0001467623-25-000047 | DEF 14A | XBRL Viewer

Pay vs Performance Disclosure, Table



(a)	(b)	(c)	(d)	(e)	(f)	(g)	(h)	(i)


Year	Summary Compensation Table Total for PEO ($)(1)	Compensation Actually Paid to PEO ($)(2)	Average Summary Compensation Table Total for Non-PEO NEOs ($)(3)	Average Compensation Actually Paid to Non-PEO NEOs ($)(4)	Value of Initial Fixed $100 Investment Based On:		Net Income ($M)(7)	Revenue ($M)(8)

					Total Company Shareholder Return ($)(5)	Peer Group Total Shareholder Return ($)(6)

2024	1,706,505	-16,215,315	7,182,866	7,498,844	167.73	301.44	452.3	2,545
2023	1,539,577	19,457,888	2,515,311	1,165,036	164.60	221.06	453.6	2,541
2022	1,146,000	-22,783,000	3,473,372	528,487	124.96	132.79	553.2	2,357
2021	1,515,269	25,163,611	2,832,378	1,261,953	137.02	206.76	335.8	2,149
2020	1,268,889	39,123,889	10,219,177	10,392,482	123.90	149.98	-256.3	1,915

Company Selected Measure Name

Revenue

Named Executive Officers, Footnote

The dollar amounts reported in column (b) are the amounts of total compensation reported for Mr. Houston, our Chief Executive Officer (“PEO”), for each corresponding year in the “Total” column of the applicable “Summary Compensation Table.” Refer to “Executive Compensation – Summary Compensation Table.”

(3) The dollar amounts reported in column (d) represent the average of the amounts reported for the company’s named executive officers (“NEOs”) as a group (excluding Mr. Houston) in the “Total” column of the “Summary Compensation Table” in each applicable year. The names of each of the NEOs (excluding Mr. Houston) included for purposes of calculating the average amounts in each applicable year are as follows: (i) for 2024, Tim Regan, Bart Volkmer, and Eric Cox; (ii) for 2023, Timothy Young, Tim Regan, Bart Volkmer, and Eric Cox; (iii) for 2022, Timothy Young, Tim Regan and Bart Volkmer; (iv) for 2021, Timothy Young, Tim Regan, Bart Volkmer, and Olivia Nottebohm; and (v) for 2020, Timothy Young, Tim Regan, Bart Volkmer, Olivia Nottebohm, and Ajay Vashee.

Peer Group Issuers, Footnote

(6) The peer group used for this purpose is the following published industry index: Nasdaq Computer Index.

PEO Total Compensation Amount

$ 1,706,505

$ 1,539,577

$ 1,146,000

$ 1,515,269

$ 1,268,889

PEO Actually Paid Compensation Amount

$ (16,215,315)

19,457,888

(22,783,000)

25,163,611

39,123,889

Adjustment To PEO Compensation, Footnote

(2) The dollar amounts reported in column (c) represent the amount of “compensation actually paid” to Mr. Houston, as computed in accordance with Item 402(v) of Regulation S-K. The dollar amounts do not reflect the actual amount of compensation earned by or paid to Mr. Houston during the applicable year. In accordance with the requirements of Item 402(v) of Regulation S-K, the following adjustments were made to Mr. Houston’s total compensation for each year to determine the compensation actually paid:



Year	Reported Summary Compensation Table Total for PEO ($)	Reported Value of Equity Awards ($)(a)	Equity Award Adjustments ($)(b)	Compensation Actually Paid to PEO ($)

2024	1,706,505	0	-17,921,820	-16,215,315
2023	1,539,577	0	17,918,311	19,457,888
2022	1,146,000	0	-23,929,000	-22,783,000
2021	1,515,269	0	23,648,342	25,163,611
2020	1,268,889	0	37,855,000	39,123,889

(a)The grant date fair value of equity awards represents the total of the amounts reported in the “Stock Awards” column in the “Summary Compensation Table” for the applicable year.

(b)The equity award adjustments for each applicable year include the addition (or subtraction, as applicable) of the following: (i) the year-end fair value of any equity awards granted in the applicable year that are outstanding and unvested as of the end of the applicable year; (ii) the amount of change as of the end of the applicable year (from the end of the prior fiscal year) in fair value of any awards granted in prior years that are outstanding and unvested as of the end of the applicable year; (iii) for awards that are granted and vest in the same applicable year, the fair value as of the vesting date; (iv) for awards granted in prior years that vest in the applicable year, the amount equal to the change as of the vesting date (from the end of the prior fiscal year) in fair value; (v) for awards granted in prior years that are determined to fail to meet the applicable vesting conditions during the applicable year, a deduction for the amount equal to the fair value at the end of the prior fiscal year; and (vi) the dollar value of any dividends or other earnings paid on stock or option awards in the applicable year prior to the vesting date that are not otherwise reflected in the fair value of such award or included in any other component of total compensation for the applicable year. The valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of grant. Fair values were computed as of the end of the respective fiscal year, other than with regards to fair values of awards that vest in each covered

year, which are valued as of the applicable vesting date. The amounts deducted or added in calculating the equity award adjustments are as follows:



