0001467623-23-000051 | 10-Q | XBRL Viewer

Fair Value Measurements

9 Months Ended

Sep. 30, 2023

Fair Value MeasurementsThe Company measures its financial instruments at fair value each reporting period using a fair value hierarchy that prioritizes the use of observable inputs and minimizes the use of unobservable inputs when measuring fair value. A financial instrument’s classification within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement.

The following table presents information about the Company’s financial instruments that are measured at fair value on a recurring basis using the input categories discussed in Note 1:


	As of September 30, 2023
	Level 1		Level 2		Level 3		Total
Cash equivalents
Money market funds	$	500.6	$	—	$	—	$	500.6
U.S. Treasury securities	—		14.7		—		14.7
Commercial paper	—		2.7		—		2.7
Corporate notes and obligations	—		0.8		—		0.8
Certificates of deposit	—		0.3		—		0.3
Total cash equivalents	$	500.6	$	18.5	$	—	$	519.1
Short-term investments
Corporate notes and obligations	—		298.1		—		298.1
U.S. Treasury securities	—		232.9		—		232.9
Asset backed securities	—		75.8		—		75.8
Municipal securities	—		51.3		—		51.3
Commercial paper	—		19.8		—		19.8
Certificates of deposit	—		9.8		—		9.8
U.S. agency obligations	—		9.6		—		9.6
Foreign government obligations	—		5.7		—		5.7
Supranational securities	—		1.6		—		1.6
Total short-term investments	—		704.6		—		704.6
Total	$	500.6	$	723.1	$	—	$	1,223.7


	As of December 31, 2022
	Level 1		Level 2		Level 3		Total
Cash equivalents
Money market funds	$	139.5	$	—	$	—	$	139.5
Commercial paper	—		3.2		—		3.2
Total cash equivalents	$	139.5	$	3.2	$	—	$	142.7
Short-term investments
Corporate notes and obligations	—		489.5		—		489.5
U.S. Treasury securities	—		346.4		—		346.4
Asset backed securities	—		111.6		—		111.6
Municipal securities	—		61.2		—		61.2
Commercial paper	—		46.4		—		46.4
Certificates of deposit	—		29.1		—		29.1
Foreign government obligations	—		5.6		—		5.6
U.S. agency obligations	—		17.6		—		17.6
Supranational securities	—		3.2		—		3.2
Total short-term investments	—		1,110.6		—		1,110.6
Total	$	139.5	$	1,113.8	$	—	$	1,253.3

The Company had no transfers between levels of the fair value hierarchy during the periods presented.

The carrying amounts of certain financial instruments, including cash held in banks, accounts receivable and accounts payable approximate fair value due to their short-term maturities and are excluded from the fair value table above.

The Company had $695.8 million in aggregate principal amount of 0% convertible senior notes due in 2026 (the "2026 Notes"), and $693.3 million in aggregate principal amount of 0% convertible senior notes due in 2028 (the "2028 Notes" and together with the 2026 Notes, the "Notes"), outstanding as of September 30, 2023. Refer to Note 8 "Debt" for further details on the 2026 Notes and 2028 Notes.

The estimated fair value of the 2026 Notes and the 2028 Notes, based on a market approach as of September 30, 2023 was approximately $658.1 million and $664.5 million, respectively. The Notes were categorized as Level 2 instruments as the estimated fair value was determined based on the estimated or actual bids and offers of the Notes in an over-the-counter market on the last business day of the period.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Property and Equipment, Net - Schedule of Components (Details) - USD ($) $ in Millions	Sep. 30, 2023	Dec. 31, 2022
Property, Plant and Equipment [Line Items]
Total property and equipment	$ 854.0	$ 811.9
Accumulated depreciation and amortization	(555.1)	(503.5)
Property and equipment, net	298.9	308.4
Datacenter and other computer equipment
Property, Plant and Equipment [Line Items]
Total property and equipment	741.4	671.3
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Total property and equipment	11.6	19.8
Leasehold improvements
Property, Plant and Equipment [Line Items]
Total property and equipment	98.8	118.0
Construction in progress
Property, Plant and Equipment [Line Items]
Total property and equipment	$ 2.2	$ 2.8

Description of the Business and Summary of Significant Accounting Policies - Concentration of Credit Risk (Details) - Trade and Other Receivables - Customer Concentration Risk	9 Months Ended	12 Months Ended
	Sep. 30, 2023	Dec. 31, 2022
Customer A
Concentration Risk [Line Items]
Concentration risk, percentage	13.00%	12.00%
Customer B
Concentration Risk [Line Items]
Concentration risk, percentage	46.00%	30.00%

Stockholders’ Deficit (Tables)

9 Months Ended

Sep. 30, 2023

Stockholders' Equity Note [Abstract]

Schedule of Stock Option and Restricted Stock Activity

Stock option and restricted stock activity for the Plans was as follows for the nine months ended September 30, 2023:


		Options outstanding						Restricted stock outstanding
	Number of shares available for issuance under the Plans	Number of shares outstanding under the Plans	Weighted- average exercise price per share		Weighted- average remaining contractual term (In years)	Aggregate intrinsic value		Number of shares outstanding under the Plans	Weighted- average grant date fair value per share
Balance at December 31, 2022	97.9	0.4	$	11.30	4.5	$	4.5	34.8	$	23.40
Additional shares authorized	17.5	—	—		—	—		—	—
Options exercised and restricted stock units and awards released	—	(0.2)	10.59		—	—		(11.5)	22.76
Options and restricted stock units and awards canceled	10.0	—	—		—	—		(10.0)	22.25
Shares withheld related to net share settlement of restricted stock units and awards	4.1	—	—		—	—		—	—
Options and restricted stock units and awards granted	(20.4)	—	—		—	—		20.4	22.23
Balance as of September 30, 2023	109.1	0.2	$	12.73	4.2	$	2.2	33.7	$	22.89
Vested at September 30, 2023		0.2	$	12.73	4.2	$	2.2	—	$	—
Unvested at September 30, 2023		—	$	—	—	$	—	33.7	$	22.89

Schedule of Pre-Tax Intrinsic Value of Options Exercised

The following table summarizes information about the pre-tax intrinsic value of options exercised during the three and nine months ended September 30, 2023 and 2022:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
Intrinsic value of options exercised	$	0.8	$	0.6	$	3.0	$	2.5

Business Combinations

9 Months Ended

Sep. 30, 2023

Business Combination and Asset Acquisition [Abstract]

Business Combinations

2022 Business Combination

On December 15, 2022, the Company acquired 100% ownership of FormSwift, a cloud-based service that gives individuals and businesses a simple solution to create, complete, edit, and save critical business forms and agreements. The Company believes the combination of Dropbox, Dropbox Sign, DocSend, and FormSwift will help customers across industries manage end-to-end document workflows—from content collaboration to sharing and e-signature—giving them more control over their most important agreements. The results of FormSwift's operations have been included in the Company’s consolidated results of operations since the date of acquisition.

The purchase consideration transferred consisted of the following:


	Purchase consideration
Cash paid to stockholders	$	50.0
Cash paid for extinguishing shadow stock units	3.2
Transaction costs paid by Dropbox on behalf of FormSwift	2.0
Cash purchase consideration	$	55.2
Indemnification holdback (1)	14.3
Purchase price adjustments	(0.2)
Total purchase consideration	$	69.3

(1) Approximately $14.3 million of the total purchase consideration was withheld as an indemnification holdback to be used for the purpose of satisfying any indemnification claims made by the Company for a period of 18 months following the transaction close date. Any remaining indemnity will be released to the seller's representative following the 18 month period.

In addition to the total purchase consideration above, the Company has compensation agreements with key FormSwift personnel consisting of $25.7 million in cash payments subject to ongoing employee service. The related expenses are recognized within research and development expenses over the required service period of three years. The cash payment was transferred to a paying agent escrow account immediately upon the acquisition close date. The related payments will be paid out by the escrow agent as they vest.

The purchase consideration was allocated to the tangible and intangible assets and liabilities acquired as of the acquisition date, with the excess recorded to goodwill as shown below. The fair value of assets and liabilities acquired may change as additional information is received during the measurement period. The measurement period will end no later than one-year from the acquisition date.


Assets acquired:
Cash and cash equivalents	$	0.4
Acquisition-related intangible assets	41.2
Accounts receivable, prepaid and other assets	3.4
Total assets acquired	$	45.0

Liabilities assumed:
Accounts payable, accrued and other liabilities	$	4.6
Deferred revenue	6.6
Total liabilities assumed	11.2
Net assets acquired, excluding goodwill	33.8
Total purchase consideration	69.3
Goodwill (2)	$	35.5

(2) The goodwill recognized was primarily attributable to the opportunity to expand the user base of the Company's platform. A portion of the goodwill is deductible for U.S. federal income tax purposes.

The fair value of the separately identifiable finite-lived intangible assets acquired and estimated weighted average useful lives as of the acquisition date are as follows:


	Estimated fair values		Estimated weighted average useful lives (In years)
Developed technology	$	24.2	5.0
Customer relationships	16.4		2.0
Trade name	0.6		1.0
Total acquisition-related intangible assets	$	41.2

The fair values of the acquisition-related intangible assets were determined using the following methodologies: the multi-period excess earnings method for developed technology, the with and without method for customer relationships, and the relief from royalty method for the trade name, respectively. The valuation model inputs required the application of significant judgment by management. The acquired intangible assets had a total weighted average amortization period of 3.7 years.

Cash, Cash Equivalents and Short-Term Investments

9 Months Ended

Sep. 30, 2023

Cash and Cash Equivalents [Abstract]

Cash, Cash Equivalents and Short-Term Investments

The amortized cost, unrealized gains and losses and estimated fair value of the Company's cash, cash equivalents and short-term investments as of September 30, 2023 and December 31, 2022 consisted of the following:


	As of September 30, 2023
	Amortized Cost		Unrealized Gain		Unrealized Loss		Estimated Fair Value
Cash	$	85.2	$	—	$	—	$	85.2
Cash equivalents
Money market funds	500.6		—		—		500.6
U.S. Treasury securities	14.7		—		—		14.7
Commercial paper	2.7		—		—		2.7
Corporate notes and obligations	0.8		—		—		0.8
Certificates of deposit	0.3		—		—		0.3
Total cash & cash equivalents	$	604.3	$	—	$	—	$	604.3
Short-term investments
Corporate notes and obligations	313.5		—		(15.4)		298.1
U.S. Treasury securities	242.5		—		(9.6)		232.9
Asset backed securities	79.2		—		(3.4)		75.8
Municipal securities	54.2		—		(2.9)		51.3
Commercial paper	19.8		—		—		19.8
U.S. agency obligations	10.0		—		(0.4)		9.6
Certificates of deposit	9.8		—		—		9.8
Foreign government obligations	5.9		—		(0.2)		5.7
Supranational securities	1.8		—		(0.2)		1.6
Total short-term investments	736.7		—		(32.1)		704.6
Total	$	1,341.0	$	—	$	(32.1)	$	1,308.9


	As of December 31, 2022
	Amortized Cost		Unrealized Gain		Unrealized Loss		Estimated Fair Value
Cash	$	90.1	$	—	$	—	$	90.1
Cash equivalents
Money market funds	139.5		—		—		139.5
Commercial paper	3.2		—		—		3.2
Total cash & cash equivalents	$	232.8	$	—	$	—	$	232.8
Short-term investments
Corporate notes and obligations	512.1		0.1		(22.7)		489.5
U.S. Treasury securities	360.2		0.2		(14.0)		346.4
Asset backed securities	117.6		—		(6.0)		111.6
Municipal securities	65.3		—		(4.1)		61.2
Commercial paper	46.4		—		—		46.4
Certificates of deposit	29.1		—		—		29.1
U.S. agency obligations	18.4		—		(0.8)		17.6
Foreign government obligations	6.0		—		(0.4)		5.6
Supranational securities	3.4		—		(0.2)		3.2
Total short-term investments	1,158.5		0.3		(48.2)		1,110.6
Total	$	1,391.3	$	0.3	$	(48.2)	$	1,343.4

Included in cash and cash equivalents is cash in transit from payment processors for credit and debit card transactions of $18.5 million and $12.4 million as of September 30, 2023 and December 31, 2022, respectively.

All short-term investments were designated as available-for-sale securities as of September 30, 2023 and December 31, 2022.

The following table presents the contractual maturities of the Company’s short-term investments as of September 30, 2023:


	As of September 30, 2023
	Amortized cost		Estimated fair value
Due within one year	$	318.0	$	312.5
Due between one to three years	357.5		334.6
Due after three years	61.2		57.5
Total	$	736.7	$	704.6

The Company had 469 short-term investments in unrealized loss positions as of September 30, 2023. There were no material gains or losses from short-term investments that were reclassified out of accumulated other comprehensive loss for the three and nine months ended September 30, 2023 or for the three and nine months ended September 30, 2022.

As of September 30, 2023, the Company’s short-term investments portfolio consisted of nine security types, seven of which were in an unrealized loss position. The Company’s short-term investments had unrealized losses of approximately $32.1 million as of September 30, 2023. The following tables present the breakdown of the short-term investments that have been in a continuous unrealized loss position aggregated by investment category, as of September 30, 2023 and December 31, 2022:


	As of September 30, 2023
	Less than 12 months				More than 12 months				Total
	Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses
Corporate notes and obligations	$	36.5	$	(0.3)	$	255.4	$	(15.1)	$	291.9	$	(15.4)
U.S. Treasury securities	35.4		(0.6)		187.2		(9.0)		222.6		(9.6)
Asset backed securities	4.3		—		71.6		(3.4)		75.9		(3.4)
Municipal securities	—		—		51.1		(2.9)		51.1		(2.9)
U.S. agency obligations	2.3		—		3.4		(0.4)		5.7		(0.4)
Foreign government obligations	—		—		5.6		(0.2)		5.6		(0.2)
Supranational securities	—		—		1.6		(0.2)		1.6		(0.2)
Total	$	78.5	$	(0.9)	$	575.9	$	(31.2)	$	654.4	$	(32.1)


	As of December 31, 2022
	Less than 12 months				More than 12 months				Total
	Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses
Corporate notes and obligations	$	176.5	$	(3.5)	$	292.3	$	(19.2)	$	468.8	$	(22.7)
U.S. Treasury securities	110.9		(1.8)		176.9		(12.2)		287.8		(14.0)
Asset backed securities	13.7		(0.4)		90.4		(5.6)		104.1		(6.0)
Municipal securities	9.3		(0.3)		51.6		(3.8)		60.9		(4.1)
U.S. agency obligations	3.9		—		13.8		(0.8)		17.7		(0.8)
Foreign government obligations	—		—		5.5		(0.4)		5.5		(0.4)
Supranational securities	—		—		3.2		(0.2)		3.2		(0.2)
Total	$	314.3	$	(6.0)	$	633.7	$	(42.2)	$	948.0	$	(48.2)

Unrealized losses on short-term investments have not been recorded into income because management does not intend to sell nor will be required to sell these securities prior to their anticipated recovery, and for which the decline in fair value is largely due to changes in interest rates. The credit ratings associated with the corporate notes and obligations are mostly unchanged, are highly rated and the issuers continue to make timely principal and interest payments.

The Company recorded interest income from its cash, cash equivalents, and short-term investments of $8.9 million and $23.6 million during the three and nine months ended September 30, 2023, respectively, and $4.7 million and $9.1 million during the three and nine months ended September 30, 2022, respectively.

Geographic Areas (Tables)

9 Months Ended

Sep. 30, 2023

Segment Reporting [Abstract]

Schedule of Long-lived Assets by Geographic Areas

The following table sets forth long-lived assets by geographic area:


	As of
	September 30, 2023		December 31, 2022
United States	$	291.9	$	300.2
International (1)	$	7.0	$	8.2
Total property and equipment, net	$	298.9	$	308.4

(1) No single country other than the United States had a property and equipment balance greater than 10% of total property and equipment, net, as of September 30, 2023 and December 31, 2022.

Schedule of Revenue by Geographic Areas

The following table sets forth revenue by geographic area for the three and nine months ended September 30, 2023 and 2022.


	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
United States	$	358.8	$	324.5	$	1,058.4	$	930.9
International (1)	274.2		266.5		808.2		795.2
Total revenue	$	633.0	$	591.0	$	1,866.6	$	1,726.1

(1) No single country outside of the United States accounted for more than 10% of total revenue during the three and nine months ended September 30, 2023 and 2022, respectively.

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' DEFICIT - USD ($) shares in Millions, $ in Millions	Total	Common Stock	Additional paid in capital	Accumulated deficit	Accumulated other comprehensive income (loss)
Shares outstanding, beginning of the period (in shares) at Dec. 31, 2021		375.5
Shareholders equity, beginning balance at Dec. 31, 2021	$ (293.9)	$ 0.0	$ 2,448.1	$ (2,739.4)	$ (2.6)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Release of restricted stock units and awards (in shares)		10.8
Shares withheld related to net share settlement of restricted stock units and awards (in shares)		(3.9)
Shares withheld related to net share settlement of restricted stock units and awards	(91.0)		(31.4)	(59.6)
Repurchases of common stock (in shares)		(27.6)
Repurchases of common stock	(621.1)		(223.1)	(398.0)
Exercise of stock options and awards (in shares)		0.1
Exercise of stock options and awards	0.4		0.4
Tax benefit attributable to bond hedges purchased in connection with issuance of convertible senior notes	1.5		1.5
Stock-based compensation	243.4		243.4
Other comprehensive income (loss)	(55.5)				(55.5)
Net income	224.9			224.9
Shares outstanding, end of the period (in shares) at Sep. 30, 2022		354.9
Shareholders equity, ending balance at Sep. 30, 2022	(591.3)	$ 0.0	2,438.9	(2,972.1)	(58.1)
Shares outstanding, beginning of the period (in shares) at Jun. 30, 2022		360.3
Shareholders equity, beginning balance at Jun. 30, 2022	(542.9)	$ 0.0	2,424.1	(2,926.1)	(40.9)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Release of restricted stock units and awards (in shares)		3.5
Shares withheld related to net share settlement of restricted stock units and awards (in shares)		(1.2)
Shares withheld related to net share settlement of restricted stock units and awards	(29.6)		(9.6)	(20.0)
Repurchases of common stock (in shares)		(7.7)
Repurchases of common stock	(171.4)		(62.2)	(109.2)
Exercise of stock options and awards	0.1		0.1
Tax benefit attributable to bond hedges purchased in connection with issuance of convertible senior notes	0.4		0.4
Stock-based compensation	86.1		86.1
Other comprehensive income (loss)	(17.2)				(17.2)
Net income	83.2			83.2
Shares outstanding, end of the period (in shares) at Sep. 30, 2022		354.9
Shareholders equity, ending balance at Sep. 30, 2022	(591.3)	$ 0.0	2,438.9	(2,972.1)	(58.1)
Shares outstanding, beginning of the period (in shares) at Dec. 31, 2022		349.4
Shareholders equity, beginning balance at Dec. 31, 2022	$ (309.4)	$ 0.0	2,511.6	(2,772.1)	(48.9)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Release of restricted stock units and awards (in shares)		11.5
Shares withheld related to net share settlement of restricted stock units and awards (in shares)	(4.1)	(4.1)
Shares withheld related to net share settlement of restricted stock units and awards	$ (100.6)		(37.1)	(63.5)
Repurchases of common stock (in shares)		(18.8)
Repurchases of common stock	$ (436.1)		(170.7)	(265.4)
Exercise of stock options and awards (in shares)	0.2	0.2
Exercise of stock options and awards	$ 2.4		2.4
Stock-based compensation	255.1		255.1
Other comprehensive income (loss)	12.0				12.0
Net income	226.3			226.3
Shares outstanding, end of the period (in shares) at Sep. 30, 2023		338.2
Shareholders equity, ending balance at Sep. 30, 2023	(350.3)	$ 0.0	2,561.3	(2,874.7)	(36.9)
Shares outstanding, beginning of the period (in shares) at Jun. 30, 2023		339.6
Shareholders equity, beginning balance at Jun. 30, 2023	(411.9)	$ 0.0	2,521.9	(2,895.6)	(38.2)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Release of restricted stock units and awards (in shares)		3.5
Shares withheld related to net share settlement of restricted stock units and awards (in shares)		(1.2)
Shares withheld related to net share settlement of restricted stock units and awards	(34.4)		(11.0)	(23.4)
Repurchases of common stock (in shares)		(3.8)
Repurchases of common stock	(104.4)		(34.6)	(69.8)
Exercise of stock options and awards (in shares)		0.1
Exercise of stock options and awards	1.2		1.2
Stock-based compensation	83.8		83.8
Other comprehensive income (loss)	1.3				1.3
Net income	114.1			114.1
Shares outstanding, end of the period (in shares) at Sep. 30, 2023		338.2
Shareholders equity, ending balance at Sep. 30, 2023	$ (350.3)	$ 0.0	$ 2,561.3	$ (2,874.7)	$ (36.9)

