v3.22.2.2
Stockholders' Equity and Equity Incentive Plans
9 Months Ended
Oct. 31, 2022
Equity [Abstract]  
Stockholders' Equity and Equity Incentive Plans Stockholders’ Equity and Equity Incentive Plans
Common Stock
The Company’s Amended and Restated Certificate of Incorporation authorized the Company to issue 1.0 billion shares of common stock at a par value of $0.0001 as of October 31, 2022 and January 31, 2022. As of October 31, 2022 and January 31, 2022, approximately 119.8 million and 113.8 million shares of common stock were issued and outstanding, respectively.
Each share of common stock is entitled to one vote. The holders of common stock are also entitled to receive dividends whenever funds are legally available and when and if declared by the board of directors, subject to the prior rights of holders of all classes of stock outstanding. As of October 31, 2022 and January 31, 2022, no dividends had been declared.
Stock Plans
The Company has two equity incentive plans: the 2010 Stock Plan (the “2010 Plan”) and the 2020 Equity Incentive Plan (the “2020 Plan”). The number of shares of common stock available for issuance under the 2020 Plan will be increased by any shares of common stock subject to awards outstanding under the 2010 Plan that expire or otherwise terminate without having been exercised or issued in full, are tendered to or withheld by the Company for payment of an exercise price or for satisfying tax withholding obligations, or are forfeited to or repurchased by the Company due to failure to vest.
The Company has issued stock options and restricted stock units (“RSUs”) to employees, directors, consultants, and advisors pursuant to both the 2010 Plan and 2020 Plan.
Employee stock options are granted with an exercise price no less than the fair value of the underlying common stock on the grant date, in general vest based on continuous service over four years, and expire 10 years from the date of grant. The value of RSUs is measured based on the grant date fair value of the awards and in general vest based on satisfying a service-based condition based on continuous service over four years.
As of October 31, 2022, there were 9.9 million shares available for grant under the 2020 Plan. The 2020 Plan provides that the number of shares reserved will automatically increase on the first day of each fiscal year, beginning on February 1, 2021, by an amount equal to the least of (i) 12,500,000 shares, (ii) 5% of the outstanding shares of the Company’s common stock on the last day of the immediately preceding fiscal year, or (iii) such other amount as the administrator of the 2020 Plan may determine.
Stock Options
The following table is a summary of option activity during the nine months ended October 31, 2022:
Number of
Shares
Weighted Average
Exercise Price
Weighted Average Remaining Contractual TermAggregate
Intrinsic Value
(in thousands)(years)(in thousands)
Balance at January 31, 2022
15,928 $4.20 5.9$123,382 
Options granted— $— 
Options exercised(3,213)$3.53 
Options cancelled(1,000)$9.15 
Balance at October 31, 2022
11,715 $3.96 5.0$48,225 
Options exercisable at October 31, 2022
10,969 $3.63 4.9$44,709 
No stock options were granted during the three and nine months ended October 31, 2022 and 2021, respectively. The aggregate intrinsic value of options exercised during the three months ended October 31, 2022 and 2021 was $3.6 million and $19.4 million, respectively, and $18.8 million and $99.5 million during the nine months ended October 31, 2022 and 2021, respectively.
No income tax benefits have been recognized for stock-based compensation arrangements. As of October 31, 2022, there was $3.9 million of total unrecognized compensation expense related to unvested stock options that is expected to be recognized over a weighted-average period of 0.9 years.
Early Exercise of Employee Options
All early exercised options were fully vested in the first quarter of fiscal 2023. As of January 31, 2022, the Company had a liability of less than $0.1 million for 10,750 shares of common stock that were unvested and early exercised by employees.
Restricted Stock Units
The following table is a summary of RSU activity for the nine months ended October 31, 2022:
Number of
Shares
Weighted Average Grant Date Fair Value per Share
(in thousands)
Balance at January 31, 2022
9,502 $17.20 
Granted(a)
11,661 $8.80 
Released(2,369)$15.72 
Forfeited (2,769)$15.25 
Balance at October 31, 2022
16,025 $11.65 
RSUs expected to vest at October 31, 2022
16,025 $11.65 
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(a)Includes 1,023,797 awards subject to both service-based and performance-based vesting conditions based on a 100% attainment rate.
As of October 31, 2022, there was $156.4 million of total unrecognized compensation expense related to unvested employee and director RSUs, of which $3.3 million is for the RSUs subject to certain other performance metrics. Total unrecognized compensation expense related to unvested RSUs is expected to be recognized over a weighted-average period of 2.9 years.
Sensu Plans
In connection with the acquisition of Sensu, the Company assumed 33,267 options to purchase shares of common stock, granted under the Sensu, Inc. Amended and Restated 2017 Equity Incentive Plan, at a weighted-average exercise price of $4.88 per share and weighted-average fair value of $17.19 per share, of which 14,294 and 29,771 options remained outstanding as of October 31, 2022 and January 31, 2022, respectively. As of October 31, 2022, 8,620 options were vested and exercisable with a weighted-average exercise price of $4.77, and the total unrecognized compensation expense related to these awards was $0.1 million. During the nine months ended October 31, 2022, 15,477 options were exercised.
