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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
 
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2024
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission file number 001-40246
Nextdoor Holdings, Inc.
(Exact Name of Registrant as Specified in Its Charter)
Delaware86-1776836
(State or Other Jurisdiction of
Incorporation or Organization)

(I.R.S. Employer
Identification Number)
420 Taylor Street
San Francisco, California
(Address of Principal Executive Offices)
94102
(Zip Code)
Registrant’s telephone number, including area code: (415) 344-0333
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Class A common stock, par value $0.0001 per shareKINDNew York Stock Exchange
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports); and (2) has been subject to such filing requirements for the past 90 days.    Yes  ☒    No  ☐ 
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  Yes  ☒   No  ☐ 
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filerAccelerated filer
Non-accelerated filerSmaller reporting company
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).     Yes   ☐     No  

As of August 5, 2024, there were 187,941,328 shares of the registrant’s Class A common stock outstanding and 191,967,084 shares of the registrant’s Class B common stock outstanding.

 




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1

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS
This Quarterly Report on Form 10-Q (“Quarterly Report”) contains forward-looking statements within the meaning of the federal securities laws. All statements contained in this Quarterly Report, other than statements of historical fact, including statements regarding our or our management team’s expectations, hopes, beliefs, intentions, strategies, future operating results and financial position, potential growth or growth prospects, are forward-looking statements. Words such as “believes,” “may,” “will,” “estimates,” “potential,” “continues,” “anticipates,” “intends,” “expects,” “could,” “would,” “projects,” “plans,” “targets,” and variations of such words and similar expressions are intended to identify forward-looking statements. Forward-looking statements in this Quarterly Report may include, for example, statements about:

our anticipated growth, including our ability to scale new neighbor growth, our ability to grow engagement by our existing neighbor base and our ability to increase monetization of our platform;

our ability to scale our business and monetization efforts;

the political, economic, and macroeconomic climate, whether in the advertising industry in general, or among specific types of advertisers or within particular geographies, including but not limited to the impacts related to the upcoming U.S. election, turmoil in the global banking system, labor shortages, supply chain disruptions, a potential recession, a potential temporary federal government shutdown, inflation, and changing interest rates;

our ability to expand our business operations abroad by opening new and expanding within existing neighborhoods outside of the United States;

our ability to respond to general economic conditions;

our ability to invest in, and the ultimate success of, technologies aimed at enhancing our business solutions and delivering additional value to our platform;

our ability to scale our business effectively;

our ability to achieve and maintain profitability in the future;

our ability to access sources of capital to finance operations and growth;

the success of strategic relationships with third parties;

our ability to maintain the listing of our Class A common stock on the New York Stock Exchange;

changes in applicable laws or regulations, both within and outside of the United States;

the impact of the regulatory environment and complexities with compliance related to such environment;

the inability to develop and maintain effective internal controls;

the impact on our business as a result of interruptions, delays, or failures resulting from earthquakes, fires, floods, adverse weather conditions, other natural disasters, power loss, terrorism, pandemics, geopolitical conflict (including the war in Ukraine and war in the Middle East), other physical security threats, cyber-attacks, or other catastrophic events;

our success in retaining or recruiting, or changes required in, our officers, key employees, or directors;

our financial performance; and

other factors detailed in Part II, Item 1A, “Risk Factors” in this Quarterly Report.

We have based these forward-looking statements largely on our current expectations and projections as of the date of this filing about future events and trends that we believe may affect our financial condition, results of operations, business strategy, short-term and long-term business operations and objectives, and financial needs. These forward-looking statements are subject to a number
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of risks, uncertainties and assumptions, including those described in Part II, Item 1A, “Risk Factors” in this Quarterly Report. Readers are urged to carefully review and consider the various disclosures made in this Quarterly Report and in other documents we file from time to time with the Securities and Exchange Commission (the “SEC”), that disclose risks and uncertainties that may affect our business. Moreover, we operate in a very competitive and rapidly changing environment. New risks emerge from time to time. It is not possible for us to predict all risks, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements we may make. In light of these risks, uncertainties, and assumptions, the future events and circumstances discussed in this Quarterly Report may not occur and actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements.