Intangible Assets - Schedule of Future Amortization Expense (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization expense	$ 7.7	$ 3.9	$ 22.7	$ 11.7
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract]
Remainder of 2023	7.6		7.6
2024	25.1		25.1
2025	14.8		14.8
2026	10.4		10.4
2027	7.0		7.0
Thereafter	0.9		0.9
Total	$ 65.8		$ 65.8

Cash, Cash Equivalents and Short-Term Investments - Unrealized Loss Position Aggregated By Investment (Details) - USD ($) $ in Millions	Sep. 30, 2023	Dec. 31, 2022
Less than 12 months
Fair Value	$ 78.5	$ 314.3
Gross Unrealized Losses	(0.9)	(6.0)
More than 12 months
Fair Value	575.9	633.7
Gross Unrealized Losses	(31.2)	(42.2)
Total
Fair Value	654.4	948.0
Gross Unrealized Losses	(32.1)	(48.2)
Corporate notes and obligations
Less than 12 months
Fair Value	36.5	176.5
Gross Unrealized Losses	(0.3)	(3.5)
More than 12 months
Fair Value	255.4	292.3
Gross Unrealized Losses	(15.1)	(19.2)
Total
Fair Value	291.9	468.8
Gross Unrealized Losses	(15.4)	(22.7)
U.S. Treasury securities
Less than 12 months
Fair Value	35.4	110.9
Gross Unrealized Losses	(0.6)	(1.8)
More than 12 months
Fair Value	187.2	176.9
Gross Unrealized Losses	(9.0)	(12.2)
Total
Fair Value	222.6	287.8
Gross Unrealized Losses	(9.6)	(14.0)
Asset backed securities
Less than 12 months
Fair Value	4.3	13.7
Gross Unrealized Losses	0.0	(0.4)
More than 12 months
Fair Value	71.6	90.4
Gross Unrealized Losses	(3.4)	(5.6)
Total
Fair Value	75.9	104.1
Gross Unrealized Losses	(3.4)	(6.0)
Municipal securities
Less than 12 months
Fair Value	0.0	9.3
Gross Unrealized Losses	0.0	(0.3)
More than 12 months
Fair Value	51.1	51.6
Gross Unrealized Losses	(2.9)	(3.8)
Total
Fair Value	51.1	60.9
Gross Unrealized Losses	(2.9)	(4.1)
U.S. agency obligations
Less than 12 months
Fair Value	2.3	3.9
Gross Unrealized Losses	0.0	0.0
More than 12 months
Fair Value	3.4	13.8
Gross Unrealized Losses	(0.4)	(0.8)
Total
Fair Value	5.7	17.7
Gross Unrealized Losses	(0.4)	(0.8)
Foreign government obligations
Less than 12 months
Fair Value	0.0	0.0
Gross Unrealized Losses	0.0	0.0
More than 12 months
Fair Value	5.6	5.5
Gross Unrealized Losses	(0.2)	(0.4)
Total
Fair Value	5.6	5.5
Gross Unrealized Losses	(0.2)	(0.4)
Supranational securities
Less than 12 months
Fair Value	0.0	0.0
Gross Unrealized Losses	0.0	0.0
More than 12 months
Fair Value	1.6	3.2
Gross Unrealized Losses	(0.2)	(0.2)
Total
Fair Value	1.6	3.2
Gross Unrealized Losses	$ (0.2)	$ (0.2)

Property and Equipment, Net

9 Months Ended

Sep. 30, 2023

Property, Plant and Equipment [Abstract]

Property and Equipment, Net

Property and equipment, net consisted of the following:


	As of
	September 30, 2023		December 31, 2022
Datacenter and other computer equipment	$	741.4	$	671.3
Furniture and fixtures	11.6		19.8
Leasehold improvements	98.8		118.0
Construction in progress	2.2		2.8
Total property and equipment	854.0		811.9
Accumulated depreciation and amortization	(555.1)		(503.5)
Property and equipment, net	$	298.9	$	308.4

The Company leases certain infrastructure, computer equipment, and furniture from various third parties, through equipment finance leases. Infrastructure assets as of September 30, 2023 and December 31, 2022 included a total of $470.2 million and $456.4 million, respectively, acquired under finance lease agreements. These leases are capitalized in property and equipment, and the related amortization of assets under finance leases is included in depreciation and amortization expense. The accumulated depreciation of the equipment under finance leases totaled $256.2 million and $240.9 million as of September 30, 2023 and December 31, 2022, respectively.

Depreciation expense related to property and equipment was $34.2 million and $104.3 million for the three and nine months ended September 30, 2023, respectively, and $35.1 million and $105.9 million for the three and nine months ended September 30, 2022, respectively.

Intangible Assets

9 Months Ended

Sep. 30, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Intangible Assets

Intangible assets consisted of the following:


	As of September 30,		As of December 31,		Weighted- average remaining useful life (In years) As of September 30,
	2023		2022		2023
Developed technology	$	74.3	$	74.3	3.7
Customer relationships	43.2		43.2		1.5
Patents	19.4		19.4		3.6
Software	8.9		8.9		0.0
Trademarks and trade names	5.8		5.8		1.1
Licenses	4.6		4.6		0.0
Assembled workforce in asset acquisitions	3.4		3.4		2.6
Other	1.4		1.1		2.1
Total intangibles	161.0		160.7
Accumulated amortization	(95.2)		(72.4)
Intangible assets, net	$	65.8	$	88.3

Amortization expense was $7.7 million and $22.7 million for the three and nine months ended September 30, 2023, respectively and $3.9 million and $11.7 million for the three and nine months ended September 30, 2022, respectively.

Expected future amortization expense for intangible assets as of September 30, 2023 is as follows:


	Intangible assets
Remainder of 2023	$	7.6
2024	25.1
2025	14.8
2026	10.4
2027	7.0
Thereafter	0.9
Total	$	65.8

Debt - Convertible Senior Notes (Details) $ / shares in Units, $ in Millions	3 Months Ended			9 Months Ended
	Sep. 30, 2023 USD ($) $ / shares	Sep. 30, 2022 USD ($)	Mar. 31, 2021 USD ($)	Sep. 30, 2023 USD ($) d $ / shares	Sep. 30, 2022 USD ($)
Debt Instrument [Line Items]
Proceeds from convertible debt			$ 1,400.0
Convertible Scenario One
Debt Instrument [Line Items]
Convertible debt, threshold trading days \| d				20
Convertible debt, threshold consecutive trading days \| d				30
Convertible debt, threshold percentage of stock price trigger				130.00%
Convertible Scenario Two
Debt Instrument [Line Items]
Convertible debt, threshold trading days \| d				5
Convertible debt, threshold consecutive trading days \| d				5
Convertible debt, threshold percentage of stock price trigger				98.00%
Redemption Scenario
Debt Instrument [Line Items]
Convertible debt, threshold trading days \| d				20
Convertible debt, threshold consecutive trading days \| d				30
Convertible debt, threshold percentage of stock price trigger				130.00%
Convertible Debt \| Redemption Scenario
Debt Instrument [Line Items]
Convertible debt, redemption percentage				100.00%
Convertible Debt \| Fundamental Change
Debt Instrument [Line Items]
Convertible debt, redemption percentage				100.00%
2026 Notes
Debt Instrument [Line Items]
Convertible debt, conversion rate				0.0261458
Convertible debt, conversion rate (in dollars per share) \| $ / shares	$ 38.25			$ 38.25
Interest expense	$ 0.6	$ 0.6		$ 1.7	$ 1.6
2026 Notes \| Maximum
Debt Instrument [Line Items]
Convertible debt, conversion rate				0.0431406
2026 Notes \| Convertible Debt
Debt Instrument [Line Items]
Proceeds from convertible debt			695.8
Debt issuance costs	$ 11.0			$ 11.0
Debt instrument, term				5 years
Effective interest rate	0.32%			0.32%
2028 Notes
Debt Instrument [Line Items]
Convertible debt, conversion rate				0.0282889
Convertible debt, conversion rate (in dollars per share) \| $ / shares	$ 35.35			$ 35.35
Interest expense	$ 0.4	$ 0.4		$ 1.2	$ 1.2
2028 Notes \| Maximum
Debt Instrument [Line Items]
Convertible debt, conversion rate				0.0431406
2028 Notes \| Convertible Debt
Debt Instrument [Line Items]
Proceeds from convertible debt			$ 693.3
Debt issuance costs	$ 11.0			$ 11.0
Debt instrument, term				7 years
Effective interest rate	0.22%			0.22%

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)
shares in Millions, $ in Millions

3 Months Ended

9 Months Ended

Sep. 30, 2023

Sep. 30, 2022

Sep. 30, 2023

Sep. 30, 2022

Income Statement [Abstract]

Revenue

$ 633.0

$ 591.0

$ 1,866.6

$ 1,726.1

Cost of revenue

^[1],[2]

119.6

109.7

356.5

328.4

Gross profit

513.4

481.3

1,510.1

1,397.7

Operating expenses

Research and development

^[1],[2]

216.4

227.6

714.4

653.4

Sales and marketing

^[1],[2]

106.3

103.6

346.4

304.3

General and administrative

^[1],[2]

60.0

56.8

175.8

165.6

^[1],[2],[3]

0.0

4.0

2.2

12.7

Total operating expenses

^[1],[2]

382.7

392.0

1,238.8

1,136.0

Income from operations

130.7

89.3

271.3

261.7

Interest income (expense), net

5.0

1.7

12.6

(0.2)

Other (loss) income, net

(0.2)

7.2

(1.8)

9.6

Income before income taxes

135.5

98.2

282.1

271.1

Provision for income taxes

(21.4)

(15.0)

(55.8)

(46.2)

Net income

$ 114.1

$ 83.2

$ 226.3

$ 224.9

Basic net income per share (in dollars per share)

$ 0.34

$ 0.23

$ 0.66

$ 0.62

Diluted net income per share (in dollars per share)

$ 0.33

$ 0.23

$ 0.65

$ 0.61

Weighted-average shares used in computing net income per share attributable to common stockholders, basic (in shares)

339.2

358.1

342.5

364.2

Weighted-average shares used in computing net income per share attributable to common stockholders, diluted (in shares)

346.0

360.1

345.9

366.5

[1]

Includes expenses related to the Company's reduction in workforce such as severance, benefits and other related items during the three and nine months ended September 30, 2023.

[2]

Includes stock-based compensation as follows:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
Cost of revenue	$	5.8	$	6.4	$	17.6	$	18.8
Research and development(4)	58.6		60.6		178.9		169.6
Sales and marketing	5.2		6.0		17.0		16.4
General and administrative	14.2		13.1		41.6		38.6

[3]

Includes impairment charges related to real estate assets as a result of changes in the corporate real estate market which has impacted the Company's subleasing strategy in conjunction with the Company's Virtual First model.

Property and Equipment, Net (Tables)

9 Months Ended

Sep. 30, 2023

Property, Plant and Equipment [Abstract]

Schedule of Property and Equipment, Net

The following table presents the estimated useful lives of property and equipment:


Property and equipment						Useful life
Buildings						20 to 30 years
Datacenter and other computer equipment						3 to 5 years
Office equipment and other						3 to 7 years
Leasehold improvements						Lesser of estimated useful life or remaining lease term

Property and equipment, net consisted of the following:


	As of
	September 30, 2023		December 31, 2022
Datacenter and other computer equipment	$	741.4	$	671.3
Furniture and fixtures	11.6		19.8
Leasehold improvements	98.8		118.0
Construction in progress	2.2		2.8
Total property and equipment	854.0		811.9
Accumulated depreciation and amortization	(555.1)		(503.5)
Property and equipment, net	$	298.9	$	308.4

Goodwill (Tables)

9 Months Ended

Sep. 30, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Changes in Carrying Amounts of Goodwill

The changes in the carrying amounts of goodwill were as follows:


Balance at December 31, 2022	$	403.3
FormSwift acquisition purchase price adjustments	(0.2)
Effect of foreign currency translation	(2.6)
Balance at September 30, 2023	$	400.5

- Definition

Tabular disclosure of goodwill by reportable segment and in total which includes a rollforward schedule.

+ References

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-Topic 350
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+ Details

Debt - Schedule of Convertible Notes (Details) - USD ($) $ in Millions	Sep. 30, 2023	Dec. 31, 2022
Debt Instrument [Line Items]
Principal balance	$ 1,389.1
Convertible Debt
Debt Instrument [Line Items]
Principal balance	1,389.1	$ 1,389.1
Unamortized issuance costs	(12.2)	(15.1)
Carrying value, net	1,376.9	1,374.0
Convertible Debt \| 2026 Notes
Debt Instrument [Line Items]
Principal balance	695.8	695.8
Unamortized issuance costs	(5.3)	(7.0)
Carrying value, net	690.5	688.8
Convertible Debt \| 2028 Notes
Debt Instrument [Line Items]
Principal balance	693.3	693.3
Unamortized issuance costs	(6.9)	(8.1)
Carrying value, net	$ 686.4	$ 685.2

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

- Definition

Amount, after deduction of unamortized premium (discount) and debt issuance cost, of long-term debt. Excludes lease obligation.

+ References + Details

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Cash flow from operating activities
Net income	$ 226,300,000	$ 224,900,000
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	127,000,000.0	117,500,000
Stock-based compensation	255,100,000	243,400,000
Impairment related to real estate assets	2,200,000	12,700,000
Amortization of debt issuance costs	3,200,000	3,100,000
Net gains on equity investments	0	(5,000,000.0)
Amortization of deferred commissions	30,200,000	28,900,000
Non-cash operating lease expense	34,000,000.0	48,300,000
Deferred taxes	11,700,000	18,500,000
Other	2,300,000	7,500,000
Changes in operating assets and liabilities:
Trade and other receivables, net	(10,600,000)	(2,600,000)
Prepaid expenses and other current assets	(24,000,000.0)	(23,600,000)
Other assets	6,500,000	3,800,000
Accounts payable	7,400,000	10,300,000
Accrued and other current liabilities	(9,300,000)	2,300,000
Accrued compensation and benefits	(45,200,000)	(35,900,000)
Deferred revenue	31,500,000	26,100,000
Other non-current liabilities	(10,600,000)	(13,100,000)
Operating lease liabilities	(54,400,000)	(72,600,000)
Tenant improvement allowance reimbursement	100,000	8,200,000
Net cash provided by operating activities	583,400,000	602,700,000
Cash flow from investing activities
Capital expenditures	(14,300,000)	(20,900,000)
Purchases of short-term investments	(112,600,000)	(439,900,000)
Proceeds from sales of short-term investments	335,800,000	154,200,000
Proceeds from maturities of short-term investments	197,100,000	339,800,000
Proceeds from sales of equity investments	0	10,600,000
Other	11,200,000	12,800,000
Net cash provided by investing activities	417,200,000	56,600,000
Cash flow from financing activities
Payments of debt issuance costs	(100,000)	0
Payments for taxes related to net share settlement of restricted stock units and awards	(100,600,000)	(91,000,000.0)
Proceeds from issuance of common stock, net of taxes withheld	2,400,000	400,000
Principal payments on finance lease obligations	(95,200,000)	(96,000,000.0)
Common stock repurchases	(433,700,000)	(621,100,000)
Net cash used in financing activities	(627,200,000)	(807,700,000)
Effect of exchange rate changes on cash and cash equivalents	(1,900,000)	(12,600,000)
Change in cash and cash equivalents	371,500,000	(161,000,000.0)
Cash and cash equivalents - beginning of period	232,800,000	533,000,000.0
Cash and cash equivalents - end of period	604,300,000	372,000,000.0
Supplemental cash flow data:
Property and equipment acquired under finance leases	$ 94,100,000	$ 52,500,000

Stockholders’ Deficit - Schedule of Pre-Tax Intrinsic Value (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Stockholders' Equity Note [Abstract]
Intrinsic value of options exercised	$ 0.8	$ 0.6	$ 3.0	$ 2.5

Leases

9 Months Ended

Sep. 30, 2023

Leases [Abstract]

Leases

The Company has operating leases for corporate offices and datacenters, and finance leases for infrastructure and office equipment. The Company’s leases have remaining lease terms of under 1 year to 13 years, some of which include options to extend the leases for up to 5 years.

The Company also has subleases for several floors of its former corporate offices. The Company classifies its subleases as operating leases. The subleases have remaining lease terms of 1 year to 10 years, some of which include options to extend the sublease for up to approximately 4 years. Sublease income, which is recorded as a reduction of rental expense, was $3.6 million and $11.9 million during the three and nine months ended September 30, 2023, respectively, and $5.3 million and $14.8 million during the three and nine months ended September 30, 2022, respectively.

Future minimum lease payments under non-cancellable leases as of September 30, 2023 were as follows:


	Operating leases(1)		Finance leases
Remainder of 2023	$	23.5	$	34.1
2024	92.5		115.0
2025	87.6		74.8
2026	68.0		47.9
2027	68.3		11.4
2028	68.4		—
Thereafter	351.9		—
Total future minimum lease payments	$	760.2	$	283.2
Less imputed interest	(140.8)		(17.4)
Less tenant improvement receivables	(1.2)		—
Total liability	$	618.2	$	265.8

(1) Consists of future non-cancelable minimum rental payments under operating leases for the Company’s corporate offices and datacenters where the Company has possession, excluding rent payments for short-term lease obligations, payments from the Company’s subtenants and variable operating expenses.

Future non-cancelable rent payments from the Company's subtenants as of September 30, 2023 were as follows:


	Operating leases
Remainder of 2023	$	4.3
2024	17.3
2025	15.7
2026	11.9
2027	8.2
2028	7.7
Thereafter	18.6


Total future sublease rent payments, net	83.7

In 2017, the Company signed a 15 year lease agreement for office space in San Francisco, California, to serve as its corporate headquarters which commenced in 2018. The Company's obligations under the lease are supported by a $24.1 million letter of credit, which reduced the borrowing capacity under the revolving credit facility. As of September 30, 2023, the Company's remaining minimum obligation for its headquarters was $520.3 million.

In the fourth quarter of 2020, the Company announced a Virtual First work model pursuant to which remote work has become the primary experience for all of its employees. As part of the Virtual First strategy, Dropbox retained a portion of its office space to be used for the Company’s team collaboration use and a portion will be marketed for sublease. The Company evaluated certain of its right-of-use assets and other lease related assets including leasehold improvements, furniture and fixtures, and computer equipment for impairment under ASC 360.

In connection with this analysis, the Company reassessed its real estate asset groups and estimated the fair value of the office space to be subleased using current market conditions. Where the carrying value of the individual asset groups exceeded their fair value, an impairment charge was recognized for the difference.