Jask Labs Inc. Plans
In connection with the acquisition of Jask Labs Inc. (“Jask Labs”), the Company assumed 265,075 options to purchase shares of common stock, granted under the Jask Labs 2015 Stock Option and Grant Plan and the Jask Labs 2018 Equity Incentive Plan, at a weighted-average exercise price of $9.86 per share and weighted-average fair value of $6.39 per share, of which 35,556 and 64,622 options remained outstanding as of October 31, 2022 and January 31, 2022, respectively. As of October 31, 2022, 33,045 options were vested and exercisable with a weighted-average exercise price of $9.04, and the total unrecognized compensation expense related to these awards was less than $0.1 million. During the nine months ended October 31, 2022, 6,885 options were exercised.
Employee Stock Purchase Plan
In September 2020, the board of directors adopted and the stockholders of the Company approved the 2020 Employee Stock Purchase Plan (“ESPP”), which became effective on September 17, 2020. The ESPP was amended in September 2021. The ESPP initially reserved and authorized the issuance of up to a total of 2,000,000 shares of common stock to participating employees. The number of shares reserved under the ESPP will automatically increase on the first day of each fiscal year, starting on February 1, 2021, in an amount equal to the least of (i) 2,500,000 shares, (ii) 1% of the outstanding shares of the Company’s common stock on the last day of the immediately preceding fiscal year, or (iii) such other amount as the administrator of the ESPP may determine. The ESPP generally provides for 24-month offering periods beginning June 15 and December 15 of each year, with each offering period consisting of four six-month purchase periods. On each purchase date, eligible employees will purchase the shares at a price per share equal to 85% of the lesser of (1) the fair market value of the Company’s common stock as of the beginning of the offering period or (2) the fair market value of the Company’s common stock on the purchase date, as defined in the ESPP. Under the reset provision currently authorized, if the closing stock price on the offering date of a new offering falls below the closing stock price on the offering date of an ongoing offering, the ongoing offering would terminate immediately following the purchase of ESPP shares on the purchase
date immediately preceding the new offering and participants in the terminated ongoing offering would automatically be enrolled in the new offering, resulting in a modification charge to be recognized over the new offering period.
The Company recognized stock-based compensation expense related to the ESPP of $0.9 million and $0.8 million during the three months ended October 31, 2022 and 2021, respectively, and $2.0 million and $3.3 million during the nine months ended October 31, 2022 and 2021, respectively. As of October 31, 2022 and January 31, 2022, $1.9 million and $1.3 million has been withheld on behalf of employees for a future purchase under the ESPP due to the timing of payroll deductions, respectively. As of October 31, 2022, there was $62.1 million of unrecognized stock-based compensation expense related to the ESPP that is expected to be recognized over an average vesting period of 0.9 years.
During the nine months ended October 31, 2022 and 2021, 454,390, and 279,600 shares of common stock were issued under the ESPP, respectively.
Stock-Based Compensation Expense
The following table presents total stock-based compensation expense included in the condensed consolidated statements of operations (in thousands):
Three Months Ended October 31,Nine Months Ended October 31,
2022202120222021
Cost of revenue$418 $191 $1,092 $520 
Research and development(a)
7,511 6,441 21,606 16,957 
Sales and marketing5,237 3,749 13,871 11,393 
General and administrative4,551 2,556 13,364 10,257 
Total stock-based compensation expense$17,717 $12,937 $49,933 $39,127 
________________
(a)During the three and nine months ended October 31, 2022, the Company capitalized stock-based compensation of $0.1 million and $0.3 million related to internal-use software development costs, respectively. During the three and nine months ended October 31, 2021, the Company did not capitalize any stock-based compensation related to internal-use software development costs. The research and development stock-based compensation amounts are presented net of the capitalized costs.
In connection with the acquisition of Jask Labs, the Company granted 130,180 shares of restricted common stock, with a fair value of $12.11683 per share at the time of grant, that vest over a period of two years. The Company recorded $0.2 million and $0.6 million in stock-based compensation expense, respectively, related to the vesting of the restricted common stock during the three and nine months ended October 31, 2021, respectively. The awards were fully vested as of October 31, 2021.
During the nine months ended October 31, 2022 and 2021, the Company granted 1,023,797 and 105,419 awards, respectively, to certain executives that were subject to both service-based vesting conditions and performance-based vesting conditions. For awards granted during the nine months ended October 31, 2022, the total number of shares earned will be based on the Company’s performance against a specific metric for fiscal year 2023, unless such period is otherwise truncated per the terms of the award agreement. The number of shares earned and eligible for service-based vesting can range between 0% to 167% of target for our chief executive officer and between 0% and 125% for our other executives. For awards granted during the nine months ended October 31, 2022, stock-based compensation expense of $0.9 million and $3.3 million was recognized for the three and nine months ended October 31, 2022, respectively. No stock-based compensation expense was recognized on the awards that were granted during the nine months ended October 31, 2021 as the performance-based vesting conditions were not met.