You should not rely upon forward-looking statements as predictions of future events. The events and circumstances reflected in the forward-looking statements may not be achieved or occur. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, performance, or achievements. In addition, the forward-looking statements in this Quarterly Report are made as of the date of this filing, and we do not undertake, and expressly disclaim any duty, to update such statements for any reason after the date of this Quarterly Report or to conform statements to actual results or revised expectations, except as required by law.

You should read this Quarterly Report and the documents that we reference herein and have filed with the SEC as exhibits to this Quarterly Report with the understanding that our actual future results, performance, and events and circumstances may be materially different from what we expect.

As used in this Quarterly Report, the terms “Nextdoor,” “we,” “us,” “Registrant,” and “our” mean Nextdoor Holdings, Inc. and its subsidiaries unless the context indicates otherwise. The term “Business Combination” refers to the transactions contemplated by the that certain Agreement and Plan of Merger, dated as of July 6, 2021, by and among Khosla Ventures Acquisition Co. II, Nextdoor, Inc., and Lorelei Merger Sub Inc., as amended by Amendment No. 1 to the Agreement and Plan of Merger, dated as of September 30, 2021, including (i) the merger contemplated by the Agreement and Plan of Merger, whereby Lorelei Merger Sub Inc. merged with and into Nextdoor, Inc., with Nextdoor, Inc. surviving the merger as a wholly-owned subsidiary of Khosla Ventures Acquisition Co. II, and (ii) the private placement pursuant to which investors collectively subscribed for 27,000,000 shares of our Class A common stock at $10.00 per share, for an aggregate purchase price of $270,000,000.
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RISK FACTOR SUMMARY
Our business is subject to numerous risks and uncertainties, including those described in Part II, Item 1A, “Risk Factors” in this Quarterly Report. You should carefully consider these risks and uncertainties when investing in our Class A common stock. Some of the principal risks and uncertainties include the following:
We have a limited operating history at the current scale of our business and are still scaling up our monetization efforts, which makes it difficult to evaluate our current business and future prospects, and there is no assurance we will be able to scale our business for future growth.

Adverse global economic and financial conditions could harm our business and financial condition.

We currently generate substantially all of our revenue from advertising. If advertisers reduce or eliminate their spending with us, our business, operating results, and financial condition would be adversely impacted.

Our business is highly competitive. Competition presents an ongoing threat to the success of our business.

Our business is dependent on our ability to maintain and scale our product offerings and technical infrastructure, and any significant disruption in the availability of our platform could damage our reputation, result in a potential loss of neighbors and engagement, and adversely affect our business, operating results, and financial condition.

If we fail to scale our business effectively, our business, operating results, and financial condition would be adversely affected.

If our efforts to build strong brand identity and reputation are not successful, we may not be able to attract or retain neighbors, and our business, operating results, and financial condition will be adversely affected.

We may expand our international operations where we have limited operating experience and may be subject to increased business, regulatory, and economic risks that could seriously harm our business, operating results, and financial condition.

If we need additional capital in the future, it may not be available on favorable terms, if at all.

Our business depends largely on our ability to attract, retain and assimilate talented employees, including senior management. If we lose the services of or fail to successfully assimilate highly skilled personnel, key employees or members of our senior management team, we may not be able to execute on our business strategy.

We are dependent on third-party software and service providers, including the Google Ad Manager (“GAM”) platform, for management and delivery of advertisements on the Nextdoor platform. Any failure or interruption experienced by such third-parties could result in the inability of certain businesses to advertise on our platform, and adversely impact our business, operating results, and financial condition.

We rely on third-party software and service providers, including Amazon Web Services (“AWS”), to provide systems, storage and services for our platform. Any failure or interruption experienced by such third parties could result in the inability of neighbors and advertisers to access or utilize our platform, and adversely impact our business, operating results, and financial condition.

Technologies have been developed that can block the display of advertisements on the Nextdoor platform, which could adversely impact our business, operating results, and financial condition.

Security breaches, including improper access to or disclosure of our data or our neighbors’ data, or other hacking and phishing attacks on our or third-party systems, could harm our reputation and adversely affect our business.