As of September 30, 2023, the Company has a $19.2 million commitment for an operating lease that has not yet commenced, and therefore is not included in the right-of-use asset or operating lease liability. This operating lease will commence in 2024 with a lease term of 6.5 years.

Leases

Future minimum lease payments under non-cancellable leases as of September 30, 2023 were as follows:


	Operating leases(1)		Finance leases
Remainder of 2023	$	23.5	$	34.1
2024	92.5		115.0
2025	87.6		74.8
2026	68.0		47.9
2027	68.3		11.4
2028	68.4		—
Thereafter	351.9		—
Total future minimum lease payments	$	760.2	$	283.2
Less imputed interest	(140.8)		(17.4)
Less tenant improvement receivables	(1.2)		—
Total liability	$	618.2	$	265.8

Future non-cancelable rent payments from the Company's subtenants as of September 30, 2023 were as follows:


	Operating leases
Remainder of 2023	$	4.3
2024	17.3
2025	15.7
2026	11.9
2027	8.2
2028	7.7
Thereafter	18.6


Total future sublease rent payments, net	83.7

Business Combinations (Tables)

9 Months Ended

Sep. 30, 2023

Business Combination and Asset Acquisition [Abstract]

Schedule of Purchase Consideration Transferred

The purchase consideration transferred consisted of the following:


	Purchase consideration
Cash paid to stockholders	$	50.0
Cash paid for extinguishing shadow stock units	3.2
Transaction costs paid by Dropbox on behalf of FormSwift	2.0
Cash purchase consideration	$	55.2
Indemnification holdback (1)	14.3
Purchase price adjustments	(0.2)
Total purchase consideration	$	69.3

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed


Assets acquired:
Cash and cash equivalents	$	0.4
Acquisition-related intangible assets	41.2
Accounts receivable, prepaid and other assets	3.4
Total assets acquired	$	45.0

Liabilities assumed:
Accounts payable, accrued and other liabilities	$	4.6
Deferred revenue	6.6
Total liabilities assumed	11.2
Net assets acquired, excluding goodwill	33.8
Total purchase consideration	69.3
Goodwill (2)	$	35.5

Schedule of Identifiable Finite-lived Intangible Assets Acquired and Estimated Weighted Average Useful Lives

The fair value of the separately identifiable finite-lived intangible assets acquired and estimated weighted average useful lives as of the acquisition date are as follows:


	Estimated fair values		Estimated weighted average useful lives (In years)
Developed technology	$	24.2	5.0
Customer relationships	16.4		2.0
Trade name	0.6		1.0
Total acquisition-related intangible assets	$	41.2

Debt - Long Term Debt Maturities (Details) $ in Millions	Sep. 30, 2023 USD ($)
Debt Disclosure [Abstract]
Remainder of 2023	$ 0.0
2024	0.0
2025	0.0
2026	695.8
2027	0.0
2028	693.3
Thereafter	0.0
Total	$ 1,389.1

Debt (Tables)

9 Months Ended

Sep. 30, 2023

Debt Disclosure [Abstract]

Schedule of Convertible Debt

The following is a summary of the Notes as of September 30, 2023 and December 31, 2022.


	2026 Notes		2028 Notes		Total
September 30, 2023
Principal balance	$	695.8	$	693.3	$	1,389.1
Unamortized issuance costs	(5.3)		(6.9)		(12.2)
Carrying value, net	$	690.5	$	686.4	$	1,376.9

December 31, 2022
Principal balance	$	695.8	$	693.3	$	1,389.1
Unamortized issuance costs	(7.0)		(8.1)		(15.1)
Carrying value, net	$	688.8	$	685.2	$	1,374.0

Schedule of Maturities of Long-term Debt

Maturities on the Company's long-term convertible debt are as follows:


	Convertible Debt
Remainder of 2023	$	—
2024	—
2025	—
2026	695.8
2027	—
2028	693.3
Thereafter	—
Total	$	1,389.1

Cover Page - shares	9 Months Ended
Cover Page - shares	Sep. 30, 2023	Oct. 30, 2023
Class of Stock [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2023
Document Transition Report	false
Entity File Number	001-38434
Entity Registrant Name	Dropbox, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	26-0138832
Entity Address, Address Line One	1800 Owens Street
Entity Address, City or Town	San Francisco
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94158
City Area Code	415
Local Phone Number	857-6800
Title of 12(b) Security	Class A Common Stock, par value $0.00001 per share
Trading Symbol	DBX
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Central Index Key	0001467623
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2023
Document Fiscal Period Focus (i.e. Q1,Q2,Q3,FY)	Q3
Amendment Flag	false
Class A common stock
Class of Stock [Line Items]
Entity Common Stock, Shares Outstanding		265,064,665
Class B common stock
Class of Stock [Line Items]
Entity Common Stock, Shares Outstanding		80,693,715
Class C common stock
Class of Stock [Line Items]
Entity Common Stock, Shares Outstanding		0

Subsequent Events	9 Months Ended
Subsequent Events	Sep. 30, 2023
Subsequent Events [Abstract]
Subsequent Events	Subsequent Events On October 17, 2023, the Company executed a lease amendment related to its San Francisco, California corporate headquarters, whereby the Company will surrender to the landlord approximately 165,000 square feet of office space in exchange for $79.0 million in termination payments. The surrendering of space and payment of termination fees will occur in three tranches, 51,956 square feet and $28.1 million paid in the fourth quarter of 2023, 54,253 square feet and $14.9 million paid in the second quarter of 2024 and 59,035 square feet and $36.0 million paid in the first quarter of 2025. The Company is evaluating the impact of the lease amendment on its consolidated financial statements and expects that the remeasurement of the corresponding lease liability, ROU asset, and liability for unrecoverable common area maintenance costs will result in a one-time net benefit within operating expenses between $145 million and $175 million in the fourth quarter of 2023. This range reflects the Company’s best estimate of the expected net benefit to operating expenses, however actual results may differ as the Company finalizes its assessment of certain real estate market assumptions.

Net Income Per Share (Tables)

9 Months Ended

Sep. 30, 2023

Earnings Per Share [Abstract]

Schedule of Earnings Per Share, Basic and Diluted

The numerators and denominators of the basic and diluted EPS computations for the Company's common stock are calculated as follows (in millions, except for per share amounts):


	Three Months Ended September 30,				Three Months Ended September 30,
	2023				2022
	Class A		Class B		Class A		Class B
Basic net income per share:
Numerator
Net income attributable to common stockholders	$	86.9	$	27.2	$	64.0	$	19.2
Denominator
Weighted-average number of common shares outstanding used in computing basic net income per share	258.4		80.8		275.5		82.6
Net income per common share, basic	$	0.34	$	0.34	$	0.23	$	0.23
Diluted net income per share:
Numerator
Net income attributable to common stockholders	$	86.9	$	27.2	$	64.0	$	19.2
Reallocation of net income as a result of conversion of Class B to Class A common stock	27.2		—		19.2		—
Reallocation of net income to Class B common stock	—		(0.5)		—		(0.1)
Net income attributable to common stockholders for diluted EPS	$	114.1	$	26.7	$	83.2	$	19.1
Denominator
Weighted-average number of common shares outstanding used in computing basic net income per share	258.4		80.8		275.5		82.6
Weighted-average effect of dilutive restricted stock units and awards and employee stock options	6.8		—		2.0		—
Conversion of Class B to Class A common stock	80.8		—		82.6		—
Weighted-average number of common shares outstanding used in computing diluted net income per share	346.0		80.8		360.1		82.6
Net income per common share, diluted	$	0.33	$	0.33	$	0.23	$	0.23


	Nine Months Ended September 30,				Nine Months Ended September 30,
	2023				2022
	Class A		Class B		Class A		Class B
Basic net income per share:
Numerator
Net income attributable to common stockholders	$	172.6	$	53.7	$	173.9	$	51.0
Denominator
Weighted-average number of common shares outstanding used in computing basic net income per share	261.2		81.3		281.6		82.6
Net income per common share, basic	$	0.66	$	0.66	$	0.62	$	0.62
Diluted net income per share:
Numerator
Net income attributable to common stockholders	$	172.6	$	53.7	$	173.9	$	51.0
Reallocation of net income as a result of conversion of Class B to Class A common stock	53.7		—		51.0		—
Reallocation of net income to Class B common stock	—		(0.5)		—		(0.3)
Net income attributable to common stockholders for diluted EPS	$	226.3	$	53.2	$	224.9	$	50.7
Denominator
Weighted-average number of common shares outstanding used in computing basic net income per share	261.2		81.3		281.6		82.6
Weighted-average effect of dilutive restricted stock units and awards and employee stock options	3.4		—		2.3		—
Conversion of Class B to Class A common stock	81.3		—		82.6		—
Weighted-average number of common shares outstanding used in computing diluted net income per share	345.9		81.3		366.5		82.6
Net income per common share, diluted	$	0.65	$	0.65	$	0.61	$	0.61

Schedule of Potentially Dilutive Securities Excluded from Computation of Earnings Per Share

The weighted-average impact of potentially dilutive securities that were not included in the diluted per share calculations because they would be anti-dilutive was as follows:


	Three Months Ended September 30,		Nine Months Ended September 30,
	2023	2022	2023	2022
Restricted stock units and awards	1.9	21.8	8.1	20.3
Options to purchase shares of common stock	—	0.3	—	0.4
Co-Founder Grant	8.3	8.3	8.3	8.3
Convertible Senior Notes	37.8	37.8	37.8	37.8
Warrants	37.8	37.8	37.8	37.8
Total	85.8	106.0	92.0	104.6

Stockholders’ Deficit - Common Stock, Convertible Preferred Stock, Preferred Stock - Narrative (Details)	1 Months Ended	3 Months Ended		9 Months Ended		12 Months Ended
	Dec. 31, 2017 shares	Sep. 30, 2023 $ / shares shares	Sep. 30, 2022 shares	Sep. 30, 2023 vote $ / shares shares	Sep. 30, 2022 shares	Dec. 31, 2022 shares
Class of Stock [Line Items]
Preferred stock, shares authorized (in shares)		240,000,000.0		240,000,000.0
Restricted Stock
Class of Stock [Line Items]
Shares granted (in shares)				20,400,000
Co-Founder Grant \| Restricted Stock \| Chief Executive Officer
Class of Stock [Line Items]
Shares granted (in shares)	10,300,000
Class A common stock
Class of Stock [Line Items]
Votes per share \| vote				1
Common stock, shares authorized (in shares)		2,400,000,000		2,400,000,000
Common stock, par value (in dollars per share) \| $ / shares		$ 0.00001		$ 0.00001
Common stock, shares issued (in shares)		257,500,000		257,500,000		267,200,000
Common stock, shares outstanding (in shares)		257,500,000		257,500,000		267,200,000
Class A common stock \| Co-Founder Grant \| Restricted Stock \| Chief Executive Officer
Class of Stock [Line Items]
Shares granted (in shares)				8,300,000		8,300,000
Class B common stock
Class of Stock [Line Items]
Votes per share \| vote				10
Common stock, shares authorized (in shares)		475,000,000.0		475,000,000.0
Common stock, par value (in dollars per share) \| $ / shares		$ 0.00001		$ 0.00001
Shares converted in conversion (in shares)		400,000	0	1,400,000	200,000
Common stock, shares issued (in shares)		80,700,000		80,700,000		82,200,000
Common stock, shares outstanding (in shares)		80,700,000		80,700,000		82,200,000
Class C common stock
Class of Stock [Line Items]
Votes per share \| vote				0
Common stock, shares authorized (in shares)		800,000,000.0		800,000,000.0
Common stock, par value (in dollars per share) \| $ / shares		$ 0.00001		$ 0.00001
Common stock, shares issued (in shares)		0		0		0
Common stock, shares outstanding (in shares)		0		0		0

Goodwill (Details) - USD ($)	9 Months Ended	12 Months Ended
Goodwill (Details) - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Goodwill [Roll Forward]
Goodwill, beginning balance	$ 403,300,000
FormSwift acquisition purchase price adjustments	(200,000)
Effect of foreign currency translation	(2,600,000)
Goodwill, ending balance	400,500,000	$ 403,300,000
Goodwill impairment	$ 0	$ 0

- Definition

Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.

+ References + Details

Net Income Per Share - Schedule of Potentially Dilutive Securities Excluded from Computation (Details) - shares shares in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share (in shares)	85.8	106.0	92.0	104.6
Restricted stock units and awards
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share (in shares)	1.9	21.8	8.1	20.3
Options to purchase shares of common stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share (in shares)	0.0	0.3	0.0	0.4
Co-Founder Grant
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share (in shares)	8.3	8.3	8.3	8.3
Convertible Senior Notes
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share (in shares)	37.8	37.8	37.8	37.8
Warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share (in shares)	37.8	37.8	37.8	37.8

Commitments and Contingencies	9 Months Ended
Commitments and Contingencies	Sep. 30, 2023
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies Legal matters From time-to-time, the Company is a party to a variety of claims, lawsuits, investigations, inquiries, and proceedings which arise in the ordinary course of business, including claims of alleged infringement of intellectual property rights, regulatory matters, and commercial disputes. The Company records a liability when it believes that it is probable that a loss will be incurred and the amount of loss or range of loss can be reasonably estimated. In its opinion, resolution of pending matters is not likely to have a material adverse impact on its consolidated results of operations, cash flows, or its financial position. Given the unpredictable nature of legal proceedings, the Company bases its estimate on the information available at the time of the assessment. As additional information becomes available, the Company reassesses the potential liability and may revise the estimate. Indemnification The Company’s arrangements generally include certain provisions for indemnifying customers against liabilities if its products or services infringe a third party’s intellectual property rights. It is not possible to determine the maximum potential amount under these indemnification obligations due to the limited history of prior indemnification claims. Other commitments Other commitments include payments to third-party vendors for services related to the Company’s infrastructure, infrastructure warranty contracts, and asset retirement obligations for office modifications. There have been no material changes in the Company's other commitments, as disclosed in the Annual Report.

Business Combinations - Schedule of Purchase Consideration (Details) - FormSwift $ in Millions	Dec. 15, 2022 USD ($)
Business Acquisition [Line Items]
Cash paid to stockholders	$ 50.0
Cash paid for extinguishing shadow stock units	3.2
Transaction costs paid by Dropbox on behalf of FormSwift	2.0
Cash purchase consideration	55.2
Indemnification holdback	14.3
Purchase price adjustments	(0.2)
Total purchase consideration	$ 69.3
Indemnity holdback period	18 months

Debt - Convertible Note Hedges and Warrants (Details) $ / shares in Units, shares in Millions, $ in Millions	9 Months Ended
	Sep. 30, 2023 USD ($) $ / shares shares
2026 Notes
Derivative [Line Items]
Convertible debt, conversion rate (in dollars per share)	$ 38.25
Convertible debt, effective conversion rate (in dollars per share)	46.36
2028 Notes
Derivative [Line Items]
Convertible debt, conversion rate (in dollars per share)	35.35
Convertible debt, effective conversion rate (in dollars per share)	$ 46.36
2026 And 2028 Warrants
Derivative [Line Items]
Proceeds from issuance of warrants \| $	$ 202.9
2026 Warrants
Derivative [Line Items]
Number of shares covered by warrant (in shares) \| shares	18.1
Warrant price (in dollars per share)	$ 46.36
2028 Warrants
Derivative [Line Items]
Number of shares covered by warrant (in shares) \| shares	20.1
Warrant price (in dollars per share)	$ 46.36
2026 Notes Hedge
Derivative [Line Items]
Convertible note hedge, number of shares covered by hedge (in shares) \| shares	18.2
Convertible note hedge, strike price (in dollars per share)	$ 38.25
2028 Notes Hedge
Derivative [Line Items]
Convertible note hedge, number of shares covered by hedge (in shares) \| shares	19.6
Convertible note hedge, strike price (in dollars per share)	$ 35.35
Convertible Note Hedge
Derivative [Line Items]
Cost of note hedge transaction \| $	$ 265.3

Stockholders’ Deficit

9 Months Ended

Sep. 30, 2023

Stockholders' Equity Note [Abstract]

Stockholders’ Deficit

Common stock

The Company’s amended and restated certificate of incorporation authorizes the issuance of Class A common stock, Class B common stock, and Class C common stock. Holders of Class A common stock, Class B common stock, and Class C common stock are entitled to dividends on a pro rata basis, when, as, and if declared by the Company’s Board of Directors, subject to the rights of the holders of the Company’s preferred stock. Holders of Class A common stock are entitled to one vote per share, holders of Class B common stock are entitled to 10 votes per share, and holders of Class C common stock are entitled to zero votes per share.

As of September 30, 2023, the Company had authorized 2,400.0 million shares of Class A common stock, 475.0 million shares of Class B common stock, and 800.0 million shares of Class C common stock, each at par value of $0.00001. Holders of Class B common stock voluntarily converted 0.4 million and 1.4 million shares during the three and nine months ended September 30, 2023, respectively, and zero and 0.2 million shares into an equivalent number of shares of Class A common stock during the three and nine months ended September 30, 2022, respectively. As of September 30, 2023, 257.5 million shares of Class A common stock, 80.7 million shares of Class B common stock, and no shares of Class C common stock were issued and outstanding. As of December 31, 2022, 267.2 million shares of Class A common stock, 82.2 million shares of Class B common stock, and no shares of Class C common stock were issued and outstanding. Class A shares issued and outstanding as of September 30, 2023 and December 31, 2022 exclude unvested restricted stock awards granted to certain executives. Class A shares issued and outstanding also exclude 8.3 million unvested restricted stock awards granted to one of the Company's co-founders as of September 30, 2023 and December 31, 2022, respectively. See "Co-Founder Grant" section below for further details.

Preferred stock

The Company's Board of Directors will have the authority, without further action by the Company's stockholders, to issue up to 240.0 million shares of undesignated preferred stock with rights and preferences, including voting rights, designated from time-to-time by the Board of Directors.

Stock repurchase program

In February 2022, the Board of Directors authorized the Company to repurchase up to $1.2 billion of the Company's outstanding shares of Class A common stock. In July 2023 the Board of Directors further authorized the repurchase of up to an additional $1.2 billion of the outstanding shares of our Class A common stock. Share repurchases will be made from time-to-time in private transactions or open market purchases, as permitted by securities laws and other legal requirements and will be subject to a review of the circumstances in place at that time, including prevailing market prices. The program does not obligate the Company to repurchase any specific number of shares and may be discontinued at any time.

During the three and nine months ended September 30, 2023, the Company repurchased and subsequently retired 3.8 million and 18.8 million shares of its Class A common stock, respectively, for an aggregate amount of $104.4 million and $436.1 million, respectively. Included in the cost of treasury stock acquired pursuant to common share repurchases is the 1% excise tax imposed as part of the Inflation Reduction Act. During the three and nine months ended September 30, 2022, the Company repurchased and subsequently retired 7.7 million and 27.6 million shares of its Class A common stock, respectively, for an aggregate amount of $171.4 million and $621.1 million, respectively.

Equity incentive plans

Under the 2018 Plan, the Company may grant stock-based awards to purchase or directly issue shares of common stock to employees, directors, and consultants. Options are granted at a price per share equal to the fair market value of the Company's common stock at the date of grant. Options granted are exercisable over a maximum term of 10 years from the date of grant and generally vest over a period of four years. RSUs and RSAs are also granted under the 2018 Plan. The 2018 Plan will terminate 10 years after the later of (i) its adoption or (ii) the most recent stockholder-approved increase in the number of shares reserved under the 2018 Plan, unless terminated earlier by the Company's Board of Directors. The 2018 Plan was adopted on March 22, 2018.