Year	Year End Fair Value of Equity Awards ($)	Year over Year Change in Fair Value of Outstanding and Unvested Equity Awards ($)	Fair Value as of Vesting Date of Equity Awards Granted and Vested in the Year ($)	Year over Year Change in Fair Value of Equity Awards Granted in Prior Years that Vested in the Year ($)	Fair Value at the End of the Prior Year of Equity Awards that Failed to Meet Vesting Conditions in the Year ($)	Value of Dividends or other Earnings Paid on Stock or Option Awards not Otherwise Reflected in Fair Value or Total Compensation ($)	Total Equity Award Adjustments ($)

2024	0	-17,921,820	0	0	0	0	-17,921,820
2023	0	17,918,311	0	0	0	0	17,918,311
2022	0	-23,929,000	0	0	0	0	-23,929,000
2021	0	8,238,085	0	15,410,257	0	0	23,648,342
2020	0	37,855,000	0	0	0	0	37,855,000

Non-PEO NEO Average Total Compensation Amount

$ 7,182,866

2,515,311

3,473,372

2,832,378

10,219,177

Non-PEO NEO Average Compensation Actually Paid Amount

$ 7,498,844

1,165,036

528,487

1,261,953

10,392,482

Adjustment to Non-PEO NEO Compensation Footnote

(4) The dollar amounts reported in column (e) represent the average amount of “compensation actually paid” to the NEOs as a group (excluding Mr. Houston), as computed in accordance with Item 402(v) of Regulation S-K. The dollar amounts do not reflect the actual average amount of compensation earned by or paid to the NEOs as a group (excluding Mr. Houston) during the applicable year. In accordance with the requirements of Item 402(v) of Regulation S-K, the following adjustments were made to average total compensation for the NEOs as a group (excluding Mr. Houston) for each year to determine the compensation actually paid, using the same methodology described above in Note 2:



Year	Average Reported Summary Compensation Table Total for Non-PEO NEOs ($)	Average Reported Value of Equity Awards($)	Average Equity Award Adjustments ($)(a)	Average Compensation Actually Paid to Non- PEO NEOs ($)

2024	7,182,866	6,566,199	6,882,177	7,498,844
2023	2,515,311	2,049,960	699,685	1,165,036
2022	3,473,372	2,607,061	-337,824	528,487
2021	2,832,378	1,946,253	375,828	1,261,953
2020	10,219,177	9,424,859	9,598,164	10,392,482

(a)The amounts deducted or added in calculating the total average equity award adjustments are as follows:



Year	(a)	(b)	(c)	(d)	(e)	(f)	Total Average Equity Award Adjustments ($)(a)

	Average Year End Fair Value of Equity Awards ($)	Year over Year Average Change in Fair Value of Outstanding and Unvested Equity Awards ($)	Average Fair Value as of Vesting Date of Equity Awards Granted and Vested in the Year ($)	Year over Year Average Change in Fair Value of Equity Awards Granted in Prior Years that Vested in the Year ($)	Average Fair Value at the End of the Prior Year of Equity Awards that Failed to Meet Vesting Conditions in the Year ($)	Average Value of Dividends or other Earnings Paid on Stock or Option Awards not Otherwise Reflected in Fair Value or Total Compensation ($)

2024	5,703,394	62,853	1,382,982	-267,053	0	0	6,882,177
2023	2,271,117	586,030	460,877	299,187	-2,917,528	0	699,685
2022	2,038,975	-2,637,402	479,292	-218,688	0	0	-337,824
2021	1,455,584	1,400,515	385,547	648,906	3,514,724	0	375,828
2020	9,833,673	796,740	307,618	148,905	1,488,772	0	9,598,164

(a)The total average equity award adjustment is calculated by adding the values in columns (a), (b), (c), (d), and (f) less (e). Due to rounding, the total average equity award may not equal the total obtained by adding and subtracting the applicable columns.

Compensation Actually Paid vs. Total Shareholder Return

Compensation Actually Paid and Cumulative TSR

As demonstrated by the following graph, the amount of compensation actually paid to Mr. Houston decreased between 2020 and 2022, increased between 2022 and 2023, and then decreased again in 2024. The average amount of compensation actually paid to the company’s NEOs as a group (excluding Mr. Houston) decreased between 2020 and 2022 and increased between 2022 and 2024. During that five-year period, total shareholder return has been positive. The variance in compensation actually paid over the five year period is because a significant portion of compensation actually paid is comprised of equity awards, and in the case of Mr. Houston, vesting of equity awards is contingent upon achieving stock price targets as described in more detail in the section “Executive Compensation – Compensation Discussion and Analysis”.