Distribution and marketing of, and access to, our platform depends, in significant part, on a variety of third-party publishers and platforms (including mobile app stores, third-party payment providers, computer systems, and other communication systems and service providers). If these third parties limit, prohibit or otherwise interfere with or change the terms of the distribution, use or marketing of our platform in any material way, it could materially adversely affect our business, operating results, and financial condition.

Certain of our market opportunities and key metric estimates could prove to be inaccurate, and any real or perceived inaccuracies may harm our reputation and negatively affect our business.
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We have a history of net losses and may experience net losses in the future and we cannot assure you that we will achieve or sustain profitability. If we cannot achieve and sustain profitability, our business, financial condition, and operating results will be adversely affected.

We may have greater than anticipated tax liabilities, which could harm our business, revenue and financial results.

We cannot guarantee that our Share Repurchase Program will be fully consummated or that it will enhance long-term stockholder value. Share repurchases could also increase the volatility of the trading price of our stock and diminish our cash reserves.

We may be liable as a result of content or information that is published or made available on our platform.

Our business is subject to complex and evolving U.S. and foreign laws, regulations, and industry standards, many of which are subject to change and uncertain interpretations, which uncertainty could harm our business, operating results, and financial conditions.

We could be involved in legal disputes that are expensive and time consuming, and, if resolved adversely, could harm our business, operating results, and financial condition.

Failure to maintain effective systems of internal controls and disclosure controls could have a material adverse effect on our business, operating results, and financial condition.

If we are unable to protect our intellectual property, the value of our brands and other intangible assets may be diminished, and our business, operating results, and financial condition may be adversely affected.

Third parties may claim that our platform infringes their intellectual property rights and this may create liability for us or otherwise adversely affect our business, operating results, and financial condition.

Our use of “open source” software could subject us to possible litigation or could prevent us from offering products that include open source software or require us to obtain licenses on unfavorable terms.

We license technology from third parties, and our inability to maintain those licenses could harm our business.

The price of our Class A common stock has been and may continue to be volatile.

The dual class structure of our common stock may adversely affect the trading market for our Class A common stock.

The dual class structure of our common stock has the effect of concentrating voting power with our management and other existing stockholders, which will limit your ability to influence the outcome of important transactions, including a change in control.

We do not intend to pay cash dividends for the foreseeable future.
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PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Nextdoor Holdings, Inc.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except per share data)
(Unaudited)
As of June 30,As of December 31,
20242023
Assets
Current assets:
Cash and cash equivalents$52,960 $60,233 
Marketable securities403,581 470,868 
Accounts receivable, net of allowance of $459 and $385 as of June 30, 2024 and December 31, 2023, respectively
28,107 26,233 
Prepaid expenses and other current assets8,533 9,606 
Total current assets493,181 566,940 
Restricted cash, non-current11,171 11,171 
Property and equipment, net3,577 8,082 
Operating lease right-of-use assets15,789 56,968 
Intangible assets, net524 1,301 
Goodwill1,211 1,211 
Other assets16,616 8,891 
Total assets$542,069 $654,564 
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable$2,804 $1,895 
Operating lease liabilities, current8,048 6,208 
Accrued expenses and other current liabilities21,866 27,308 
Total current liabilities32,718 35,411 
Operating lease liabilities, non-current36,653 60,378 
Other liabilities, non-current384 218 
Total liabilities69,755 96,007 
Commitments and contingencies (Note 7)
Stockholders’ equity:
Class A common stock, $0.0001 par value; 2,500,000 shares authorized, 187,107 and 186,415 shares issued and outstanding as of June 30, 2024 and December 31, 2023, respectively
19 19 
Class B common stock, $0.0001 par value; 500,000 shares authorized, 192,098 and 201,960 shares issued and outstanding as of June 30, 2024 and December 31, 2023, respectively
19 20 
Additional paid-in capital1,309,594 1,323,595 
Accumulated other comprehensive income (loss)(256)943 
Accumulated deficit(837,062)(766,020)
Total stockholders’ equity472,314 558,557 
Total liabilities and stockholders’ equity$542,069 $654,564 