In connection with the acquisition of DocSend, the Company assumed unvested stock options and an immaterial number of unvested RSUs that had been granted under DocSend's 2013 Stock Plan and DocSend's 2015 Stock Option and Grant Plan.

As of September 30, 2023, there were 33.9 million stock-based awards issued and outstanding and 109.1 million shares available for issuance under the Dropbox Equity Incentive Plans, Dropbox Sign's 2011 Equity Incentive Plan, DocSend's 2013 Stock Plan and DocSend's 2015 Stock Option and Grant Plan (collectively, the "Plans").

Stock option and restricted stock activity for the Plans was as follows for the nine months ended September 30, 2023:


		Options outstanding						Restricted stock outstanding
	Number of shares available for issuance under the Plans	Number of shares outstanding under the Plans	Weighted- average exercise price per share		Weighted- average remaining contractual term (In years)	Aggregate intrinsic value		Number of shares outstanding under the Plans	Weighted- average grant date fair value per share
Balance at December 31, 2022	97.9	0.4	$	11.30	4.5	$	4.5	34.8	$	23.40
Additional shares authorized	17.5	—	—		—	—		—	—
Options exercised and restricted stock units and awards released	—	(0.2)	10.59		—	—		(11.5)	22.76
Options and restricted stock units and awards canceled	10.0	—	—		—	—		(10.0)	22.25
Shares withheld related to net share settlement of restricted stock units and awards	4.1	—	—		—	—		—	—
Options and restricted stock units and awards granted	(20.4)	—	—		—	—		20.4	22.23
Balance as of September 30, 2023	109.1	0.2	$	12.73	4.2	$	2.2	33.7	$	22.89
Vested at September 30, 2023		0.2	$	12.73	4.2	$	2.2	—	$	—
Unvested at September 30, 2023		—	$	—	—	$	—	33.7	$	22.89

The following table summarizes information about the pre-tax intrinsic value of options exercised during the three and nine months ended September 30, 2023 and 2022:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
Intrinsic value of options exercised	$	0.8	$	0.6	$	3.0	$	2.5

As of September 30, 2023, unamortized stock-based compensation related to unvested stock options, restricted stock awards (excluding the Co-Founder Grant), and RSUs was $750.4 million. The weighted-average period over which such compensation expense will be recognized if the requisite service is provided is approximately 2.8 years as of September 30, 2023.

Co-Founder Grant

In December 2017, the Board of Directors approved the Company's Co-Founder Grant, consisting of 10.3 million shares of Class A common stock in the form of RSAs which were granted to Drew Houston, the Company’s co-founder and Chief Executive Officer. This Co-Founder Grant has service-based, market-based, and performance-based vesting conditions. The Co-Founder Grant is excluded from Class A common stock issued and outstanding until the satisfaction of these vesting conditions. The Co-Founder Grant also provides the holder with certain stockholder rights, such as the right to vote the shares with the other holders of Class A common stock and a right to cumulative declared dividends.

The Co-Founder Grant is eligible to vest over the ten-year period following the date the Company’s shares of Class A common stock commenced trading on the Nasdaq Global Select Market in connection with the Company’s IPO. The Co-Founder Grant is comprised of nine tranches that are eligible to vest based on the achievement of stock price goals, each of which are referred to as a Stock Price Target, measured over a consecutive thirty-day trading period during the Performance Period. The Performance Period began on January 1, 2019.

During the first four years of the Performance Period, no more than 20% of the shares subject to the Co-Founder Grant would be eligible to vest in any calendar year. After the first four years, all shares are eligible to vest based on the achievement of the Stock Price Targets.

The first tranche of the Co-Founder Grant, or 2.1 million shares of Class A common stock, vested in the fourth quarter of 2021. The stock-based compensation expense for Mr. Houston's Co-Founder Grant is recognized utilizing the accelerated attribution method over the requisite service period identified as the derived service period over which the market conditions are expected to be achieved, and is not reversed if the market conditions are not satisfied. Therefore no incremental stock-based compensation was recognized upon vesting of these RSAs.

The Company recognized stock-based compensation expense related to the Co-Founder Grant of $1.5 million and $5.7 million during the three and nine months ended September 30, 2023, respectively, and $2.6 million and $9.5 million during the three and nine months ended September 30, 2022, respectively. As of September 30, 2023, unamortized stock-based compensation expense related to the Co-Founder Grant was $3.7 million.

Intangible Assets (Tables)

9 Months Ended

Sep. 30, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Intangible Assets

Intangible assets consisted of the following:


	As of September 30,		As of December 31,		Weighted- average remaining useful life (In years) As of September 30,
	2023		2022		2023
Developed technology	$	74.3	$	74.3	3.7
Customer relationships	43.2		43.2		1.5
Patents	19.4		19.4		3.6
Software	8.9		8.9		0.0
Trademarks and trade names	5.8		5.8		1.1
Licenses	4.6		4.6		0.0
Assembled workforce in asset acquisitions	3.4		3.4		2.6
Other	1.4		1.1		2.1
Total intangibles	161.0		160.7
Accumulated amortization	(95.2)		(72.4)
Intangible assets, net	$	65.8	$	88.3

Schedule of Future Amortization Expense

Expected future amortization expense for intangible assets as of September 30, 2023 is as follows:


	Intangible assets
Remainder of 2023	$	7.6
2024	25.1
2025	14.8
2026	10.4
2027	7.0
Thereafter	0.9
Total	$	65.8

Insider Trading Arrangements	3 Months Ended	9 Months Ended
Insider Trading Arrangements	Sep. 30, 2023 shares	Sep. 30, 2023 shares
Trading Arrangements, by Individual
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false
Lisa Campbell [Member]
Trading Arrangements, by Individual
Material Terms of Trading Arrangement		On September 7, 2023, Lisa Campbell, a member of our Board of Directors, adopted a Rule 10b5-1 trading arrangement providing for the sale from time-to-time of an aggregate of up to 15,855 shares of our Class A common stock. The trading arrangement is intended to satisfy the affirmative defense in Rule 10b5-1(c). The duration of the trading arrangement is until May 21, 2024, or earlier if all transactions under the trading arrangement are completed.
Name	Lisa Campbell
Title	member of our Board of Directors
Rule 10b5-1 Arrangement Adopted	true
Adoption Date	September 7, 2023
Arrangement Duration	257 days
Aggregate Available	15,855	15,855

Description of the Business and Summary of Significant Accounting Policies (Policies)

9 Months Ended

Sep. 30, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the United States of America generally accepted accounting principles (“GAAP”) and applicable rules and regulations of the SEC regarding interim financial reporting. The accompanying unaudited condensed consolidated financial statements include the accounts of Dropbox and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation.

Consolidation

The condensed consolidated balance sheet as of December 31, 2022 included herein was derived from the audited financial statements as of that date. The unaudited condensed consolidated financial statements reflect all normal recurring adjustments necessary to present fairly the balance sheets, statements of operations, statements of comprehensive income, statements of stockholders' deficit and the statements of cash flows for the interim periods, but are not necessarily indicative of the results of operations to be anticipated for the full fiscal year ended December 31, 2023 or any future period.

Use of estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported and disclosed in the Company’s condensed consolidated financial statements and accompanying notes. These estimates are based on information available as of the date of the condensed consolidated financial statements. Management evaluates these estimates and assumptions on a regular basis. Actual results may differ materially from these estimates.The Company’s most significant estimates and judgments involve the valuation of right-of-use and other lease related assets and income taxes.

Financial information about segments and geographic areas

Foreign currency transactions

The assets and liabilities of the Company’s foreign subsidiaries are translated from their respective functional currencies into U.S. dollars at the exchange rates in effect at the balance sheet date. Revenue and expense amounts are translated at the average exchange rate for the period. Foreign currency translation gains and losses are recorded in other comprehensive income (loss), net of tax.Gains and losses realized from foreign currency transactions (those transactions denominated in currencies other than the foreign subsidiaries’ functional currency) are included in other income, net. Monetary assets and liabilities are remeasured using foreign currency exchange rates at the end of the period, and non-monetary assets are remeasured based on historical exchange rates.

Revenue recognition, Cost of revenue, and Deferred commissions, net

The Company derives its revenue from subscription fees from customers for access to its platform. The Company’s policy is to exclude sales and other indirect taxes when measuring the transaction price of its subscription agreements. The Company accounts for revenue contracts with customers through the following steps:

•Identification of the contract, or contracts, with a customer

•Identification of the performance obligations in the contract

•Determination of the transaction price

•Allocation of the transaction price to the performance obligations in the contract

•Recognition of revenue when, or as, the Company satisfies a performance obligation

The Company’s subscription agreements generally have monthly or annual contractual terms and a small percentage have multi-year contractual terms. Revenue is recognized ratably over the related contractual term beginning on the date that the platform is made available to a customer. Access to the platform represents a series of distinct services as the Company continually provides access to, and fulfills its obligation to the end customer over the subscription term. The series of distinct services represents a single performance obligation that is satisfied over time. The Company recognizes revenue ratably because the customer receives and consumes the benefits of the platform throughout the contract period. The Company’s contracts are generally non-cancelable.

The Company bills in advance for monthly contracts and typically bills annually in advance for contracts with terms of one year or longer. The Company also recognizes an immaterial amount of contract assets, or unbilled receivables, primarily related to consideration for services completed but not billed at the reporting date. Unbilled receivables are classified as receivables when the Company has the right to invoice the customer.

The Company records contract liabilities when cash payments are received or due in advance of performance to deferred revenue. Deferred revenue primarily relates to the advance consideration received from the customer.

The price of subscriptions is generally fixed at contract inception and therefore, the Company’s contracts do not contain a significant amount of variable consideration. As a result, the amount of revenue recognized in the periods presented from performance obligations satisfied (or partially satisfied) in previous periods was not material.

Cost of revenue consists primarily of expenses associated with the storage, delivery, and distribution of the Company’s platform for both paying users and free users. These costs, which are referred to as infrastructure costs, include depreciation of servers located in co-location facilities that the Company leases and operates, rent and facilities expense for those datacenters, network and bandwidth costs, support and maintenance costs for infrastructure equipment, and payments to third-party datacenter service providers. Cost of revenue also includes salaries, bonuses, benefits, travel-related expenses, and stock-based compensation, which are referred to as employee-related costs, for employees whose primary responsibilities relate to supporting the Company’s infrastructure and delivering user support. Other non-employee costs included in cost of revenue include credit card fees related to processing customer transactions and allocated overhead, such as facilities, including rent, utilities, depreciation on leasehold improvements and other equipment shared by all departments, and shared information technology costs. In addition, cost of revenue includes amortization of developed technologies, professional fees related to user support initiatives, and property taxes related to the datacenters.Deferred commissions, net is stated as gross deferred commissions less accumulated amortization. Deferred commissions are considered to be incremental and recoverable costs of obtaining a contract with a customer such as sales commissions earned by the Company’s sales force including related payroll taxes and revenue share earned by strategic partners. These amounts have been capitalized as deferred commissions within prepaid and other current assets and other assets on the condensed consolidated balance sheets.

Stock-based compensation

The Company has primarily granted restricted stock units (“RSUs”) to its employees and members of the Board of Directors under the 2008 Equity Incentive Plan (“2008 Plan”), the 2017 Equity Incentive Plan (“2017 Plan”), and the 2018 Equity Incentive Plan (“2018 Plan” and together with the 2008 Plan and 2017 Plan, the "Dropbox Equity Incentive Plans”). Since August 2015, the Company has granted RSUs, which have a service based vesting condition over a four-year period vesting quarterly, as the only stock-based payment awards to its employees, with the exception of awards granted to its co-founder and certain executives, and has not granted any stock options to employees under the Dropbox Equity Incentive Plans. The Company recognizes compensation expense associated with RSUs on a straight-line basis over the requisite service period and accounts for forfeitures in the period in which they occur.

The Board of Directors determines the fair value of each share of underlying common stock based on the closing price of the Company's Class A common stock as reported on the Nasdaq Global Select Market on the date of the grant.

In December 2017, the Board of Directors approved the Company’s Co-Founder Grant, consisting of 10.3 million shares of Class A Common Stock in the form of restricted stock awards ("RSAs") which were granted to Drew Houston, the Company’s co-founder and Chief Executive Officer. This Co-Founder Grant has service-based, market-based, and performance-based vesting conditions. The Co-Founder Grant is excluded from Class A common stock issued and outstanding until the satisfaction of these vesting conditions. The Company estimated the grant date fair value of the Co-Founder Grant using a model based on multiple stock price paths developed through the use of a Monte Carlo simulation that incorporates into the valuation the possibility that the certain stock price targets may not be satisfied. The first tranche of the Co-Founder Grant vested in the fourth quarter of 2021. The stock-based compensation expense for the Co-Founder Grant is recognized utilizing the accelerated attribution method over the requisite service period identified as the derived service period over which the market conditions are expected to be achieved, and is not reversed if the market conditions are not satisfied. Therefore no incremental stock-based compensation was recognized upon vesting of these RSAs. See Note 12, "Stockholders' Deficit" to our condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q for further information.

Cash and cash equivalents

Cash consists primarily of cash on deposit with banks and includes amounts in transit from payment processors for credit and debit card transactions, which typically settle within five business days. Cash equivalents include highly liquid investments purchased with an original maturity date of 90 days or less from the date of purchase.

The Company monitors its credit risk by considering factors such as historical experience, credit ratings, current economic conditions, and reasonable and supportable forecasts.

Short-term investments

The Company’s short-term investments are primarily comprised of corporate notes and obligations, U.S. Treasury securities, certificates of deposit, asset-backed securities, commercial paper, U.S. agency obligations, foreign government securities, supranational securities, and municipal securities. The Company determines the appropriate classification of its short-term investments at the time of purchase and reevaluates such designation at each balance sheet date. The Company has classified and accounted for its short-term investments as available-for-sale securities as the Company may sell these securities at any time for use in its current operations or for other purposes, even prior to maturity. As a result, the Company classifies its short-term investments, including securities with stated maturities beyond twelve months, within current assets in the condensed consolidated balance sheets. The Company's short-term investments are recorded at fair value each reporting period. Unrealized gains and losses on these short-term investments are reported as a separate component of accumulated other comprehensive loss in the condensed consolidated balance sheets until realized. Unrealized gains and losses for any short-term investments that management intends to sell or it is more likely than not that management will be required to sell prior to their anticipated recovery are recorded in other income, net. The Company segments its portfolio based on the underlying risk profiles of the securities and has a zero-loss expectation for U.S. treasury and U.S. government agency securities. The Company regularly reviews the securities in an unrealized loss position and evaluates the current expected credit loss by considering factors such as credit ratings, issuer-specific factors, current economic conditions, and reasonable and supportable forecasts.

Concentrations of credit risk

Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash, cash equivalents, accounts receivable, and short-term investments. Although the Company deposits its cash and short-term investments with multiple well-established financial institutions, the deposits, at times, may exceed federally insured limits. The Company has not experienced any losses on its deposits of cash and cash equivalents and management believes that the institutions where the Company has deposits are financially stable and, accordingly, minimal credit risk exists.

Property and equipment, net

Equipment is stated at cost less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful life of the related asset, which is generally three to seven years. Leasehold improvements are amortized on a straight-line basis over the shorter of their estimated useful lives or the term of the related lease.

The following table presents the estimated useful lives of property and equipment:


Property and equipment						Useful life
Buildings						20 to 30 years
Datacenter and other computer equipment						3 to 5 years
Office equipment and other						3 to 7 years
Leasehold improvements						Lesser of estimated useful life or remaining lease term

Lease obligations

The Company leases office space, datacenters, and equipment under non-cancelable finance and operating leases with various expiration dates through 2036. The Company determines if an arrangement contains a lease at inception.

Operating lease right-of-use assets and lease liabilities are recognized at the present value of the future lease payments at commencement date. The interest rate implicit in the Company’s operating leases is not readily determinable, and therefore an incremental borrowing rate is estimated to determine the present value of future payments. The estimated incremental borrowing rate factors in a hypothetical interest rate on a collateralized basis with similar terms, payments, and economic environments. Operating lease right-of-use assets also include any prepaid lease payments and lease incentives.

Certain of the operating lease agreements contain rent concession, rent escalation, and option to renew provisions. Rent concession and rent escalation provisions are considered in determining the single lease cost to be recorded over the lease term. Single lease cost is recognized on a straight-line basis over the lease term commencing on the date the Company has the right to use the leased property. The lease terms may include options to extend or terminate the lease. The Company generally uses the base, non-cancelable, lease term when recognizing the lease assets and liabilities, unless it is reasonably certain that the option will be exercised.

In addition, certain operating lease agreements contain tenant improvement allowances from its landlords. These allowances are accounted for as lease incentives and decrease the Company's right-of-use asset and reduce single lease cost over the lease term.

As part of the Company's Virtual First strategy, Dropbox has retained a portion of its office space for in-person collaboration while the remainder will be subleased. The Company recorded total impairment charges of zero and $2.2 million during the three and nine months ended September 30, 2023, respectively, and $4.0 million and $12.7 million during the three and nine months ended September 30, 2022, respectively, related to real estate assets as a result of changes in the corporate real estate market which has impacted the Company's subleasing strategy in conjunction with our Virtual First model. See Note 9 "Leases" to our condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q for further information.

The Company leases certain equipment from various third parties, through equipment finance leases. These leases either include a bargain purchase option, a full transfer of ownership at the completion of the lease term, or the terms of the leases are at least 75 percent of the useful lives of the assets and are therefore classified as finance leases. These leases are capitalized in property and equipment, net and the related amortization of assets under finance leases is included in depreciation and amortization expense in the Company’s condensed consolidated statements of operations. Initial asset values and finance lease obligations are based on the present value of future minimum lease payments.

The Company’s finance lease agreements may contain lease and non-lease components. The non-lease components include payments for support on infrastructure equipment obtained via finance leases, which when not significant in relation to the overall agreement, are combined with the lease components and accounted for together as a single lease component.

Business combinations

The Company uses best estimates and assumptions, including but not limited to, future expected cash flows, expected asset lives, and discount rates, to assign a fair value to the tangible and intangible assets acquired and liabilities assumed in business combinations as of the acquisition date. These estimates are inherently uncertain and subject to refinement. During the measurement period, which may be up to one year from the acquisition date, adjustments to the fair value of these tangible and intangible assets acquired and liabilities assumed may be recorded, with the corresponding offset to goodwill. Upon the conclusion of the measurement period or final determination of the fair value of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded to the Company’s condensed consolidated statements of operations.

Long-lived assets, including goodwill and other acquired intangible assets, net

The Company evaluates the recoverability of its property and equipment and finite-lived intangible assets for possible impairment whenever events or circumstances indicate that the carrying amount of such assets may not be recoverable. The evaluation is performed at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. Recoverability of these assets is measured by a comparison of the carrying amounts to the future undiscounted cash flows the assets are expected to generate. If such review determines that the carrying amount of specific property and equipment or intangible assets is not recoverable, the carrying amount of such assets is reduced to its fair value.

The Company reviews goodwill for impairment at least annually in the fourth quarter, or more frequently if events or changes in circumstances would more likely than not reduce the fair value of its single reporting unit below its carrying value.

The Company has not recorded impairment charges on goodwill or intangible assets for the periods presented in these condensed consolidated financial statements.

The Company recorded total impairment charges of zero and $2.2 million during the three and nine months ended September 30, 2023, respectively, and $4.0 million and $12.7 million during the three and nine months ended September 30, 2022, respectively, related to real estate assets as a result of changes in the corporate real estate market which has impacted the Company's subleasing strategy in conjunction with our Virtual First model. See Note 9 "Leases" for further information.

