentive Plan, as amended (the “2020 Plan”), provided for share-based awards to eligible participants, granted as incentive stock options (“ISOs”), non-statutory stock options (“NSOs”), restricted stock units ("RSUs"), stock appreciation rights (“SARs”) or restricted stock awards (“RSAs”). Our 2013 Plan was

terminated in connection with adoption of our 2020 Plan, and our 2020 Plan was terminated in connection with the adoption of our 2021 Plan (defined below) but any awards outstanding under our 2013 Plan and 2020 Plan remain in effect in accordance with their terms. Any shares that were or otherwise would become available for grant under the 2013 Plan or 2020 Plan will be available for grant under the 2021 Plan. No new awards may be granted under our 2013 Plan or 2020 Plan.

Our 2021 Omnibus Incentive Plan (the “2021 Plan”) became effective on July 27, 2021, and provides for the grant of share-based awards (such as options, including ISOs and NSOs, SARs, RSAs, RSUs, performance units, and other equity-based awards) and cash-based awards.

As of March 31, 2022, an aggregate of 360 million shares had been authorized for issuance under the 2013 Plan, 2020 Plan, and 2021 Plan, of which 77 million shares had been issued under the plans, 154 million shares were reserved for issuance upon the exercise or settlement of outstanding equity awards under the plans, and 129 million shares remained available for new grants under the 2021 Plan.


	Number of Shares	Weighted-Average Exercise Price		Weighted- Average Remaining Life	Total Intrinsic Value (in millions)
Balance at December 31, 2021	14,527,468	$	2.20	5.37	$	226
Granted during the period	4,463,248	14.15
Exercised during the period	(1,422,856)	2.47
Cancelled and forfeited during the period	(81,193)	7.66
Balance at March 31, 2022	17,486,667	$	5.21	5.44	$	145
Options vested and expected to vest at March 31, 2022	17,486,667	$	5.21	5.44	$	145
Options exercisable at March 31, 2022	12,442,934	$	1.92	4.90	$	144

We grant RSUs that vest upon the satisfaction of a time-based service condition (“Time-Based RSUs”). The following table summarizes the activity related to our Time-Based RSUs for the three months ended March 31, 2022:


	Number of RSUs	Weighted- average grant date fair value
Unvested at December 31, 2021	49,428,070	$	31.78
Granted	36,926,801	13.49
Vested	(4,551,630)	27.65
Forfeited	(4,087,935)	30.07
Unvested at March 31, 2022	77,715,306	$	23.43

In 2019 and 2021, we granted to our founders RSUs that vest upon the satisfaction of both the achievement of share price targets and the continued employment by each recipient (“Market-Based


	Number of RSUs	Weighted- average grant date fair value
Unvested at December 31, 2021	58,918,844	$	23.50
Granted	—	—
Vested	(115,264)	2.34
Forfeited	—	—
Unvested at March 31, 2022	58,803,580	$	23.54

The following table presents share-based compensation on our unaudited condensed consolidated statements of operations for the periods indicated:


	Three Months Ended March 31,
(in millions)	2021		2022
Brokerage and transaction	$	—	$	1
Technology and development	1		82
Operations	—		4
Marketing	—		5
General and administrative	8		128
Total	$	9	$	220

Included in the table above, we recorded share-based compensation expense of $129 million related to Time-Based RSUs, $84 million related to Market-Based RSUs, $4 million related to the 2021 Employee Share Purchase Plan (“ESPP”), and $2 million related to options during the three months ended March 31, 2022. Share-based compensation expense related to options was immaterial during the three months ended March 31, 2021. No share-based compensation was recorded during the three months ended March 31, 2021 related to Time-Based RSUs, Market-Based RSUs, or the ESPP.

We capitalized share-based compensation expense related to internally developed software of $10 million during the three months ended March 31, 2022. The corresponding amount during the three months ended March 31, 2021 was immaterial.

As of March 31, 2022, there was $2.1 billion of unrecognized share-based compensation expense that is expected to be recognized over a weighted-average period of 2.28 years. Scheduled vesting for awards outstanding as of March 31, 2022, is as follows:


(in millions, except for number of shares)

	Number of Shares(1)	Expense
Remainder of 2022	20,911,890	$	708
2023	27,019,754	669
2024	20,776,835	426
2025	12,895,735	274
2026	2,348,400	35
Total	83,952,614	$	2,112

(1) Excludes future ESPP shares and Market-Based RSUs for which the share price target has not been met as we cannot forecast the vesting of these shares.