Quarterly report pursuant to Section 13 or 15(d)

Stock Based Compensation

v3.22.2.2
Stock Based Compensation
 6 Months Ended
Jun. 30, 2022
Share-Based Payment Arrangement [Abstract]  
Stock-Based Compensation Stock-Based Compensation
2021 Equity Incentive Plan
The Company’s 2021 Equity Incentive Plan (the “2021 Plan”) provides for the Company to grant incentive stock options or nonqualified stock options, restricted stock awards, performance stock units, and other stock-based awards to employees, officers, directors and non-employees of the Company. A total of 21,177,295 shares of common stock may be issued under the 2021 Plan. As of June 30, 2022 and December 31, 2021, 11,217,480 and 19,511,916 shares, respectively, remained available for future grant under the 2021 Plan. Shares that are expired, forfeited, canceled or otherwise terminated without having been fully exercised will be available for future grant under the 2021 Plan. In addition, shares of common
stock that are tendered to the Company by a participant to exercise an award are added to the number of shares of common stock available for future grants.
Stock Options
The following table presents, on a weighted average basis, the assumptions used in the Black-Scholes option-pricing model to determine the grant-date fair value of stock options granted during the six months ended June 30, 2022 and 2021:
Six Months Ended June 30,
2022 2021
Risk-free interest rate 1.6  % 0.7  %
Expected term (in years) 6.1 6.0
Expected volatility 75.0  % 31.4  %
Expected dividend yield 0.0  % 0.0  %
The following table summarizes the Company’s stock option activity since December 31, 2021 (in thousands, except for share and per share data):
Number of
Shares		 Weighted
Average
Exercise Price		 Weighted
Average
Remaining
Contractual Term		 Aggregate
Intrinsic Value
(in years)
Outstanding as of December 31, 2021
 20,769,130 $ 0.39 
Granted 2,262,925 2.32 
Exercised (849,859) 0.43 
Forfeited (614,619) 0.42 
Outstanding as of June 30, 2022
 21,567,577 0.59  7.6 $ 44,548 
Vested and expected to vest as of June 30, 2022
 21,567,577 $ 0.59  7.6 $ 44,548 
Options exercisable as of June 30, 2022
 12,643,339 $ 0.38  6.8 $ 28,870 
The aggregate intrinsic value of options is calculated as the difference between the exercise price of the stock options and the fair value of the Company’s common stock for those options that had exercise prices lower than the fair value of the Company’s common stock.
Restricted Stock Units
The following table summarizes the Company's restricted stock units activity since December 31, 2021:
Number of
Shares		 Grant Date Fair
Value
Outstanding as of December 31, 2021
 1,951,924  $ 6.76 
Granted 6,897,234  3.32 
Vested (237,911) 6.96 
Cancelled (1,165,104) 5.37 
Outstanding as of June 30, 2022
 7,446,143  $ 3.79 
During the three and six months ended June 30, 2022, the aggregate grant-date fair value of restricted stock units issued under the 2021 Plan was $7.4 million and $22.9 million, respectively. Restricted stock units generally vest ratably over a three year period subject to the grantee's continued service through the applicable vesting date.
Performance Stock Units
The following table summarizes the Company's performance stock units activity since December 31, 2021:
Number of
Shares		 Grant Date Fair
Value
Outstanding as of December 31, 2021 —  $ — 
Granted 939,000  2.65 
Vested —  — 
Canceled (25,000) 2.65 
Outstanding as of June 30, 2022 914,000  $ 2.65 
During the three and six months ended June 30, 2022, the aggregate grant-date value of performance stock units issued under the 2021 Plan was less than $0.1 million and $2.5 million, respectively. Based upon the terms of the award agreements, 50% of the applicable units shall vest on January 1, 2023 and 50% on January 1, 2024, provided that the Company has achieved its annual bookings goal for fiscal year 2022 and subject to the grantee’s continued service through the applicable vesting date.
2021 Employee Stock Purchase Plan
As of June 30, 2022 and December 31, 2021, 3,435,748 shares of the Company’s common stock were available for future issuance. The Company’s board of directors may from time to time grant or provide for the grant to eligible employees of options to purchase common stock under the 2021 Employee Stock Purchase Plan during a specific offering period. As of June 30, 2022, no offerings have been approved.
Warrants to Non-Employee Service Provider
In January 2021, in connection with a Business Development Agreement entered into with Finback Evolv II, LLC (“Finback BDA”), the Company issued a warrant to Finback for the purchase of 2,552,913 shares of common stock at an exercise price of $0.42 per share. The 2021 Finback common stock warrants vest upon meeting certain sales criteria as defined in the agreement and expire in January 2031. The warrants will be accounted for under ASC 718 Compensation – Stock Compensation as the warrants will vest upon certain performance conditions being met.
The Company utilized a Black-Scholes pricing model to determine the grant-date fair value of the 2021 Finback common stock warrants granted. The assumptions used are presented in the following table:
Warrants - Black Scholes
Risk-free interest rate $ 0.4  %
Expected term (in years) 3.0
Expected volatility 23.9  %
Expected dividend yield 0.0  %
On the date of issuance, the total value of the 2021 Finback common stock warrants was $19.5 million.
As of June 30, 2022, 532,038 shares of the 2021 Finback common stock warrants were exercisable at a total aggregate intrinsic value of $1.2 million. The remaining 2,020,875 shares of 2021 Finback common stock warrants are unvested and have a total unrecognized grant date fair value of $15.4 million. As of June 30, 2022, none of the 2021 Finback common stock warrants had been exercised. The Company recognizes compensation expense for the 2021 Finback common stock warrants when the warrants become vested based on meeting the certain sales criteria. During the three and six months ended June 30, 2022, the Company recorded $0.6 million and $0.8 million, respectively, of stock-based compensation expense within sales and marketing expense related to the 2021 Finback common stock warrants.
Stock-Based Compensation
Stock-based compensation expense was classified in the condensed consolidated statements of operations and comprehensive loss as follows (in thousands):
Three Months Ended June 30, Six Months Ended June 30,
2022   2021   2022   2021
Cost of revenue $ 52 $ 5 $ 112 $ 10
Research and development 931 40 1,479 77
Sales and marketing 2,572 920 4,104 1,093
General and administrative 1,506 102 3,293 196
Total stock-based compensation expense $ 5,061 $ 1,067 $ 8,988 $ 1,376
Stock-based compensation expense by award type recognized in the condensed consolidated statements of operations and comprehensive loss was as follows (in thousands):
Three Months Ended June 30, Six Months Ended June 30,
2022 2021 2022 2021
Stock options $ 454 $ 248 $ 693 $ 442
Earn-out shares 1,916 — 3,603 —
Warrants 631 748 841 794
RSUs and PSUs 2,060 71 3,851 140
Total stock-based compensation expense $ 5,061 $ 1,067 $ 8,988 $ 1,376