Acquired property and equipment and finite-lived intangible assets are amortized over their useful lives. The Company evaluates the estimated remaining useful life of these assets when events or changes in circumstances warrant a revision to the remaining period of amortization. If the Company revises the estimated useful life assumption for any asset, the remaining unamortized balance is amortized or depreciated over the revised estimated useful life on a prospective basis.

Income taxes

Deferred income tax balances reflect the effects of temporary differences between the financial reporting and tax bases of the Company’s assets and liabilities using enacted tax rates expected to apply when taxes are actually paid or recovered. In addition, deferred tax assets are recorded for net operating loss and credit carryforwards.

A valuation allowance is provided against deferred tax assets unless it is more likely than not that they will be realized based on all available positive and negative evidence. Such evidence includes, but is not limited to, recent cumulative earnings or losses, expectations of future taxable income by taxing jurisdiction, and the carry-forward periods available for the utilization of deferred tax assets.

The Company uses a two-step approach to recognizing and measuring uncertain income tax positions. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates it is more likely than not that the position will be sustained on audit. The second step is to measure the tax benefit as the largest amount, which is more than 50% likely of being realized upon ultimate settlement. The Company recognizes interest and penalties related to unrecognized tax benefits as income tax expense.

Although the Company believes that it has adequately reserved for its uncertain tax positions, it can provide no assurance that the final tax outcome of these matters will not be materially different. The Company evaluates its uncertain tax positions on a regular basis and evaluations are based on a number of factors, including changes in facts and circumstances, changes in tax law, correspondence with tax authorities during the course of an audit, and effective settlement of audit issues.

To the extent that the final tax outcome of these matters is different than the amounts recorded, such differences will affect the provision for income taxes in the period in which such determination is made and could have a material impact on the Company’s financial condition and results of operations.

The Tax Cuts and Jobs Act of 2017 ("TCJA") subjects a U.S. shareholder to current tax on global intangible low-taxed income ("GILTI") earned by foreign subsidiaries. The Company accounts for GILTI as a period cost as incurred.

Fair value measurement

The Company applies fair value accounting for all financial assets and liabilities and non-financial assets and liabilities that are recognized or disclosed at fair value in the financial statements on a recurring basis. The Company defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining fair value measurements for assets and liabilities, the Company considers the principal or most advantageous market in which it would transact and the market-based risk measurements or assumptions that market participants would use in pricing the asset or liability, such as risks inherent in valuation techniques, transfer restrictions, and credit risk. Fair value is estimated by applying the following hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement:

Level 1—Quoted prices in active markets for identical assets or liabilities.

Level 2—Observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

Level 3—Inputs that are generally unobservable and typically reflect management’s estimate of assumptions that market participants would use in pricing the asset or liability.

Recently adopted accounting pronouncements

In March 2022, the FASB issued ASU 2022-02, Financial Instruments—Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures, which eliminates the accounting guidance on troubled debt restructurings for creditors in ASC 310-40 and amends the guidance on "vintage disclosures" to require disclosure of current-period gross write-offs by year of origination. The ASU also updates the requirements related to accounting for credit losses under ASC 326 and adds enhanced disclosures for creditors with respect to loan refinancings and restructurings for borrowers experiencing financial difficulty. The Company adopted ASU 2022-02 on January 1, 2023. The adoption of the standard did not have a material impact on the Company's condensed consolidated financial statements.

Goodwill

Goodwill represents the excess of the purchase price in a business combination over the fair value of net tangible and intangible assets acquiredGoodwill amounts are not amortized, but tested for impairment on an annual basis.

Net income per share

The Company computes net income per share using the two-class method required for multiple classes of common stock and participating securities. The rights, including the liquidation and dividend rights, of the Class A common stock and Class B common stock are substantially identical, other than voting rights. Accordingly, the Class A common stock and Class B common stock share equally in the Company’s net income and losses.

Debt

9 Months Ended

Sep. 30, 2023

Debt Disclosure [Abstract]

Debt

Revolving credit facility

In February 2018, the Company entered into an amendment to the revolving credit facility to, among other things, permit the Company to make certain investments, enter into an unsecured standby letter of credit facility and increase its standby letter of credit sublimit to $187.5 million. The Company increased its borrowing capacity under the revolving credit facility from $600.0 million to $725.0 million. In February 2021, the Company amended the revolving credit facility to decrease its borrowing capacity under the revolving credit facility from $725.0 million to $500.0 million and the letter of credit sublimit from $187.5 million to $65.0 million and extended the term of the agreement through February 2026. The Company may from time-to-time request increases in its borrowing capacity under the revolving credit facility of up to $250.0 million, provided no event of default has occurred or is continuing or would result from such increase. In conjunction with the February 2021 amendment, the Company paid upfront issuance fees of $1.7 million, which are being amortized over the remaining term of the agreement, and wrote-off $0.2 million in unamortized deferred debt issuance costs. In March 2023, the Company amended the revolving credit facility to update its borrowing benchmark from LIBOR to SOFR, with a fixed credit spread adjustment of 0.10%. In conjunction with the March 2023 amendment, the Company incurred upfront issuance fees of $0.1 million, which are being amortized over the remaining term of the agreement.

Pursuant to the terms of the revolving credit facility, the Company may issue letters of credit under the revolving credit facility, which reduce the total amount available for borrowing. Pursuant to the terms of the revolving credit facility, the Company is required to pay an annual commitment fee that accrues at a rate of 0.20% per annum on the unused portion of the borrowing commitments under the revolving credit facility. In addition, the Company is required to pay a fee in connection with letters of credit issued under the revolving credit facility, which accrues at a rate of 1.375% per annum on the amount of such letters of credit outstanding. There is an additional fronting fee of 0.125% per annum multiplied by the average aggregate daily maximum amount available under all letters of credit. Borrowings under the revolving credit facility bear interest, at the Company’s option, at an annual rate based on credit spread adjusted SOFR plus a spread of 1.375% or at an alternative base rate plus a spread of 0.375%.

The revolving credit facility contains customary conditions to borrowing, events of default and covenants, including covenants that restrict the Company’s ability to incur indebtedness, grant liens, make distributions to holders of the Company or its subsidiaries’ equity interests, make investments, or engage in transactions with its affiliates. In addition, the revolving credit facility contains financial covenants, including a consolidated leverage ratio incurrence covenant and a minimum liquidity balance of $100.0 million, which includes any available borrowing capacity. The Company was in compliance with the covenants of the revolving credit facility as of September 30, 2023 and December 31, 2022, respectively.

The Company had an aggregate of $38.9 million of letters of credit outstanding under the revolving credit facility as of September 30, 2023, and the Company’s total available borrowing capacity under the revolving credit facility was $461.1 million as of September 30, 2023. The Company’s letters of credit have final expiration dates through 2036.

Convertible senior notes

During the first quarter of 2021, the Company issued $695.8 million aggregate principal amount of the 2026 Notes. Additionally, during the first quarter of 2021, the Company issued $693.3 million aggregate principal amount of the 2028 Notes. The Notes were issued in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933. The net proceeds from the sale of the Notes were approximately $1.4 billion after deducting offering and issuance costs related to the Notes.

The Notes of each series do not bear regular interest. The Notes of each series may bear special interest as the remedy relating to the Company’s failure to comply with certain of its reporting obligations. The Company has complied with these reporting obligations from the issuance date through September 30, 2023. The 2026 Notes will mature on March 1, 2026, and the 2028 Notes will mature on March 1, 2028, in each case, unless earlier converted, redeemed or repurchased.

The initial conversion rate for the 2026 Notes is 26.1458 shares of the Company’s Class A common stock per $1,000 principal amount of such Note, which is equivalent to an initial conversion price of approximately $38.25 per share. The initial

conversion rate for the 2028 Notes is 28.2889 shares of Class A common stock per $1,000 principal amount of such Notes, which is equivalent to an initial conversion price of approximately $35.35 per share. The conversion rate for each series of Notes will be subject to adjustment upon the occurrence of certain specified events but will not be adjusted for accrued and unpaid special interest. In addition, upon the occurrence of a make-whole fundamental change (as defined in the relevant indentures governing the Notes) or a notice of redemption, the Company will, in certain circumstances, increase the conversion rate of the relevant series of Notes by a number of additional shares for a holder that elects to convert all or a portion of its Notes of such series in connection with such make-whole fundamental change or who elects to convert such Notes that are subject to such notice of redemption. The conversion rate for the 2026 Notes and the 2028 Notes shall not exceed 43.1406 shares per $1,000 principal amount of such Notes, subject to certain customary anti-dilution adjustments (as defined in the relevant indentures governing the Notes). There have been no changes to the initial conversion price of the Notes since issuance as of September 30, 2023.

Upon conversion, the principal portion of the Notes of the applicable series being converted will be settled in cash, and any amount in excess of the principal portion of such Notes will be settled in cash or shares of the Company’s Class A common stock or any combination thereof at the Company’s option. The if-converted value of the 2026 Notes and the 2028 Notes was below the principal value of the respective Notes as of September 30, 2023. In addition, during the three and nine months ended September 30, 2023 the conditions allowing holders of the Notes to convert during the following fiscal quarter were not met.

Prior to the close of business on the business day immediately preceding December 1, 2025, in the case of the 2026 Notes, and prior to the close of business on the business day immediately preceding December 1, 2027, in the case of the 2028 Notes, the Notes of the applicable series will be convertible only under the following circumstances: (1) during any calendar quarter commencing after June 30, 2021 (and only during such calendar quarter), if the last reported sale price of the Class A common stock for at least 20 trading days (whether or not consecutive) during the 30 consecutive trading day period ending on the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price for the relevant series of Notes on each applicable trading day; (2) during the five business day period after any five consecutive trading day period in which, for each trading day of that period, the trading price per $1,000 principal amount of 2026 Notes or 2028 Notes, as applicable, for such trading day was less than 98% of the product of the last reported sale price of the Class A common stock and the conversion rate for such series of Notes on each such trading day; (3) if the Company calls any or all of the Notes for redemption, such Notes of the applicable series called for redemption may be converted at any time prior to the close of business on the second scheduled trading day immediately preceding the redemption date; or (4) upon the occurrence of specified corporate transactions.

On or after December 1, 2025, in the case of the 2026 Notes, and on or after December 1, 2027, in the case of the 2028 Notes, until the close of business on the second scheduled trading day immediately preceding the relevant maturity date, holders of the relevant series of Notes may convert all or a portion of their Notes of such series regardless of the foregoing conditions.

The Company may redeem for cash all or any part of the Notes, at its option, on or after March 6, 2024, in the case of the 2026 Notes, and on or after March 6, 2025, in the case of the 2028 Notes, if the last reported sale price of its Class A common stock has been at least 130% of the conversion price for the relevant series of Notes then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which the Company provides notice of redemption at a redemption price equal to 100% of the principal amount of the series of Notes to be redeemed, plus any accrued and unpaid special interest to, but excluding, the redemption date. No sinking fund is provided for the Notes.

Upon the occurrence of a fundamental change (as defined in the relevant indentures governing the Notes) prior to the relevant maturity date, holders of the relevant series of Notes may require the Company to repurchase all or a portion of the Notes of such series for cash at a price equal to 100% of the principal amount of the series of Notes to be repurchased, plus any accrued and unpaid special interest to, but excluding, the fundamental change repurchase date. Additionally, and upon events of default (as defined in the relevant indentures governing the Notes), the maturity of the Notes may be accelerated.

The Notes are the Company’s general unsecured obligations and will rank senior in right of payment to any existing and future indebtedness that is contractually subordinated to the Notes; rank equal in right of payment with the Company’s existing and future senior unsecured indebtedness that is not so subordinated; effectively rank junior in right of payment to any of the Company’s existing and future secured indebtedness to the extent of the value of the assets securing such indebtedness; and be structurally subordinated to all indebtedness and other liabilities (including trade payables) of subsidiaries of the Company.

In accounting for the Notes, issuance costs of $11.0 million and $11.0 million for the 2026 Notes and the 2028 Notes were deducted from the carrying value of the Notes in the consolidated balance sheet. Issuance costs will be recognized as interest expense over the five-year term and seven-year term for the 2026 Notes and the 2028 Notes, respectively.

The following is a summary of the Notes as of September 30, 2023 and December 31, 2022.


	2026 Notes		2028 Notes		Total
September 30, 2023
Principal balance	$	695.8	$	693.3	$	1,389.1
Unamortized issuance costs	(5.3)		(6.9)		(12.2)
Carrying value, net	$	690.5	$	686.4	$	1,376.9

December 31, 2022
Principal balance	$	695.8	$	693.3	$	1,389.1
Unamortized issuance costs	(7.0)		(8.1)		(15.1)
Carrying value, net	$	688.8	$	685.2	$	1,374.0

During the three months ended September 30, 2023 and 2022, the Company recognized $0.6 million and $0.6 million in interest expense for the 2026 Notes and $0.4 million and $0.4 million in interest expense for the 2028 Notes, respectively, with such interest expense solely consisting of amortization of issuance costs. During the nine months ended September 30, 2023 and 2022, the Company recognized $1.7 million and $1.6 million in interest expense for the 2026 Notes and $1.2 million and $1.2 million in interest expense for the 2028 Notes, respectively, with such interest expense consisting of amortization of issuance costs. The effective interest rate for the 2026 Notes and the 2028 Notes was 0.32% and 0.22%, respectively, as of September 30, 2023.

Maturities on the Company's long-term convertible debt are as follows:


	Convertible Debt
Remainder of 2023	$	—
2024	—
2025	—
2026	695.8
2027	—
2028	693.3
Thereafter	—
Total	$	1,389.1

Convertible Note Hedges and Warrants

Concurrent with the offering of the Notes, the Company entered into convertible note hedge transactions with certain counterparties whereby the Company had the option to purchase a total of approximately 18.2 million shares for note hedges expiring in March 2026 (the “2026 Note Hedges”) and 19.6 million shares for note hedges expiring in March 2028 (the “2028 Note Hedges”, together with the 2026 Note Hedges, the “Note Hedges”), respectively, of its common stock at a price of approximately $38.25 and $35.35 per share, respectively. The aggregate cost of the convertible note hedge transactions was $265.3 million.

The Note Hedges, or a portion thereof, are exercisable upon conversion of the Notes and the satisfaction of certain conditions set forth in the Note Hedges. Additionally, the Note Hedges may be terminated and early settled upon the occurrence of certain events, including certain merger events, events of default, and upon a fundamental change (as defined in the relevant indentures for the Notes). The Note Hedges are settleable in cash, shares or a combination of cash and shares, at the option of

the Company, and the settlement alternative will be the same as the settlement alternative of the conversion spread for the respective Notes.

The convertible note hedge transactions are expected generally to reduce the potential dilution to the Class A common stock upon conversion of the relevant series of Notes and/or offset any cash payments the Company is required to make in excess of the principal amount of such converted Notes, as the case may be, in the event that the market price per share of the Class A common stock, as measured under the terms of the convertible note hedge transactions, is greater than the applicable strike price of those convertible note hedge transactions. As of September 30, 2023, the Company’s stock price was below the exercise price of the respective Note Hedges.

In addition, the Company sold warrants to certain counterparties whereby the holders of the warrants had the option to purchase a total of approximately 18.1 million shares underlying warrants expiring in 2026 (the “2026 Warrants”) and 20.1 million shares underlying warrants expiring in 2028 (the “2028 Warrants”, together with the 2026 Warrants, the “Warrants”), respectively, of the Company’s Class A common stock at an initial strike price of $46.36 and $46.36 per share, respectively. The Company received aggregate cash proceeds of $202.9 million from the sale of these Warrants.

If the market price per share of the Company’s Class A common stock, as measured under the terms of the Warrants, exceeds the strike price of the Warrants, the Warrants could have a dilutive effect, unless the Company elects, subject to certain conditions, to settle the Warrants in cash. The Warrants are only exercisable on the applicable expiration dates in accordance with the terms of the Warrants. Subject to the other terms of the Warrants, the first expiration date applicable to the 2026 Warrants and to the 2028 Warrants is June 1, 2026, and June 1, 2028, respectively, and the final expiration date applicable to the 2026 Warrants and 2028 Warrants is August 10, 2026 and August 10, 2028, respectively. As of September 30, 2023, the Company’s Class A common stock price was below the exercise price of the Warrants.

Taken together, the purchase of the Note Hedges and the sale of the Warrants are intended to reduce potential dilution from the conversion of the 2026 Notes and the 2028 Notes, and to effectively increase the overall conversion price from $38.25 per share to $46.36 per share and from $35.35 per share to $46.36 for the 2026 Notes and the 2028 Notes, respectively.

The Note Hedges and the Warrants are equity-classified instruments as a result of being indexed to the Company’s Class A common stock and meeting certain equity classification criteria, and the instruments will not be remeasured in subsequent periods as long as the instruments continue to meet these accounting criteria. The premium paid for the Note Hedges has been included as a net reduction to additional paid-in capital within stockholders’ deficit, and the premium received for the Warrants has been included as a net increase to additional paid-in capital within stockholders' deficit.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(c))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 470
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//470/tableOfContent

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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-Name Accounting Standards Codification
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-Paragraph 1C
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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-Paragraph 1I
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

+ Details

Description of the Business and Summary of Significant Accounting Policies

9 Months Ended

Sep. 30, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Description of the Business and Summary of Significant Accounting Policies

Business

Dropbox, Inc. (the “Company” or “Dropbox”) helps keep life organized and work moving. The Company was incorporated in May 2007 as Evenflow, Inc., a Delaware corporation, and changed its name to Dropbox, Inc. in October 2009. The Company is headquartered in San Francisco, California.

Basis of presentation and consolidation

The unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the related notes thereto as of and for the year ended December 31, 2022, included in the Company's Annual Report on Form 10-K on file with the SEC ("Annual Report").

Use of estimates

The Company’s most significant estimates and judgments involve the valuation of right-of-use and other lease related assets and income taxes.

Financial information about segments and geographic areas

The Company manages its operations and allocates resources as a single operating segment. Further, the Company manages, monitors, and reports its financials as a single reporting segment. The Company’s chief operating decision-maker is its Chief Executive Officer, who reviews financial information presented on a consolidated basis for purposes of making operating decisions, assessing financial performance, and allocating resources. See Note 15 "Geographic Areas" to our condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q for information regarding the Company’s long-lived assets and revenue by geography.

Foreign currency transactions

Gains and losses realized from foreign currency transactions (those transactions denominated in currencies other than the foreign subsidiaries’ functional currency) are included in other income, net. Monetary assets and liabilities are remeasured using foreign currency exchange rates at the end of the period, and non-monetary assets are remeasured based on historical exchange rates. The Company recorded net foreign currency transaction losses of $0.3 million and $0.4 million during the three

and nine months ended September 30, 2023, respectively, and net foreign currency transaction gains of $5.1 million and $4.0 million during the three and nine months ended September 30, 2022, respectively.

Revenue recognition

•Identification of the contract, or contracts, with a customer

•Identification of the performance obligations in the contract

•Determination of the transaction price

•Allocation of the transaction price to the performance obligations in the contract

•Recognition of revenue when, or as, the Company satisfies a performance obligation

The Company recognized $349.9 million and $661.1 million of revenue during the three and nine months ended September 30, 2023, respectively, and recognized $330.4 million and $632.2 million of revenue during the three and nine months ended September 30, 2022, respectively, that was included in the deferred revenue balances at the beginning of their respective periods.

As of September 30, 2023, future estimated revenue related to performance obligations that were unsatisfied or partially unsatisfied was $808.1 million. The substantial majority of the unsatisfied performance obligations will be satisfied over the next twelve months.

Stock-based compensation

Cost of revenue

Reduction in Workforce

On April 27, 2023, the Company announced a reduction of its global workforce by approximately 16% to streamline its team structure in support of its long-term growth and profitability objectives. The Company estimates that it will incur charges of approximately $40 million in connection with the reduction in workforce, primarily consisting of cash expenditures for severance payments, employee benefits and related costs. The Company incurred substantially all of these charges by the end of the third quarter of 2023. During the three and nine months ended September 30, 2023, the Company incurred $1.4 million and $38.9 million in charges, respectively.