Compensation Actually Paid vs. Net Income

Compensation Actually Paid and Net Income

As demonstrated by the following graph, the amount of compensation actually paid to Mr. Houston decreased between 2020 and 2022, increased between 2022 and 2023, and then decreased again in 2024. Meanwhile, the company's net income stabilized at a strong position over the same period. The average amount of compensation actually paid to the company’s NEOs as a group (excluding Mr. Houston) decreased between 2020 and 2022 and increased between 2022 and 2024, while the company's net income stabilized at a strong position over the same period. We do not use net income as a performance measure in our short or long-term incentive programs and as further discussed in the section “Executive Compensation – Compensation Discussion and Analysis”, a majority of the total compensation for the company’s NEOs is in the form of equity and therefore tied to stock price performance.

Compensation Actually Paid vs. Company Selected Measure

Compensation Actually Paid and Revenue

As demonstrated by the following graph, the amount of compensation actually paid to Mr. Houston decreased between 2020 and 2022, increased between 2022 and 2023, and decreased again in 2024. Meanwhile, the company's revenue increased over the same period. The average amount of compensation actually paid to the company’s NEOs as a group (excluding Mr. Houston) decreased between 2020 and 2022 and increased between 2022 and 2024, while the company’s revenue increased over the same period. The company has determined that revenue is the financial performance measure that, in the company’s assessment, represents the most important financial measure used by the company to link compensation actually paid to the company’s NEOs, for the most recently completed fiscal year, to company performance. As further discussed above in the section “Executive Compensation – Compensation Discussion and Analysis”, revenue represents two-thirds of the corporate multiplier of the short-term incentive plan.

Total Shareholder Return Vs Peer Group

Cumulative TSR of the Company and Cumulative TSR of the Peer Group

As demonstrated by the following graph, the company’s cumulative TSR over the five-year period presented in the table grew by 68%, while the cumulative TSR of the peer group presented for this purpose, the Nasdaq Computer Index, was 201% over the five years presented in the graph. For more information regarding the company’s performance and the

companies that the talent and compensation committee considers when determining compensation, refer to “Executive Compensation – Compensation Discussion and Analysis.”

Total Shareholder Return Amount

$ 167.73

164.60

124.96

137.02

123.90

Peer Group Total Shareholder Return Amount

301.44

221.06

132.79

206.76

149.98

Net Income (Loss)

$ 452,300,000

$ 453,600,000

$ 553,200,000

$ 335,800,000

$ (256,300,000)

Company Selected Measure Amount

2,545,000,000

2,541,000,000

2,357,000,000

2,149,000,000

1,915,000,000

PEO Name

Mr. Houston

Additional 402(v) Disclosure

Cumulative total shareholder return (“TSR”) is calculated as the difference between the company’s share price at the end and the beginning of the measurement period divided by the company’s share price at the beginning of the measurement period.The dollar amounts reported represent the amount of net income reflected in the company’s audited financial statements for the applicable year.Annual revenue was calculated to exclude the impact of foreign exchange from our annual revenue reflected in our audited financial statements for the applicable fiscal year by applying the prior year weighted average exchange rate to the applicable period’s results.

As described in more detail in the section “Executive Compensation – Compensation Discussion and Analysis,” the company’s executive compensation program reflects a variable pay-for-performance philosophy. While the company utilizes several performance measures to align executive compensation with company performance, not all of those company measures are presented in the “Pay Versus Performance” table. Moreover, the company generally seeks to incentivize long-term performance, and therefore does not specifically align the company’s performance measures with compensation that is actually paid (as computed in accordance with Item 402(v) of Regulation S-K) for a particular year. In accordance with Item 402(v) of Regulation S-K, the company is providing the following descriptions of the relationships between information presented in the “Pay Versus Performance” table.

Measure:: 1

Revenue

Measure:: 2

Non-GAAP operating margin

Measure:: 3

Stock-based compensation expense

Measure:: 4

PEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table

Stock price

PEO | Equity Awards Adjustments, Excluding Value Reported in Compensation Table

$ 0

PEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested

(17,921,820)

17,918,311

(23,929,000)

23,648,342

37,855,000

PEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested

PEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year

(17,921,820)

17,918,311

(23,929,000)

8,238,085

37,855,000

PEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year

PEO | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year

15,410,257

PEO | Dividends or Other Earnings Paid on Equity Awards not Otherwise Reflected in Total Compensation for Covered Year

Non-PEO NEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table

Non-PEO NEO | Equity Awards Adjustments, Excluding Value Reported in Compensation Table

6,566,199

2,049,960

2,607,061

1,946,253

9,424,859

Non-PEO NEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested

6,882,177

699,685

(337,824)

375,828

9,598,164

Non-PEO NEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested

5,703,394

2,271,117

2,038,975

1,455,584

9,833,673

Non-PEO NEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year

62,853

586,030

(2,637,402)

1,400,515

796,740

Non-PEO NEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year

1,382,982

460,877

479,292

385,547

307,618

Non-PEO NEO | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year

(267,053)

299,187

(218,688)

648,906

148,905

Non-PEO NEO | Dividends or Other Earnings Paid on Equity Awards not Otherwise Reflected in Total Compensation for Covered Year

(2,917,528)

3,514,724

1,488,772