The accompanying notes are an integral part of these condensed consolidated financial statements.
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Nextdoor Holdings, Inc.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data)
(Unaudited)
 Three Months Ended June 30,Six Months Ended June 30,
 2024202320242023
Revenue$63,292 $56,889 $116,438 $106,660 
Costs and expenses:
Cost of revenue10,280 10,438 20,258 20,351 
Research and development31,102 37,117 62,421 70,099 
Sales and marketing30,438 31,386 60,310 60,595 
General and administrative40,488 19,390 57,214 35,869 
Total costs and expenses112,308 98,331 200,203 186,914 
Loss from operations(49,016)(41,442)(83,765)(80,254)
Interest income6,409 6,356 13,255 11,869 
Other income (expense), net142 (193)(17)(309)
Loss before income taxes(42,465)(35,279)(70,527)(68,694)
Provision for income taxes316 124 515 425 
Net loss$(42,781)$(35,403)$(71,042)$(69,119)
Net loss per share attributable to Class A and Class B common stockholders, basic and diluted$(0.11)$(0.09)$(0.18)$(0.18)
Weighted average shares used in computing net loss per share attributable to Class A and Class B common stockholders, basic and diluted388,090 375,896 390,154 374,469 

The accompanying notes are an integral part of these condensed consolidated financial statements.
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Nextdoor Holdings, Inc.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
(in thousands)
(Unaudited)
Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Net loss$(42,781)$(35,403)$(71,042)$(69,119)
Other comprehensive income (loss):
Foreign currency translation adjustments(9)24 58 43 
Change in unrealized loss on available-for-sale marketable securities(406)(1,600)(1,257)(109)
Total other comprehensive loss$(415)$(1,576)$(1,199)$(66)
Comprehensive loss$(43,196)$(36,979)$(72,241)$(69,185)
The accompanying notes are an integral part of these condensed consolidated financial statements.
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Nextdoor Holdings, Inc.
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
(in thousands)
(Unaudited)
Three Months Ended June 30, 2024
Class A Common StockClass B Common StockAdditional
Paid-in
Capital
Accumulated Other Comprehensive Income
Accumulated
Deficit
Total Stockholders’Equity
SharesAmountSharesAmount
Balances as of March 31, 2024189,631 $19 201,251 $20 $1,335,525 $159 $(794,281)$541,442 
Release of restricted stock units3,642 — — — — — — — 
Tax withholdings on release of restricted stock units— — — — (4,438)— — (4,438)
Repurchase of common stock(18,069)(2)— — (43,732)— — (43,734)
Conversion from Class B to Class A common stock9,153 1 (9,153)(1)— — —  
Issuance of common stock upon exercise of stock options2,750 1 — — 6,004 — — 6,005 
Stock-based compensation— — — — 16,235 — — 16,235 
Other comprehensive loss— — — — — (415)— (415)
Net loss— — — — — — (42,781)(42,781)
Balances as of June 30, 2024187,107 $19 192,098 $19 $1,309,594 $(256)$(837,062)$472,314 
Three Months Ended June 30, 2023
Class A Common StockClass B Common StockAdditional
Paid-in
Capital
Accumulated Other Comprehensive LossAccumulated
Deficit
Total Stockholders’Equity
SharesAmountSharesAmount
Balances as of March 31, 2023158,918 $16 215,596 $22 $1,249,043 $(686)$(651,971)$596,424 
Release of restricted stock units2,118 — — — — — — — 
Conversion from Class B to Class A common stock6,402 1 (6,402)(1)— — —  
Issuance of common stock upon exercise of stock options984 — — — 2,026 — — 2,026 
Vesting of early exercised stock options— — — — 31 — — 31 
Stock-based compensation— — — — 21,576 — — 21,576 
Other comprehensive loss— — — — — (1,576)— (1,576)
Net loss— — — — — — (35,403)(35,403)
Balances as of June 30, 2023168,422 $17 209,194 $21 $1,272,676 $(2,262)$(687,374)$583,078 
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Six Months Ended June 30, 2024
Class A Common StockClass B Common StockAdditional
Paid-in
Capital
Accumulated Other Comprehensive LossAccumulated
Deficit
Total Stockholders’ Equity
 SharesAmountSharesAmount
Balances as of December 31, 2023186,415 $19 201,960 $20 $1,323,595 $943 $(766,020)$558,557 
Release of restricted stock units7,885 — — — — — — — 
Tax withholdings on release of restricted stock units— — — — (5,700)— — (5,700)
Repurchase of common stock(22,518)(2)— — (53,482)— — (53,484)
Conversion from Class B to Class A common stock9,862 1 (9,862)(1)— — —  
Issuance of common stock upon exercise of stock options5,056 1 — — 8,834 — — 8,835 
Issuance of common stock in connection with acquisition— — — — — — — — 
Issuance of common stock under employee stock purchase plan407 — — 606 — — 606 
Stock-based compensation— — — — 35,741 — — 35,741 
Other comprehensive loss— — — — — (1,199)— (1,199)
Net loss— — — — — — (71,042)(71,042)
Balances as of June 30, 2024187,107 $19 192,098 $19 $1,309,594 $(256)$(837,062)$472,314 
Six Months Ended June 30, 2023
Class A Common StockClass B Common StockAdditional
Paid-in
Capital
Accumulated Other Comprehensive LossAccumulated
Deficit
Total Stockholders’ Equity
SharesAmountSharesAmount
Balances as of December 31, 2022153,693 $15 218,029 $22 $1,231,482 $(2,196)$(618,255)$611,068 
Release of restricted stock units4,053 —  — — — — — 
Conversion from Class B to Class A common stock8,835 1 (8,835)(1)— — —  
Issuance of common stock upon exercise of stock options1,281 — — — 2,563 — — 2,563 
Issuance of common stock under employee stock purchase plan560 1 — — 1,075 — — 1,076 
Vesting of early exercised stock options— — — — 164 — — 164 
Stock-based compensation— — — — 37,392 — — 37,392 
Other comprehensive loss— — — — — (66)— (66)
Net loss— — — — — — (69,119)(69,119)
Balances as of June 30, 2023168,422 $17 209,194 $21 $1,272,676 $(2,262)$(687,374)$583,078 