These severance and related charges are included within the Company's condensed consolidated statements of operations for the three and nine months ended September 30, 2023 as follows:


	Three Months Ended September 30,		Nine Months Ended September 30,
Cost of revenue	$	0.2	$	2.9
Research and development	0.6		27.6
Sales and marketing	0.3		6.6
General and administrative	0.3		1.8
Total Charges	$	1.4	$	38.9

For the nine months ended September 30, 2023, changes in liabilities resulting from the severance charges and related accruals were as follows:


	Severance and Related Costs
Balance as of December 31, 2022	$	—
Charges	38.9
Cash Payments	(38.9)
Balance as of September 30, 2023	$	—

Cash and cash equivalents

The Company monitors its credit risk by considering factors such as historical experience, credit ratings, current economic conditions, and reasonable and supportable forecasts.

Short-term investments

The Company's short-term investments are recorded at fair value each reporting period. Unrealized gains and losses on these short-term investments are reported as a separate component of accumulated other comprehensive loss in the condensed consolidated balance sheets until realized. Unrealized gains and losses for any short-term investments that management intends to sell or it is more likely than not that management will be required to sell prior to their anticipated recovery are recorded in other income, net. The Company segments its portfolio based on the underlying risk profiles of the securities and has a zero-loss expectation for U.S. treasury and U.S. government agency securities. The Company regularly reviews the securities in an unrealized loss position and evaluates the current expected credit loss by considering factors such as credit ratings, issuer-specific factors, current economic conditions, and reasonable and supportable forecasts. The Company did not record any material credit losses during the three and nine months ended September 30, 2023. As of September 30, 2023 and December 31, 2022, no allowance for credit losses in short-term investments was recorded.

Concentrations of credit risk

Trade accounts receivable are typically unsecured and are derived from revenue earned from customers located around the world. Two distribution partners accounted for 13% and 46% of total trade and other receivables, net as of September 30, 2023. Two distribution partners accounted for 12% and 30% of total trade and other receivables, net as of December 31, 2022. No customer accounted for more than 10% of the Company’s revenue in the periods presented.

Deferred commissions, net

Deferred commissions, net is stated as gross deferred commissions less accumulated amortization. Deferred commissions are considered to be incremental and recoverable costs of obtaining a contract with a customer such as sales commissions earned by the Company’s sales force including related payroll taxes and revenue share earned by strategic partners. These amounts have been capitalized as deferred commissions within prepaid and other current assets and other assets on the condensed consolidated balance sheets. The Company deferred incremental costs of obtaining a contract of $6.4 million and $18.7 million during the three and nine months ended September 30, 2023, respectively and $8.6 million and $24.6 million during the three and nine months ended September 30, 2022, respectively.

Deferred commissions, net included in prepaid and other current assets were $25.2 million and $33.6 million as of September 30, 2023 and December 31, 2022, respectively. Deferred commissions, net included in other assets were $22.6 million and $25.7 million as of September 30, 2023 and December 31, 2022, respectively.

Commissions related to new contracts are typically deferred and amortized over a period of benefit of five years. The period of benefit was estimated by considering factors such as historical customer attrition rates, the useful life of the Company’s technology, and the impact of competition in its industry. Commissions that are commensurate with renewal contracts are typically amortized over one year. Amortization of deferred commissions was $9.4 million and $30.2 million for the three and nine months ended September 30, 2023, respectively and $10.2 million and $28.9 million for the three and nine months ended September 30, 2022, respectively. Amortization of deferred commissions costs are included in sales and marketing expense in the accompanying condensed consolidated statements of operations. There was no impairment loss in relation to the deferred costs for any period presented.

Property and equipment, net

The following table presents the estimated useful lives of property and equipment:


Property and equipment						Useful life
Buildings						20 to 30 years
Datacenter and other computer equipment						3 to 5 years
Office equipment and other						3 to 7 years
Leasehold improvements						Lesser of estimated useful life or remaining lease term

Lease obligations

Business combinations

Long-lived assets, including goodwill and other acquired intangible assets, net

The Company has not recorded impairment charges on goodwill or intangible assets for the periods presented in these condensed consolidated financial statements.

Income taxes

Fair value measurement

Level 1—Quoted prices in active markets for identical assets or liabilities.

Level 3—Inputs that are generally unobservable and typically reflect management’s estimate of assumptions that market participants would use in pricing the asset or liability.

Recently adopted accounting pronouncements

Description of the Business and Summary of Significant Accounting Policies - Long-lived assets, including goodwill and other acquired intangible assets, net (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Goodwill and intangible asset impairment	$ 0	$ 0	$ 0	$ 0
Impairment charges	$ 0	$ 4,000,000.0	$ 2,200,000	$ 12,700,000

Description of the Business and Summary of Significant Accounting Policies - Reduction in Workforce (Details) - 2023 Global Workforce Reduction Plan - USD ($) $ in Millions		3 Months Ended	9 Months Ended
	Apr. 27, 2023	Sep. 30, 2023	Sep. 30, 2023
Restructuring Cost and Reserve [Line Items]
Expected reduction of workforce	16.00%
Expected costs	$ 40.0
Charges		$ 1.4	$ 38.9

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

Description of the Business and Summary of Significant Accounting Policies - Foreign Currency Transactions (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Net foreign currency transaction gain (loss)	$ (0.3)	$ 5.1	$ (0.4)	$ 4.0

Description of the Business and Summary of Significant Accounting Policies - Deferred Commissions, Net (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022
Capitalized Contract Cost [Line Items]
Additional contract costs deferred	$ 6.4	$ 8.6	$ 18.7	$ 24.6
Amortization of deferred commissions	$ 9.4	$ 10.2	$ 30.2	$ 28.9
Deferred Commissions
Capitalized Contract Cost [Line Items]
Deferred contract costs, amortization period	5 years		5 years
Deferred Commissions \| Prepaid Expenses and Other Current Assets
Capitalized Contract Cost [Line Items]
Deferred contract costs	$ 25.2		$ 25.2		$ 33.6
Deferred Commissions \| Other Assets
Capitalized Contract Cost [Line Items]
Deferred contract costs	$ 22.6		$ 22.6		$ 25.7
Renewal Commissions
Capitalized Contract Cost [Line Items]
Deferred contract costs, amortization period	1 year		1 year

Net Income Per Share - Schedule of Earnings Per Share, Basic and Diluted (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Numerator
Net income attributable to common stockholders	$ 114.1	$ 83.2	$ 226.3	$ 224.9
Weighted-average number of common shares outstanding used in computing basic net income per share (in shares)	339.2	358.1	342.5	364.2
Net income per common share, basic (in dollars per share)	$ 0.34	$ 0.23	$ 0.66	$ 0.62
Weighted-average number of common shares outstanding used in computing diluted net income per share (in shares)	346.0	360.1	345.9	366.5
Net income per common share, diluted (in dollars per share)	$ 0.33	$ 0.23	$ 0.65	$ 0.61
Class A
Numerator
Net income attributable to common stockholders	$ 86.9	$ 64.0	$ 172.6	$ 173.9
Weighted-average number of common shares outstanding used in computing basic net income per share (in shares)	258.4	275.5	261.2	281.6
Net income per common share, basic (in dollars per share)	$ 0.34	$ 0.23	$ 0.66	$ 0.62
Reallocation of net income as a result of conversion of Class B to Class A common stock	$ 27.2	$ 19.2	$ 53.7	$ 51.0
Reallocation of net income to Class B common stock	0.0	0.0	0.0	0.0
Net income attributable to common stockholders for diluted EPS	$ 114.1	$ 83.2	$ 226.3	$ 224.9
Weighted-average effect of dilutive restricted stock units and awards and employee stock options (in shares)	6.8	2.0	3.4	2.3
Conversion of Class B to Class A common stock (in shares)	80.8	82.6	81.3	82.6
Weighted-average number of common shares outstanding used in computing diluted net income per share (in shares)	346.0	360.1	345.9	366.5
Net income per common share, diluted (in dollars per share)	$ 0.33	$ 0.23	$ 0.65	$ 0.61
Class B
Numerator
Net income attributable to common stockholders	$ 27.2	$ 19.2	$ 53.7	$ 51.0
Weighted-average number of common shares outstanding used in computing basic net income per share (in shares)	80.8	82.6	81.3	82.6
Net income per common share, basic (in dollars per share)	$ 0.34	$ 0.23	$ 0.66	$ 0.62
Reallocation of net income as a result of conversion of Class B to Class A common stock	$ 0.0	$ 0.0	$ 0.0	$ 0.0
Reallocation of net income to Class B common stock	(0.5)	(0.1)	(0.5)	(0.3)
Net income attributable to common stockholders for diluted EPS	$ 26.7	$ 19.1	$ 53.2	$ 50.7
Weighted-average effect of dilutive restricted stock units and awards and employee stock options (in shares)	0.0	0.0	0.0	0.0
Conversion of Class B to Class A common stock (in shares)	0.0	0.0	0.0	0.0
Weighted-average number of common shares outstanding used in computing diluted net income per share (in shares)	80.8	82.6	81.3	82.6
Net income per common share, diluted (in dollars per share)	$ 0.33	$ 0.23	$ 0.65	$ 0.61

Description of the Business and Summary of Significant Accounting Policies - Property and Equipment, Net (Details)	Sep. 30, 2023
Minimum
Property, Plant and Equipment [Line Items]
Property and equipment, useful life	3 years
Minimum \| Buildings
Property, Plant and Equipment [Line Items]
Property and equipment, useful life	20 years
Minimum \| Datacenter and other computer equipment
Property, Plant and Equipment [Line Items]
Property and equipment, useful life	3 years
Minimum \| Office equipment and other
Property, Plant and Equipment [Line Items]
Property and equipment, useful life	3 years
Maximum
Property, Plant and Equipment [Line Items]
Property and equipment, useful life	7 years
Maximum \| Buildings
Property, Plant and Equipment [Line Items]
Property and equipment, useful life	30 years
Maximum \| Datacenter and other computer equipment
Property, Plant and Equipment [Line Items]
Property and equipment, useful life	5 years
Maximum \| Office equipment and other
Property, Plant and Equipment [Line Items]
Property and equipment, useful life	7 years

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions	Sep. 30, 2023	Dec. 31, 2022
Current assets:
Cash and cash equivalents	$ 604.3	$ 232.8
Short-term investments	704.6	1,110.6
Trade and other receivables, net	64.1	53.8
Prepaid expenses and other current assets	94.1	92.6
Total current assets	1,467.1	1,489.8
Property and equipment, net	298.9	308.4
Operating lease right-of-use asset	244.4	260.6
Intangible assets, net	65.8	88.3
Goodwill	400.5	403.3
Deferred tax assets	486.9	498.7
Other assets	47.0	61.0
Total assets	3,010.6	3,110.1
Current liabilities:
Accounts payable	45.2	38.6
Accrued and other current liabilities	150.5	139.9
Accrued compensation and benefits	86.4	131.7
Operating lease liability	67.4	68.9
Finance lease obligation	112.6	114.8
Deferred revenue	734.7	702.6
Total current liabilities	1,196.8	1,196.5
Operating lease liability, non-current	550.8	585.2
Finance lease obligation, non-current	153.3	151.7
Convertible senior notes, net, non-current	1,376.9	1,374.0
Other non-current liabilities	83.1	112.1
Total liabilities	3,360.9	3,419.5
Commitments and contingencies (Note 10)
Stockholders' deficit:
Additional paid-in-capital	2,561.3	2,511.6
Accumulated deficit	(2,874.7)	(2,772.1)
Accumulated other comprehensive loss	(36.9)	(48.9)
Total stockholders' deficit	(350.3)	(309.4)
Total liabilities and stockholders' deficit	$ 3,010.6	$ 3,110.1

Description of the Business and Summary of Significant Accounting Policies - Stock-based Compensation (Details) - Restricted Stock - shares shares in Millions	1 Months Ended	9 Months Ended
	Dec. 31, 2017	Sep. 30, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period		4 years
Shares granted (in shares)		20.4
Chief Executive Officer \| Co-Founder Grant
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares granted (in shares)	10.3

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

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+ Details

Income Taxes	9 Months Ended
Income Taxes	Sep. 30, 2023
Income Tax Disclosure [Abstract]
Income Taxes	Income TaxesThe Company computed the year-to-date income tax provision by applying the estimated annual effective tax rate to the year-to-date pre-tax income and adjusted for discrete tax items in the period. The Company's provision for income taxes was $21.4 million and $55.8 million for the three and nine months ended September 30, 2023, respectively, and $15.0 million and $46.2 million for the three and nine months ended September 30, 2022, respectively. For the three and nine months ended September 30, 2023, the difference between the U.S. statutory rate and the Company's effective tax rate was primarily due to jurisdictional mix of earnings, tax credits, and state income taxes. For the three and nine months ended September 30, 2022, the difference between the U.S. statutory rate and the Company's effective tax rate was primarily due to the requirement to capitalize research expenditures in accordance with the TCJA, which was partially offset by the utilization of U.S. deferred tax assets which had a full valuation allowance. The Company periodically evaluates the realizability of its net deferred tax assets based on all available evidence, both positive and negative. The realization of net deferred tax assets is dependent on the Company's ability to generate sufficient future taxable income during periods prior to the expiration of tax attributes to fully utilize these assets. As of September 30, 2023, the Company continues to maintain valuation allowances against its deferred tax assets in California and one foreign jurisdiction. The Company is subject to income tax audits in the U.S. and foreign jurisdictions. The Company records liabilities related to uncertain tax positions and believes that it has provided adequate reserves for income tax uncertainties in all open tax years. Unrecognized tax benefits increased by $13.4 million during the nine months ended September 30, 2023. The increase was driven by a gross increase in unrecognized tax benefits related to tax positions taken in the period of approximately $14.6 million, of which $11.3 million, if recognized, would affect the Company's effective tax rate and $3.3 million would result in adjustment to deferred tax assets with corresponding adjustments to the valuation allowance. The gross increase was partially offset by a decrease in unrecognized tax benefits of approximately $1.2 million due to a statute of limitations lapse related to prior period tax positions. It is reasonably possible that there could be changes to the amount of uncertain tax positions due to activities of the taxing authorities, settlement of audit issues, reassessment of existing uncertain tax positions, or the expiration of applicable statutes of limitations; however, the Company is not able to estimate the impact of these items at this time.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

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+ Details

Business Combinations - Schedule of Assets Acquired (Details) - FormSwift $ in Millions	Dec. 15, 2022 USD ($)
Acquired Finite-Lived Intangible Assets [Line Items]
Estimated fair values	$ 41.2
Estimated weighted average useful lives (In years)	3 years 8 months 12 days
Developed technology
Acquired Finite-Lived Intangible Assets [Line Items]
Estimated fair values	$ 24.2
Estimated weighted average useful lives (In years)	5 years
Customer relationships
Acquired Finite-Lived Intangible Assets [Line Items]
Estimated fair values	$ 16.4
Estimated weighted average useful lives (In years)	2 years
Trade name
Acquired Finite-Lived Intangible Assets [Line Items]
Estimated fair values	$ 0.6
Estimated weighted average useful lives (In years)	1 year

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Statement of Comprehensive Income [Abstract]
Net income	$ 114.1	$ 83.2	$ 226.3	$ 224.9
Other comprehensive income (loss):
Change in foreign currency translation adjustments	(3.3)	(4.7)	(3.7)	(10.2)
Change in net unrealized gains and losses on short-term investments	4.6	(12.5)	15.7	(45.3)
Total other comprehensive income (loss)	1.3	(17.2)	12.0	(55.5)
Comprehensive income	$ 115.4	$ 66.0	$ 238.3	$ 169.4

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

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Reference 23: http://www.xbrl.org/2003/role/disclosureRef
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Reference 24: http://www.xbrl.org/2003/role/disclosureRef
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Reference 27: http://www.xbrl.org/2003/role/disclosureRef
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Reference 28: http://www.xbrl.org/2003/role/disclosureRef
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Reference 29: http://www.xbrl.org/2003/role/disclosureRef
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Reference 30: http://www.xbrl.org/2003/role/disclosureRef
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Reference 31: http://www.xbrl.org/2003/role/disclosureRef
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Reference 32: http://www.xbrl.org/2003/role/exampleRef
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Reference 33: http://www.xbrl.org/2003/role/disclosureRef
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Reference 34: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Subsequent Events (Details) $ in Millions	3 Months Ended
Subsequent Events (Details) $ in Millions	Mar. 31, 2025 USD ($) ft²	Jun. 30, 2024 USD ($) ft²	Dec. 31, 2023 USD ($) ft²	Oct. 17, 2023 USD ($) ft²
Forecast \| Corporate Headquarters Lease Amendment
Subsequent Event [Line Items]
Area of leased property surrendered \| ft²	59,035	54,253	51,956
Lease termination payment	$ 36.0	$ 14.9	$ 28.1
Forecast \| Minimum
Subsequent Event [Line Items]
Termination benefit			145.0
Forecast \| Maximum
Subsequent Event [Line Items]
Termination benefit			$ 175.0
Subsequent Event \| Corporate Headquarters Lease Amendment
Subsequent Event [Line Items]
Area of leased property surrendered \| ft²				165,000
Lease termination liability				$ 79.0

Net Income Per Share

9 Months Ended

Sep. 30, 2023

Earnings Per Share [Abstract]

Net Income Per Share

Basic net income per share is computed by dividing net income attributable to common stockholders by the weighted-average number of shares of the Class A and Class B common stock outstanding.

Diluted net income per share is computed by dividing net income attributable to common stockholders by the weighted-average number of diluted common shares outstanding. The computation of the diluted net income per share of Class A common stock assumes the conversion of the Company's Class B common stock to Class A common stock, while the diluted net income per share of Class B common stock does not assume the conversion of those shares to Class A common stock. The dilutive effect of potentially dilutive common shares is reflected in diluted earnings per share by application of the if-converted method for the 2026 Notes and the 2028 Notes, and by application of the treasury stock method for the Company's other potentially dilutive securities.

