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Net Loss Per Share Attributable to Common Stockholders
12 Months Ended
Mar. 31, 2022
Earnings Per Share [Abstract]  
Net Loss Per Share Attributable to Common Stockholders

16. Net Loss Per Share Attributable to Common Stockholders

Prior to the Merger and prior to effecting the recapitalization, the net loss attributable to common stockholders was allocated based on the contractual participation rights of the 23andMe, Inc. Class A and 23andMe, Inc. Class B common stock. As the liquidation and dividend rights of 23andMe, Inc. Class A and 23andMe, Inc. Class B common stock are identical, the net loss attributable to common stockholders is allocated on a proportionate basis, and the resulting net loss per share is identical for 23andMe, Inc. Class A and 23andMe, Inc. Class B common stock under the two-class method. Earnings per share calculations for all periods prior to the Merger have been retrospectively restated to the equivalent number of shares reflecting the exchange ratio established in the reverse capitalization. Shares issued on early exercise, or issued but subject to vesting, are not included within weighted average shares outstanding for the period.

Subsequent to the Merger, the Company continues to have two classes of common stock: Class A and Class B common stock. Similar to the previous structure, the rights are identical, including liquidation and dividend rights, except the Company’s Class B common stock has additional voting rights and is convertible at any time at the option of the holder into Class A common stock, and is automatically converted into Class A common stock upon transfer (except for certain permitted transfers). The net loss attributable to common stockholders is allocated on a proportionate basis, and the resulting net loss per share is identical for Class A and Class B common stock under the two-class method.

No dividends were declared or paid for the fiscal years ended March 31, 2022 and 2021.

The Company’s redeemable convertible preferred stock, stock options, early exercised stock options, restricted stock units, and restricted stock awards subject to vesting are considered to be potential common stock equivalents but have been excluded from the calculation of diluted net loss per share attributable to common stockholders as their effect is antidilutive.

Net loss attributable to common stockholders is equivalent to net loss for all periods presented.

The following table sets forth the computation of basic and diluted net loss per share attributable to common stockholders for the periods presented:

 

 

 

Year Ended March 31,

 

 

 

2022

 

 

2021

 

 

2020

 

 

 

Class A

 

 

Class B

 

 

Class A

 

 

Class B

 

 

Class A

 

 

Class B

 

 

 

(in thousands, except share and per share data)

 

Numerator:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss attributable to common stockholders

 

$

(68,620

)

 

$

(148,870

)

 

$

(37,070

)

 

$

(146,549

)

 

$

(49,094

)

 

$

(201,769

)

Denominator:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted

 

 

114,064,921

 

 

 

247,463,198

 

 

 

20,121,419

 

 

 

79,539,367

 

 

 

17,261,145

 

 

 

70,940,192

 

Net loss per share attributable to common stockholders, basic and diluted

 

$

(0.60

)

 

$

(0.60

)

 

$

(1.84

)

 

$

(1.84

)

 

$

(2.84

)

 

$

(2.84

)

 

The potential shares of common stock that were excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented because including them would have been anti-dilutive are as follows:

 

 

 

As of March 31,

 

 

 

2022

 

 

2021

 

 

2020

 

 

 

Class A

 

 

Class B

 

 

Class A

 

 

Class B

 

 

Class A

 

 

Class B

 

Conversion of redeemable convertible preferred stock

 

 

 

 

 

 

 

 

 

 

 

209,181,855

 

 

 

 

 

 

198,274,933

 

Outstanding stock options

 

 

73,609,565

 

 

 

 

 

 

18,116,302

 

 

 

49,261,103

 

 

 

 

 

 

68,392,497

 

Issuance of common stock upon early exercise of options (unvested)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

8,739,945

 

Restricted stock units

 

 

10,676,378

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Employee Stock Purchase Plan

 

 

2,239,756

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Shares subject to vesting

 

 

3,512,839

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

 

90,038,538

 

 

 

 

 

 

18,116,302

 

 

 

258,442,958

 

 

 

 

 

 

275,407,375