Stockholders' Equity

12 Months Ended

Dec. 31, 2024

Equity [Abstract]

Stockholders' Equity

Stockholders' Equity

Common Stock

We have two classes of authorized and outstanding common stock: Class A common stock and Class B common stock.

The rights of the holders of the Class A common stock and Class B common stock are identical except for voting and

conversion rights. The holders of the Class A common stock are entitled to one vote per share and the holders of the Class

B common stock are entitled to 10 votes per share. Each share of Class B common stock is convertible into one share of

Class A common stock at any time at the option of the holder and will automatically convert to Class A common stock upon

any transfer, except for certain permitted transfers. All Class B common stock will convert automatically into an equivalent

number of Class A common stock upon the earlier of (i) September 25, 2027; or (ii) the first date the aggregate number of

shares of Class B common stock cease to represent at least 10% of the aggregate outstanding shares of common stock.

During the years ended December 31, 2024, 2023 and 2022, 24.9 million, 12.0 million and 1.8 million shares of Class B

common stock were converted into an equivalent number of shares of Class A common stock, respectively.

Share Repurchases

On February 23, 2022, our Board authorized the repurchase of up to an aggregate of $250.0 million of our Class A

common stock through February 23, 2024. On February 27, 2024, our Board approved a new stock repurchase program

which authorized the repurchase of up to an aggregate of $450.0 million of our Class A common stock with no expiration

date. Repurchases under these repurchase programs may be made in the open market, in privately negotiated transactions

or otherwise, with the amount and timing of repurchases to be determined at our discretion, depending on market conditions

and corporate needs, or under a trading plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c)(1)

under the Exchange Act. These repurchase programs do not obligate us to acquire any particular amount of Class A

common stock and may be modified, suspended or terminated at any time at the discretion of our Board. Repurchased

shares are subsequently retired and returned to the status of authorized but unissued. As of December 31, 2024, we had

$290.3 million available for future repurchases of our Class A common stock under this repurchase program.

In November 2023, we repurchased 12.0 million shares of our Class A common stock (after giving effect to the

automatic conversion of our Class B common stock to Class A common stock upon such repurchase) from related parties,

Spectrum Equity VII, L.P., Spectrum VII Investment Managers' Fund, L.P., and Spectrum VII Co-Investment Fund, L.P.

(collectively, "Spectrum"), at a price of $5.47 per share, representing a discount from our closing share price of $5.76 on the

date of the transaction execution. The repurchase closed on November 27, 2023 for an aggregate consideration of

$65.9 million, inclusive of direct costs and estimated excise taxes associated with the transaction.

In March 2024, we repurchased 14.6 million and 6.2 million shares of our Class A common stock (after giving effect to

the automatic conversion of our Class B common stock to Class A common stock upon such repurchase) from related

parties, Francisco Partners IV, L.P. and Francisco Partners IV-A (collectively, "Francisco Partners") and Spectrum,

respectively, for an aggregate repurchase of 20.9 million shares of our Class A common stock at a price of $7.19 per share,

in each case representing a discount from our closing share price of $7.57 on the date of the transaction execution. These

repurchases closed on March 11, 2024 for an aggregate consideration of $151.4 million, inclusive of direct costs and

estimated excise taxes associated with these transactions.

These related party repurchases were approved by our Board and its Audit and Risk Committee (formerly Audit

Committee) as part of the aforementioned repurchase programs.

The following table presents information about our repurchases of our Class A common stock:

	Year Ended December 31,
(in thousands)	2024	2023	2022
Number of shares repurchased	22,085	18,433	8,456
Cost of shares repurchased (1)	$159,704	$103,974	$101,721

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(1)Cost of shares repurchased for the year ended December 31, 2024 and 2023 includes changes to the estimated

excise taxes associated with past repurchases of our Class A common stock.