The numerators and denominators of the basic and diluted EPS computations for the Company's common stock are calculated as follows (in millions, except for per share amounts):


	Three Months Ended September 30,				Three Months Ended September 30,
	2023				2022
	Class A		Class B		Class A		Class B
Basic net income per share:
Numerator
Net income attributable to common stockholders	$	86.9	$	27.2	$	64.0	$	19.2
Denominator
Weighted-average number of common shares outstanding used in computing basic net income per share	258.4		80.8		275.5		82.6
Net income per common share, basic	$	0.34	$	0.34	$	0.23	$	0.23
Diluted net income per share:
Numerator
Net income attributable to common stockholders	$	86.9	$	27.2	$	64.0	$	19.2
Reallocation of net income as a result of conversion of Class B to Class A common stock	27.2		—		19.2		—
Reallocation of net income to Class B common stock	—		(0.5)		—		(0.1)
Net income attributable to common stockholders for diluted EPS	$	114.1	$	26.7	$	83.2	$	19.1
Denominator
Weighted-average number of common shares outstanding used in computing basic net income per share	258.4		80.8		275.5		82.6
Weighted-average effect of dilutive restricted stock units and awards and employee stock options	6.8		—		2.0		—
Conversion of Class B to Class A common stock	80.8		—		82.6		—
Weighted-average number of common shares outstanding used in computing diluted net income per share	346.0		80.8		360.1		82.6
Net income per common share, diluted	$	0.33	$	0.33	$	0.23	$	0.23


	Nine Months Ended September 30,				Nine Months Ended September 30,
	2023				2022
	Class A		Class B		Class A		Class B
Basic net income per share:
Numerator
Net income attributable to common stockholders	$	172.6	$	53.7	$	173.9	$	51.0
Denominator
Weighted-average number of common shares outstanding used in computing basic net income per share	261.2		81.3		281.6		82.6
Net income per common share, basic	$	0.66	$	0.66	$	0.62	$	0.62
Diluted net income per share:
Numerator
Net income attributable to common stockholders	$	172.6	$	53.7	$	173.9	$	51.0
Reallocation of net income as a result of conversion of Class B to Class A common stock	53.7		—		51.0		—
Reallocation of net income to Class B common stock	—		(0.5)		—		(0.3)
Net income attributable to common stockholders for diluted EPS	$	226.3	$	53.2	$	224.9	$	50.7
Denominator
Weighted-average number of common shares outstanding used in computing basic net income per share	261.2		81.3		281.6		82.6
Weighted-average effect of dilutive restricted stock units and awards and employee stock options	3.4		—		2.3		—
Conversion of Class B to Class A common stock	81.3		—		82.6		—
Weighted-average number of common shares outstanding used in computing diluted net income per share	345.9		81.3		366.5		82.6
Net income per common share, diluted	$	0.65	$	0.65	$	0.61	$	0.61

The weighted-average impact of potentially dilutive securities that were not included in the diluted per share calculations because they would be anti-dilutive was as follows:


	Three Months Ended September 30,		Nine Months Ended September 30,
	2023	2022	2023	2022
Restricted stock units and awards	1.9	21.8	8.1	20.3
Options to purchase shares of common stock	—	0.3	—	0.4
Co-Founder Grant	8.3	8.3	8.3	8.3
Convertible Senior Notes	37.8	37.8	37.8	37.8
Warrants	37.8	37.8	37.8	37.8
Total	85.8	106.0	92.0	104.6

Business Combinations - Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Millions	Sep. 30, 2023	Dec. 31, 2022	Dec. 15, 2022
Liabilities assumed:
Goodwill	$ 400.5	$ 403.3
FormSwift
Assets acquired:
Cash and cash equivalents			$ 0.4
Acquisition-related intangible assets			41.2
Accounts receivable, prepaid and other assets			3.4
Total assets acquired			45.0
Liabilities assumed:
Accounts payable, accrued and other liabilities			4.6
Deferred revenue			6.6
Total liabilities assumed			11.2
Net assets acquired, excluding goodwill			33.8
Total purchase consideration			69.3
Goodwill			$ 35.5

Description of the Business and Summary of Significant Accounting Policies - Lease Obligations (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Impairment related to real estate assets	$ 0	$ 4,000,000.0	$ 2,200,000	$ 12,700,000

Geographic Areas

9 Months Ended

Sep. 30, 2023

Segment Reporting [Abstract]

Geographic Areas

Long-lived assets

The following table sets forth long-lived assets by geographic area:


	As of
	September 30, 2023		December 31, 2022
United States	$	291.9	$	300.2
International (1)	$	7.0	$	8.2
Total property and equipment, net	$	298.9	$	308.4

(1) No single country other than the United States had a property and equipment balance greater than 10% of total property and equipment, net, as of September 30, 2023 and December 31, 2022.

Revenue

Revenue by geography is generally based on the address of the customer as defined in the Company’s subscription agreement. The following table sets forth revenue by geographic area for the three and nine months ended September 30, 2023 and 2022.


	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
United States	$	358.8	$	324.5	$	1,058.4	$	930.9
International (1)	274.2		266.5		808.2		795.2
Total revenue	$	633.0	$	591.0	$	1,866.6	$	1,726.1

(1) No single country outside of the United States accounted for more than 10% of total revenue during the three and nine months ended September 30, 2023 and 2022, respectively.

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-22

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Name Accounting Standards Codification
-Section 50
-Paragraph 15
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-15

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Name Accounting Standards Codification
-Section 50
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-URI https://asc.fasb.org//1943274/2147482810/280-10-50-31

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-42

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//280/tableOfContent

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-26

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-34

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-41

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org//1943274/2147482810/280-10-50-21

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-21

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

+ Details

Fair Value Measurements (Tables)

9 Months Ended

Sep. 30, 2023

Fair Value Disclosures [Abstract]

Schedule of Fair Value Assets Measured On Recurring Basis

The following table presents information about the Company’s financial instruments that are measured at fair value on a recurring basis using the input categories discussed in Note 1:


	As of September 30, 2023
	Level 1		Level 2		Level 3		Total
Cash equivalents
Money market funds	$	500.6	$	—	$	—	$	500.6
U.S. Treasury securities	—		14.7		—		14.7
Commercial paper	—		2.7		—		2.7
Corporate notes and obligations	—		0.8		—		0.8
Certificates of deposit	—		0.3		—		0.3
Total cash equivalents	$	500.6	$	18.5	$	—	$	519.1
Short-term investments
Corporate notes and obligations	—		298.1		—		298.1
U.S. Treasury securities	—		232.9		—		232.9
Asset backed securities	—		75.8		—		75.8
Municipal securities	—		51.3		—		51.3
Commercial paper	—		19.8		—		19.8
Certificates of deposit	—		9.8		—		9.8
U.S. agency obligations	—		9.6		—		9.6
Foreign government obligations	—		5.7		—		5.7
Supranational securities	—		1.6		—		1.6
Total short-term investments	—		704.6		—		704.6
Total	$	500.6	$	723.1	$	—	$	1,223.7


	As of December 31, 2022
	Level 1		Level 2		Level 3		Total
Cash equivalents
Money market funds	$	139.5	$	—	$	—	$	139.5
Commercial paper	—		3.2		—		3.2
Total cash equivalents	$	139.5	$	3.2	$	—	$	142.7
Short-term investments
Corporate notes and obligations	—		489.5		—		489.5
U.S. Treasury securities	—		346.4		—		346.4
Asset backed securities	—		111.6		—		111.6
Municipal securities	—		61.2		—		61.2
Commercial paper	—		46.4		—		46.4
Certificates of deposit	—		29.1		—		29.1
Foreign government obligations	—		5.6		—		5.6
U.S. agency obligations	—		17.6		—		17.6
Supranational securities	—		3.2		—		3.2
Total short-term investments	—		1,110.6		—		1,110.6
Total	$	139.5	$	1,113.8	$	—	$	1,253.3

Leases - Future Minimum Lease Payments (Details) $ in Millions	Sep. 30, 2023 USD ($)
Operating leases
Remainder of 2023	$ 23.5
2024	92.5
2025	87.6
2026	68.0
2027	68.3
2028	68.4
Thereafter	351.9
Total future minimum lease payments	760.2
Less imputed interest	(140.8)
Less tenant improvement receivables	(1.2)
Total liability	618.2
Finance leases
Remainder of 2023	34.1
2024	115.0
2025	74.8
2026	47.9
2027	11.4
2028	0.0
Thereafter	0.0
Total future minimum lease payments	283.2
Less imputed interest	(17.4)
Less tenant improvement receivables	0.0
Total liability	$ 265.8

Property and Equipment, Net - Narrative (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022
Property, Plant and Equipment [Abstract]
Assets under equipment finance lease, gross	$ 470.2		$ 470.2		$ 456.4
Assets under equipment finance lease, accumulated depreciation	256.2		256.2		$ 240.9
Depreciation	$ 34.2	$ 35.1	$ 104.3	$ 105.9

Geographic Areas (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
Geographic Areas (Details) - USD ($) $ in Millions	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022
Segment Reporting Information [Line Items]
Property and equipment, net	$ 298.9		$ 298.9		$ 308.4
Revenue	633.0	$ 591.0	1,866.6	$ 1,726.1
United States
Segment Reporting Information [Line Items]
Property and equipment, net	291.9		291.9		300.2
Revenue	358.8	324.5	1,058.4	930.9
International
Segment Reporting Information [Line Items]
Property and equipment, net	7.0		7.0		$ 8.2
Revenue	$ 274.2	$ 266.5	$ 808.2	$ 795.2

- Definition

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 924
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 11.L)
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Name Accounting Standards Codification
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-URI https://asc.fasb.org//1943274/2147482810/280-10-50-40

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Publisher FASB
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-Topic 280
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-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 41
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-41

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 4
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-4

+ Details

Fair Value Measurements - Narrative (Details) $ in Millions	Sep. 30, 2023 USD ($)
2026 Notes \| Level 2
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Convertible debt, fair value disclosures	$ 658.1
2026 Notes \| Convertible Debt
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt instrument, face amount	$ 695.8
Debt instrument, interest rate, stated percentage	0.00%
2028 Notes \| Level 2
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Convertible debt, fair value disclosures	$ 664.5
2028 Notes \| Convertible Debt
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt instrument, face amount	$ 693.3
Debt instrument, interest rate, stated percentage	0.00%

Accrued and Other Current Liabilities

9 Months Ended

Sep. 30, 2023

Payables and Accruals [Abstract]

Accrued and Other Current Liabilities

Accrued and other current liabilities consisted of the following:


	As of
	September 30, 2023		December 31, 2022
Non-income taxes payable	$	58.6	$	76.4
Accrued legal and other external fees	25.2		25.5
Acquisition indemnification holdbacks(1)	17.3		—
Other accrued and current liabilities	49.4		38.0
Total accrued and other current liabilities	$	150.5	$	139.9

(1) Acquisition indemnification holdbacks were reclassified from other non-current liabilities as of December 31, 2022 to accrued and other current liabilities as of September 30, 2023 on the condensed consolidated balance sheets.

Leases - Narrative (Details) - USD ($)	3 Months Ended		9 Months Ended
Leases - Narrative (Details) - USD ($)	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2017
Lessee, Lease, Description [Line Items]
Lease, renewal term	5 years		5 years
Operating sublease, extension term			4 years
Sublease income	$ 3,600,000	$ 5,300,000	$ 11,900,000	$ 14,800,000
Impairment charges	0	$ 4,000,000.0	2,200,000	$ 12,700,000
Operating lease, not yet commenced, liability	$ 19,200,000		$ 19,200,000
Operating leases, not yet commenced, term of contract	6 years 6 months		6 years 6 months
Corporate Headquarters Lease
Lessee, Lease, Description [Line Items]
Operating lease, term of contract					15 years
Minimum obligations	$ 520,300,000		$ 520,300,000
Corporate Headquarters Lease \| Line of Credit \| Letter of Credit
Lessee, Lease, Description [Line Items]
Letter of credit	$ 24,100,000		$ 24,100,000
Minimum
Lessee, Lease, Description [Line Items]
Lease, remaining lease term	1 year		1 year
Operating sublease, term			1 year
Maximum
Lessee, Lease, Description [Line Items]
Lease, remaining lease term	13 years		13 years
Operating sublease, term			10 years

Stockholders’ Deficit - Stock Repurchase Program (Details) - USD ($) shares in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Jul. 31, 2023	Feb. 28, 2022
Class of Stock [Line Items]
Stock repurchase program, authorized amount					$ 1,200,000,000	$ 1,200,000,000
Class A
Class of Stock [Line Items]
Stock repurchased and retired during period (in shares)	3.8	7.7	18.8	27.6
Stock repurchased and retired during period, aggregate purchase price	$ 104,400,000	$ 171,400,000	$ 436,100,000	$ 621,100,000

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 2: http://www.xbrl.org/2003/role/recommendedDisclosureRef
-Topic 272
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 3
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483014/272-10-45-3

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 272
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482987/272-10-50-1

Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(d))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-14

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-18

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 210
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(27)(b))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 210
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(28))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-2

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 210
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(29))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 3
-Subparagraph (SX 210.6-03(i)(2))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479886/946-10-S99-3

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 3
-Subparagraph (SX 210.6-03(i)(1))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479886/946-10-S99-3

Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 3
-Subparagraph (SX 210.6-03(i)(2)(i))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479886/946-10-S99-3

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 3
-Subparagraph (SX 210.6-03(i)(2)(ii))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479886/946-10-S99-3

+ Details

Accrued and Other Current Liabilities (Details) - USD ($) $ in Millions	Sep. 30, 2023	Dec. 31, 2022
Payables and Accruals [Abstract]
Non-income taxes payable	$ 58.6	$ 76.4
Accrued legal and other external fees	25.2	25.5
Acquisition indemnification holdbacks	17.3	0.0
Other accrued and current liabilities	49.4	38.0
Total accrued and other current liabilities	$ 150.5	$ 139.9

Description of the Business and Summary of Significant Accounting Policies (Tables)

9 Months Ended

Sep. 30, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Summary of Restructuring Costs

These severance and related charges are included within the Company's condensed consolidated statements of operations for the three and nine months ended September 30, 2023 as follows:


	Three Months Ended September 30,		Nine Months Ended September 30,
Cost of revenue	$	0.2	$	2.9
Research and development	0.6		27.6
Sales and marketing	0.3		6.6
General and administrative	0.3		1.8
Total Charges	$	1.4	$	38.9

For the nine months ended September 30, 2023, changes in liabilities resulting from the severance charges and related accruals were as follows:


	Severance and Related Costs
Balance as of December 31, 2022	$	—
Charges	38.9
Cash Payments	(38.9)
Balance as of September 30, 2023	$	—

Schedule of Estimated Useful Lives of Property and Equipment

The following table presents the estimated useful lives of property and equipment:


Property and equipment						Useful life
Buildings						20 to 30 years
Datacenter and other computer equipment						3 to 5 years
Office equipment and other						3 to 7 years
Leasehold improvements						Lesser of estimated useful life or remaining lease term

Property and equipment, net consisted of the following:


	As of
	September 30, 2023		December 31, 2022
Datacenter and other computer equipment	$	741.4	$	671.3
Furniture and fixtures	11.6		19.8
Leasehold improvements	98.8		118.0
Construction in progress	2.2		2.8
Total property and equipment	854.0		811.9
Accumulated depreciation and amortization	(555.1)		(503.5)
Property and equipment, net	$	298.9	$	308.4

Description of the Business and Summary of Significant Accounting Policies - Schedule of Changes in Severance Charges and Related Accruals (Details) - 2023 Global Workforce Reduction Plan - USD ($) $ in Millions	3 Months Ended	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2023
Restructuring Reserve [Roll Forward]
Balance as of December 31, 2022		$ 0.0
Charges	$ 1.4	38.9
Cash Payments		(38.9)
Balance as of September 30, 2023	$ 0.0	$ 0.0

Cash, Cash Equivalents and Short-Term Investments (Tables)

9 Months Ended

Sep. 30, 2023

Cash and Cash Equivalents [Abstract]

Schedule of Cash, Cash Equivalents and Short-Term Investments


	As of September 30, 2023
	Amortized Cost		Unrealized Gain		Unrealized Loss		Estimated Fair Value
Cash	$	85.2	$	—	$	—	$	85.2
Cash equivalents
Money market funds	500.6		—		—		500.6
U.S. Treasury securities	14.7		—		—		14.7
Commercial paper	2.7		—		—		2.7
Corporate notes and obligations	0.8		—		—		0.8
Certificates of deposit	0.3		—		—		0.3
Total cash & cash equivalents	$	604.3	$	—	$	—	$	604.3
Short-term investments
Corporate notes and obligations	313.5		—		(15.4)		298.1
U.S. Treasury securities	242.5		—		(9.6)		232.9
Asset backed securities	79.2		—		(3.4)		75.8
Municipal securities	54.2		—		(2.9)		51.3
Commercial paper	19.8		—		—		19.8
U.S. agency obligations	10.0		—		(0.4)		9.6
Certificates of deposit	9.8		—		—		9.8
Foreign government obligations	5.9		—		(0.2)		5.7
Supranational securities	1.8		—		(0.2)		1.6
Total short-term investments	736.7		—		(32.1)		704.6
Total	$	1,341.0	$	—	$	(32.1)	$	1,308.9


	As of December 31, 2022
	Amortized Cost		Unrealized Gain		Unrealized Loss		Estimated Fair Value
Cash	$	90.1	$	—	$	—	$	90.1
Cash equivalents
Money market funds	139.5		—		—		139.5
Commercial paper	3.2		—		—		3.2
Total cash & cash equivalents	$	232.8	$	—	$	—	$	232.8
Short-term investments
Corporate notes and obligations	512.1		0.1		(22.7)		489.5
U.S. Treasury securities	360.2		0.2		(14.0)		346.4
Asset backed securities	117.6		—		(6.0)		111.6
Municipal securities	65.3		—		(4.1)		61.2
Commercial paper	46.4		—		—		46.4
Certificates of deposit	29.1		—		—		29.1
U.S. agency obligations	18.4		—		(0.8)		17.6
Foreign government obligations	6.0		—		(0.4)		5.6
Supranational securities	3.4		—		(0.2)		3.2
Total short-term investments	1,158.5		0.3		(48.2)		1,110.6
Total	$	1,391.3	$	0.3	$	(48.2)	$	1,343.4

Schedule of Contractual Maturities of Short Term Investments

The following table presents the contractual maturities of the Company’s short-term investments as of September 30, 2023:


	As of September 30, 2023
	Amortized cost		Estimated fair value
Due within one year	$	318.0	$	312.5
Due between one to three years	357.5		334.6
Due after three years	61.2		57.5
Total	$	736.7	$	704.6

Schedule of Short-Term Investments in Continuous Unrealized Loss Position

The following tables present the breakdown of the short-term investments that have been in a continuous unrealized loss position aggregated by investment category, as of September 30, 2023 and December 31, 2022:


	As of September 30, 2023
	Less than 12 months				More than 12 months				Total
	Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses
Corporate notes and obligations	$	36.5	$	(0.3)	$	255.4	$	(15.1)	$	291.9	$	(15.4)
U.S. Treasury securities	35.4		(0.6)		187.2		(9.0)		222.6		(9.6)
Asset backed securities	4.3		—		71.6		(3.4)		75.9		(3.4)
Municipal securities	—		—		51.1		(2.9)		51.1		(2.9)
U.S. agency obligations	2.3		—		3.4		(0.4)		5.7		(0.4)
Foreign government obligations	—		—		5.6		(0.2)		5.6		(0.2)
Supranational securities	—		—		1.6		(0.2)		1.6		(0.2)
Total	$	78.5	$	(0.9)	$	575.9	$	(31.2)	$	654.4	$	(32.1)


	As of December 31, 2022
	Less than 12 months				More than 12 months				Total
	Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses
Corporate notes and obligations	$	176.5	$	(3.5)	$	292.3	$	(19.2)	$	468.8	$	(22.7)
U.S. Treasury securities	110.9		(1.8)		176.9		(12.2)		287.8		(14.0)
Asset backed securities	13.7		(0.4)		90.4		(5.6)		104.1		(6.0)
Municipal securities	9.3		(0.3)		51.6		(3.8)		60.9		(4.1)
U.S. agency obligations	3.9		—		13.8		(0.8)		17.7		(0.8)
Foreign government obligations	—		—		5.5		(0.4)		5.5		(0.4)
Supranational securities	—		—		3.2		(0.2)		3.2		(0.2)
Total	$	314.3	$	(6.0)	$	633.7	$	(42.2)	$	948.0	$	(48.2)

Cash, Cash Equivalents and Short-Term Investments - Narrative (Details) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023 USD ($) investment	Sep. 30, 2022 USD ($)	Sep. 30, 2023 USD ($) investment	Sep. 30, 2022 USD ($)	Dec. 31, 2022 USD ($)
Cash and Cash Equivalents [Abstract]
Cash in transit for credit and debit card transactions \| $	$ 18.5		$ 18.5		$ 12.4
Number of investments in unrealized loss positions \| investment	469		469
Number of security types \| investment	9		9
Number of security types in loss position \| investment	7		7
Unrealized losses, short term investments \| $	$ 32.1		$ 32.1		$ 48.2
Investment income \| $	$ 8.9	$ 4.7	$ 23.6	$ 9.1

