Stockholders' Equity and Warrants (Tables)

9 Months Ended

Sep. 30, 2024

Stockholders' Equity Note [Abstract]

Schedule of Number of Common Shares Issued

The following table shows the number of our common shares that could be issued for each component of our capital structure.

	September 30, 2024	December 31, 2023
Outstanding common shares (1)	118,884	97,061
Common shares reserved for future issuance:
Private warrants	1,796	1,796
Stock options (Note 9)	3,231	3,642
Restricted and performance stock units and awards (Note 9)	14,865	12,065
2020 Equity Plan pool reserved for future issuance (Note 9)	6,896	8,009
Convertible senior notes, due 2026 (2)	6,950	8,999
Convertible senior notes, due 2028	13,332	13,332
Contingently issuable shares in connection with acquisitions (3)	—	5,908
Total shares of common stock outstanding and reserved for future issuance	165,954	150,812

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(1)Includes 18.3 million shares of common stock held by HOA as of September 30, 2024.

(2)In connection with the September 16, 2021, issuance of the 2026 Notes, we used a portion of the proceeds to pay for the capped call transactions, which are expected to generally reduce the potential dilution to our common stock. The capped call transactions impact the number of shares that may be issued by effectively increasing our conversion price from $25 per share to approximately $37.74, which would result in approximately 5 million potentially dilutive shares instead of the shares reported in this table as of September 30, 2024.

(3)In connection with the acquisition of Floify, we issued shares as partial closing consideration and guaranteed that the value of those shares would equal or exceed 200% of such price on or prior to December 31, 2024. If the value of those shares did not equal or exceed 200% of their value, we would have been obligated to settle any differences in cash, Porch common stock, or combination thereof. On March 27, 2024, we entered into a settlement agreement to settle a post-closing dispute. As part of this agreement, the sellers of Floify agreed to terminate this obligation in full.