The accompanying notes are an integral part of these condensed consolidated financial statements.
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Nextdoor Holdings, Inc.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(Unaudited)
Six Months Ended June 30,
20242023
Cash flows from operating activities
Net loss$(71,042)$(69,119)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization2,530 2,905 
Stock-based compensation35,741 37,392 
Non-cash impairment charges related to lease abandonment22,760  
Accretion of investments(3,318)(4,229)
Other342 (371)
Changes in operating assets and liabilities:
Accounts receivable, net(1,888)1,359 
Prepaid expenses and other assets848 1,654 
Operating lease right-of-use assets2,387 2,416 
Accounts payable899 1,401 
Operating lease liabilities(2,970)(2,809)
Accrued expenses and other liabilities(5,276)3,352 
Net cash used in operating activities(18,987)(26,049)
Cash flows from investing activities
Purchases of property and equipment(121)(139)
Purchases of marketable securities(128,278)(303,206)
Sales of marketable securities91,229 51,635 
Maturities of marketable securities106,069 306,835 
Loan to Opportunity Finance Network(7,500)(2,500)
Net cash provided by investing activities61,399 52,625 
Cash flows from financing activities
Proceeds from exercise of stock options8,835 2,563 
Proceeds from issuance of common stock under employee stock purchase plan606 1,076 
Tax withholdings on release of restricted stock units(5,700) 
Repurchase of common stock(53,484) 
Net cash provided by (used in) financing activities(49,743)3,639 
Effect of exchange rate changes on cash and cash equivalents58 43 
Net increase (decrease) in cash, cash equivalents, and restricted cash(7,273)30,258 
Cash, cash equivalents, and restricted cash at beginning of period71,404 55,236 
Cash, cash equivalents, and restricted cash at end of period$64,131 $85,494 
Reconciliation of cash, cash equivalents, and restricted cash to the consolidated balance sheets
Cash and cash equivalents$52,960 $74,268 
Restricted cash, non-current11,171 11,226 
Total cash, cash equivalents, and restricted cash$64,131 $85,494 
Supplemental cash flow disclosures
Non-cash investing and financing activities:
Vesting of restricted stock and early exercised stock options$ $164 
Lease liabilities arising from obtaining right-of-use assets$ $10,665 
Remeasurement of operating lease liability and right-of-use asset $(18,915)$ 
The accompanying notes are an integral part of these condensed consolidated financial statements.