Accrued and Other Current Liabilities (Tables)

9 Months Ended

Sep. 30, 2023

Payables and Accruals [Abstract]

Schedule of Accrued and Other Current Liabilities

Accrued and other current liabilities consisted of the following:


	As of
	September 30, 2023		December 31, 2022
Non-income taxes payable	$	58.6	$	76.4
Accrued legal and other external fees	25.2		25.5
Acquisition indemnification holdbacks(1)	17.3		—
Other accrued and current liabilities	49.4		38.0
Total accrued and other current liabilities	$	150.5	$	139.9

Business Combinations - Narrative (Details) - FormSwift $ in Millions	Dec. 15, 2022 USD ($)
Business Acquisition [Line Items]
Percentage of business acquired	100.00%
Purchase consideration, agreements with key personnel	$ 25.7
Required service period	3 years
Acquired finite-lived intangible assets weighted average amortization period	3 years 8 months 12 days

Cash, Cash Equivalents and Short-Term Investments - Contractual Maturities (Details) $ in Millions	Sep. 30, 2023 USD ($)
Amortized cost
Due within one year	$ 318.0
Due between one to three years	357.5
Due after three years	61.2
Total	736.7
Estimated fair value
Due within one year	312.5
Due between one to three years	334.6
Due after three years	57.5
Total	$ 704.6

Leases - Future Subtenant Payments Receivable (Details) $ in Millions	Sep. 30, 2023 USD ($)
Leases [Abstract]
Remainder of 2023	$ 4.3
2024	17.3
2025	15.7
2026	11.9
2027	8.2
2028	7.7
Thereafter	18.6
Total future sublease rent payments, net	$ 83.7

Stockholders’ Deficit - Equity Incentive Plans Narrative (Details) - USD ($) shares in Millions, $ in Millions	9 Months Ended
	Sep. 30, 2023	Dec. 31, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares issued and outstanding (in shares)	0.2	0.4
2018 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expiration period	10 years
Remaining unamortized stock-based compensation	$ 750.4
Award requisite period	2 years 9 months 18 days
2018 Plan \| Employee Stock Option
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expiration period	10 years
Vesting period	4 years
Equity Incentive Plans
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares issued and outstanding (in shares)	33.9
Shares available for grant (in shares)	109.1

Description of the Business and Summary of Significant Accounting Policies - Schedule of Severance Charges Included Within the Statement of Operations (Details) - 2023 Global Workforce Reduction Plan - USD ($) $ in Millions	3 Months Ended	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2023
Restructuring Cost and Reserve [Line Items]
Total Charges	$ 1.4	$ 38.9
Cost of revenue
Restructuring Cost and Reserve [Line Items]
Total Charges	0.2	2.9
Research and development
Restructuring Cost and Reserve [Line Items]
Total Charges	0.6	27.6
Sales and marketing
Restructuring Cost and Reserve [Line Items]
Total Charges	0.3	6.6
General and administrative
Restructuring Cost and Reserve [Line Items]
Total Charges	$ 0.3	$ 1.8

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

Pay vs Performance Disclosure - USD ($) $ in Millions	3 Months Ended		9 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Millions	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Pay vs Performance Disclosure
Net income attributable to common stockholders	$ 114.1	$ 83.2	$ 226.3	$ 224.9

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

+ Details

Description of the Business and Summary of Significant Accounting Policies - Short-term Investments (Details) - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Allowance for credit losses	$ 0	$ 0

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Parenthetical) - USD ($)
$ in Millions

3 Months Ended

9 Months Ended

12 Months Ended

Mar. 15, 2023

Sep. 30, 2023

Sep. 30, 2022

Sep. 30, 2023

Sep. 30, 2022

Dec. 31, 2022

Cost of revenue

Allocated share-based compensation expense

$ 5.8

$ 6.4

$ 17.6

$ 18.8

Research and development

Allocated share-based compensation expense

^[1]

58.6

60.6

178.9

169.6

Research and development | President

Allocated share-based compensation expense

$ (6.7)

$ 4.4

Sales and marketing

Allocated share-based compensation expense

5.2

6.0

17.0

16.4

General and administrative

Allocated share-based compensation expense

$ 14.2

$ 13.1

$ 41.6

$ 38.6

[1]	On March 15, 2023, the Company's President resigned, resulting in the reversal of $6.7 million in stock-based compensation expense. Of the total amount reversed, $4.4 million related to expense recognized prior to January 1, 2023.

Description of the Business and Summary of Significant Accounting Policies - Revenue Recognition (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Revenue, performance obligation, description of timing			one year or longer
Revenue recognized	$ 349.9	$ 330.4	$ 661.1	$ 632.2
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-10-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation	$ 808.1		$ 808.1
Performance obligation satisfaction period	12 months		12 months

Stockholders’ Deficit - Schedule of Stock Option and Restricted Stock Activity (Details) $ / shares in Units, shares in Millions, $ in Millions	9 Months Ended	12 Months Ended
	Sep. 30, 2023 USD ($) $ / shares shares	Dec. 31, 2022 USD ($) $ / shares shares
Number of shares available for issuance under the Plans
Beginning balance (in shares)	97.9
Additional shares authorized (in shares)	17.5
Options and restricted stock units and awards canceled (in shares)	10.0
Shares withheld related to net share settlement of restricted stock units and awards (in shares)	4.1
Options and restricted stock units and awards granted (in shares)	(20.4)
Ending balance (in shares)	109.1	97.9
Options Outstanding, Number of shares outstanding under the Plans
Beginning balance (in shares)	0.4
Options exercised and restricted stock units and awards released (in shares)	(0.2)
Ending balance (in shares)	0.2	0.4
Vested at end of period (in shares)	0.2
Unvested at end of period (in shares)	0.0
Options Outstanding, Weighted- average exercise price per share
Beginning balance (in dollars per share) \| $ / shares	$ 11.30
Options exercised and restricted stock units and awards released (in dollars per share) \| $ / shares	10.59
Ending balance (in dollars per share) \| $ / shares	12.73	$ 11.30
Vested at end of period (in dollars per share) \| $ / shares	12.73
Unvested at end of period (in dollars per share) \| $ / shares	$ 0
Options Outstanding, Weighted- average remaining contractual term (In years)
Weighted-average contractual term	4 years 2 months 12 days	4 years 6 months
Vested at end of period	4 years 2 months 12 days
Options outstanding, aggregate intrinsic value \| $	$ 2.2	$ 4.5
Vested at end of period, aggregate intrinsic value \| $	2.2
Unvested at end of period, aggregate intrinsic value \| $	$ 0.0
Restricted Stock
Restricted Stock Outstanding, Number of shares outstanding under the Plans
Beginning balance (in shares)	34.8
Options exercised and restricted stock units and awards released (in shares)	(11.5)
Options and restricted stock units and awards canceled (in shares)	(10.0)
Options and restricted stock units and awards granted (in shares)	20.4
Ending balance (in shares)	33.7	34.8
Vested at end of period (in shares)	0.0
Restricted Stock Outstanding, Weighted- average grant date fair value per share
Beginning balance (in dollars per share) \| $ / shares	$ 23.40
Options exercised and restricted stock units and awards released (in dollars per share) \| $ / shares	22.76
Options and restricted stock units and awards canceled (in dollars per share) \| $ / shares	22.25
Options and restricted stock units and awards granted (in dollars per share) \| $ / shares	22.23
Ending balance (in dollars per share) \| $ / shares	22.89	$ 23.40
Vested at end of period (in dollars per share) \| $ / shares	$ 0

Goodwill

9 Months Ended

Sep. 30, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill

Goodwill represents the excess of the purchase price in a business combination over the fair value of net tangible and intangible assets acquired. The changes in the carrying amounts of goodwill were as follows:


Balance at December 31, 2022	$	403.3
FormSwift acquisition purchase price adjustments	(0.2)
Effect of foreign currency translation	(2.6)
Balance at September 30, 2023	$	400.5

Goodwill amounts are not amortized, but tested for impairment on an annual basis. There was no impairment of goodwill as of September 30, 2023 and December 31, 2022.

Stockholders’ Deficit - Co-Founder Grants (Details) - Restricted Stock shares in Millions, $ in Millions	1 Months Ended	3 Months Ended			9 Months Ended
	Dec. 31, 2017 tranche shares	Sep. 30, 2023 USD ($)	Sep. 30, 2022 USD ($)	Dec. 31, 2021 shares	Sep. 30, 2023 USD ($) shares	Sep. 30, 2022 USD ($)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares granted (in shares)					20.4
Vesting period					4 years
Awards vesting (in shares)					0.0
Co-Founder Grant
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expiration period	10 years
Number of tranches \| tranche	9
Trading period	30 days
Allocated share-based compensation expense \| $		$ 1.5	$ 2.6		$ 5.7	$ 9.5
Remaining unamortized stock-based compensation \| $		$ 3.7			$ 3.7
Co-Founder Grant \| Tranche One
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period	4 years
Co-Founder Grant \| Tranche One \| Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage vested maximum	20.00%
Co-Founder Grant \| Chief Executive Officer
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares granted (in shares)	10.3
Awards vesting (in shares)				2.1

Leases (Tables)

9 Months Ended

Sep. 30, 2023

Leases [Abstract]

Schedule of Maturities of Operating Lease Liabilities

Future minimum lease payments under non-cancellable leases as of September 30, 2023 were as follows:


	Operating leases(1)		Finance leases
Remainder of 2023	$	23.5	$	34.1
2024	92.5		115.0
2025	87.6		74.8
2026	68.0		47.9
2027	68.3		11.4
2028	68.4		—
Thereafter	351.9		—
Total future minimum lease payments	$	760.2	$	283.2
Less imputed interest	(140.8)		(17.4)
Less tenant improvement receivables	(1.2)		—
Total liability	$	618.2	$	265.8

Schedule of Maturities of Finance Lease Liabilities

Future minimum lease payments under non-cancellable leases as of September 30, 2023 were as follows:


	Operating leases(1)		Finance leases
Remainder of 2023	$	23.5	$	34.1
2024	92.5		115.0
2025	87.6		74.8
2026	68.0		47.9
2027	68.3		11.4
2028	68.4		—
Thereafter	351.9		—
Total future minimum lease payments	$	760.2	$	283.2
Less imputed interest	(140.8)		(17.4)
Less tenant improvement receivables	(1.2)		—
Total liability	$	618.2	$	265.8

Schedule of Payment to be Received on Operating Leases to Subtenants

Future non-cancelable rent payments from the Company's subtenants as of September 30, 2023 were as follows:


	Operating leases
Remainder of 2023	$	4.3
2024	17.3
2025	15.7
2026	11.9
2027	8.2
2028	7.7
Thereafter	18.6


Total future sublease rent payments, net	83.7

Intangible Assets - Schedule of Intangible Assets (Details) - USD ($) $ in Millions	Sep. 30, 2023	Dec. 31, 2022
Finite-Lived Intangible Assets [Line Items]
Intangible assets, gross	$ 161.0	$ 160.7
Accumulated amortization	(95.2)	(72.4)
Intangible assets, net	65.8	88.3
Developed technology
Finite-Lived Intangible Assets [Line Items]
Intangible assets, gross	$ 74.3	74.3
Developed technology \| Weighted Average
Finite-Lived Intangible Assets [Line Items]
Weighted- average remaining useful life (in years)	3 years 8 months 12 days
Customer relationships
Finite-Lived Intangible Assets [Line Items]
Intangible assets, gross	$ 43.2	43.2
Customer relationships \| Weighted Average
Finite-Lived Intangible Assets [Line Items]
Weighted- average remaining useful life (in years)	1 year 6 months
Patents
Finite-Lived Intangible Assets [Line Items]
Intangible assets, gross	$ 19.4	19.4
Patents \| Weighted Average
Finite-Lived Intangible Assets [Line Items]
Weighted- average remaining useful life (in years)	3 years 7 months 6 days
Software
Finite-Lived Intangible Assets [Line Items]
Intangible assets, gross	$ 8.9	8.9
Software \| Weighted Average
Finite-Lived Intangible Assets [Line Items]
Weighted- average remaining useful life (in years)	0 years
Trademarks and trade names
Finite-Lived Intangible Assets [Line Items]
Intangible assets, gross	$ 5.8	5.8
Trademarks and trade names \| Weighted Average
Finite-Lived Intangible Assets [Line Items]
Weighted- average remaining useful life (in years)	1 year 1 month 6 days
Licenses
Finite-Lived Intangible Assets [Line Items]
Intangible assets, gross	$ 4.6	4.6
Licenses \| Weighted Average
Finite-Lived Intangible Assets [Line Items]
Weighted- average remaining useful life (in years)	0 years
Assembled workforce in asset acquisitions
Finite-Lived Intangible Assets [Line Items]
Intangible assets, gross	$ 3.4	3.4
Assembled workforce in asset acquisitions \| Weighted Average
Finite-Lived Intangible Assets [Line Items]
Weighted- average remaining useful life (in years)	2 years 7 months 6 days
Other
Finite-Lived Intangible Assets [Line Items]
Intangible assets, gross	$ 1.4	$ 1.1
Other \| Weighted Average
Finite-Lived Intangible Assets [Line Items]
Weighted- average remaining useful life (in years)	2 years 1 month 6 days

Debt - Revolving Credit Facility (Details) - Credit And Guarantee Agreement - USD ($)	1 Months Ended
	Mar. 31, 2023	Feb. 28, 2021	Feb. 28, 2018	Sep. 30, 2023	Apr. 30, 2017
Letter of Credit
Line of Credit Facility [Line Items]
Commitment fee (percent)			1.375%
Fronting fee (percent)			0.125%
Revolving Credit Facility
Line of Credit Facility [Line Items]
Unused capacity, commitment fee (percent)			0.20%
Line of Credit
Line of Credit Facility [Line Items]
Covenant terms, minimum liquidity balance			$ 100,000,000
Line of Credit \| Letter of Credit
Line of Credit Facility [Line Items]
Line of credit facility, maximum borrowing capacity		$ 65,000,000	187,500,000
Line of Credit \| Revolving Credit Facility
Line of Credit Facility [Line Items]
Line of credit facility, maximum borrowing capacity		500,000,000	$ 725,000,000		$ 600,000,000
Line of credit facility, accordion feature, increase limit		250,000,000
Debt issuance fees	$ 100,000	1,700,000
Write off of deferred debt issuance cost		$ 200,000
Aggregate letters of credit outstanding amount				$ 38,900,000
Remaining borrowing capacity				$ 461,100,000
Line of Credit \| Revolving Credit Facility \| SOFR
Line of Credit Facility [Line Items]
Basis spread adjustment	0.10%
Basis spread on variable rate (percent)			1.375%
Line of Credit \| Revolving Credit Facility \| Base Rate
Line of Credit Facility [Line Items]
Basis spread on variable rate (percent)			0.375%

Cash, Cash Equivalents and Short-Term Investments - Schedule of Components (Details) - USD ($) $ in Millions	Sep. 30, 2023	Dec. 31, 2022
Cash and Cash Equivalents [Line Items]
Cash and cash equivalents, at carrying value	$ 604.3	$ 232.8
Cash equivalents	604.3	232.8
Short-term investments, amortized cost	736.7	1,158.5
Short-term investments, unrealized gain	0.0	0.3
Short-term investments, unrealized loss	(32.1)	(48.2)
Short-term investments, estimated fair value	704.6	1,110.6
Total cash, cash equivalents, and short term investments, before unrealized gains (losses) on investments	1,341.0	1,391.3
Total cash, cash equivalents, and short term investments	1,308.9	1,343.4
Corporate notes and obligations
Cash and Cash Equivalents [Line Items]
Short-term investments, amortized cost	313.5	512.1
Short-term investments, unrealized gain	0.0	0.1
Short-term investments, unrealized loss	(15.4)	(22.7)
Short-term investments, estimated fair value	298.1	489.5
U.S. Treasury securities
Cash and Cash Equivalents [Line Items]
Short-term investments, amortized cost	242.5	360.2
Short-term investments, unrealized gain	0.0	0.2
Short-term investments, unrealized loss	(9.6)	(14.0)
Short-term investments, estimated fair value	232.9	346.4
Asset backed securities
Cash and Cash Equivalents [Line Items]
Short-term investments, amortized cost	79.2	117.6
Short-term investments, unrealized gain	0.0	0.0
Short-term investments, unrealized loss	(3.4)	(6.0)
Short-term investments, estimated fair value	75.8	111.6
Municipal securities
Cash and Cash Equivalents [Line Items]
Short-term investments, amortized cost	54.2	65.3
Short-term investments, unrealized gain	0.0	0.0
Short-term investments, unrealized loss	(2.9)	(4.1)
Short-term investments, estimated fair value	51.3	61.2
Commercial paper
Cash and Cash Equivalents [Line Items]
Short-term investments, amortized cost	19.8	46.4
Short-term investments, unrealized gain	0.0	0.0
Short-term investments, unrealized loss	0.0	0.0
Short-term investments, estimated fair value	19.8	46.4
U.S. agency obligations
Cash and Cash Equivalents [Line Items]
Short-term investments, amortized cost	10.0	18.4
Short-term investments, unrealized gain	0.0	0.0
Short-term investments, unrealized loss	(0.4)	(0.8)
Short-term investments, estimated fair value	9.6	17.6
Certificates of deposit
Cash and Cash Equivalents [Line Items]
Short-term investments, amortized cost	9.8	29.1
Short-term investments, unrealized gain	0.0	0.0
Short-term investments, unrealized loss	0.0	0.0
Short-term investments, estimated fair value	9.8	29.1
Foreign government obligations
Cash and Cash Equivalents [Line Items]
Short-term investments, amortized cost	5.9	6.0
Short-term investments, unrealized gain	0.0	0.0
Short-term investments, unrealized loss	(0.2)	(0.4)
Short-term investments, estimated fair value	5.7	5.6
Supranational securities
Cash and Cash Equivalents [Line Items]
Short-term investments, amortized cost	1.8	3.4
Short-term investments, unrealized gain	0.0	0.0
Short-term investments, unrealized loss	(0.2)	(0.2)
Short-term investments, estimated fair value	1.6	3.2
Cash
Cash and Cash Equivalents [Line Items]
Cash and cash equivalents, at carrying value	85.2	90.1
Cash equivalents	85.2	90.1
Money market funds
Cash and Cash Equivalents [Line Items]
Cash and cash equivalents, at carrying value	500.6	139.5
Cash equivalents	500.6	139.5
U.S. Treasury securities
Cash and Cash Equivalents [Line Items]
Cash and cash equivalents, at carrying value	14.7
Cash equivalents	14.7
Commercial paper
Cash and Cash Equivalents [Line Items]
Cash and cash equivalents, at carrying value	2.7	3.2
Cash equivalents	2.7	$ 3.2
Corporate notes and obligations
Cash and Cash Equivalents [Line Items]
Cash and cash equivalents, at carrying value	0.8
Cash equivalents	0.8
Certificates of deposit
Cash and Cash Equivalents [Line Items]
Cash and cash equivalents, at carrying value	0.3
Cash equivalents	$ 0.3

Income Taxes (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
Income Taxes (Details) - USD ($) $ in Millions	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Income Tax Disclosure [Abstract]
Provision for income taxes	$ 21.4	$ 15.0	$ 55.8	$ 46.2
Increase in unrecognized tax benefits			13.4
Increase in unrecognized tax benefits, excluding adjustments			14.6
Unrecognized tax benefits that would impact effective tax rate	11.3		11.3
Unrecognized tax benefit that would result in adjustment to deferred tax assets	$ 3.3		3.3
Decrease in unrecognized tax benefits for expiration of statute of limitations			$ 1.2

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References + Details