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Notes to Condensed Consolidated Financial Statements
Note 1. Description of Business
Nextdoor Holdings, Inc. (“Nextdoor” or the “Company”) is headquartered in San Francisco, California. Nextdoor is the essential neighborhood network, connecting users, businesses, and public agencies to the neighborhoods that matter to them. As a purpose-driven company, Nextdoor leverages technology to cultivate a kinder world where everyone has a neighborhood they can rely on — both online and in the real world.
On November 5, 2021 (the “Closing”), the Company consummated the transactions contemplated by the Agreement and Plan of Merger, dated July 6, 2021, as amended on September 30, 2021, by and among Khosla Ventures Acquisition Co. II (“KVSB”), a special purpose acquisition company, Lorelei Merger Sub Inc., and Nextdoor, Inc. (“Legacy Nextdoor”), with Legacy Nextdoor surviving as a wholly owned subsidiary of KVSB (the “Merger” and, collectively with the other transactions that occurred in connection with the Merger, the “Reverse Recapitalization”). In connection with the Closing, KVSB was renamed to Nextdoor Holdings, Inc.

Note 2. Summary of Significant Accounting Policies
Basis of Presentation
The unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and include the accounts of the Company and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. The Company’s fiscal year ends on December 31.
The condensed consolidated balance sheet as of December 31, 2023 included herein was derived from the audited financial statements as of that date. The Company has condensed or omitted certain information and note disclosures normally included in financial statements prepared in accordance with GAAP pursuant to the applicable required disclosures and regulations of the U.S. Securities and Exchange Commission (“SEC”). As such, these unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the related notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023.
In management’s opinion, the unaudited condensed consolidated financial statements have been prepared on the same basis as the annual financial statements and reflect all adjustments, which include only normal recurring adjustments necessary for the fair statement of the Company’s financial position, results of operations, and cash flows. The results for the interim periods presented are not necessarily indicative of the results to be expected for the full year ending December 31, 2024 or any other future interim or annual 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 in the unaudited condensed consolidated financial statements and accompanying notes. Estimates include, but are not limited to, valuation of financial instruments, valuation of common stock through the date of the Reverse Recapitalization, valuation of stock-based awards, revenue recognition, collectability of accounts receivable, valuation of acquired intangible assets and goodwill, useful lives of intangible assets, useful lives of property and equipment, the incremental borrowing rate applied in lease accounting, income taxes and deferred income tax assets and associated valuation allowances. The Company bases these estimates and assumptions on historical experience and various other assumptions that it considers reasonable. The actual results could differ materially from these estimates.
Significant Accounting Policies
There have been no changes to the Company’s significant accounting policies disclosed in Note 2 to the consolidated financial statements described in the Company’s Annual Report on Form 10-K as of and for the year ended December 31, 2023 that have had a material impact on the Company’s condensed consolidated financial statements and related notes.
Recently Issued Accounting Pronouncements Not Yet Adopted
In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which expands annual and interim disclosure requirements for reportable segments, primarily through enhanced disclosures about significant segment expenses. The ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15,
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2024, with early adoption permitted. The Company is currently evaluating the impact of this standard on its consolidated financial statements and related disclosures.
In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which expands income tax disclosures primarily related to an entity’s rate reconciliation and information on income taxes paid. The ASU is effective for fiscal years beginning after December 15, 2024 with early adoption permitted. The Company is currently evaluating the impact of this standard on its consolidated financial statements and related disclosures.
Note 3. Deferred Revenue
In certain advertising arrangements the Company requires payment upfront from its customers. The Company records deferred revenue when it collects cash from customers in advance of revenue recognition. As of June 30, 2024 and December 31, 2023, deferred revenue was $8.1 million and $8.3 million, respectively, and included within accrued expenses and other current liabilities on the condensed consolidated balance sheets. For the three months ended June 30, 2024 and 2023, revenue recognized from deferred revenue at the beginning of each period was $4.1 million and $2.8 million, respectively. For the six months ended June 30, 2024 and 2023, revenue recognized from deferred revenue at the beginning of each period was $4.0 million and $2.8 million, respectively.
Note 4. Cash Equivalents and Marketable Securities
The amortized costs, unrealized gains and losses, and estimated fair values of the Company’s cash equivalents and marketable securities were as follows (in thousands):
 As of June 30, 2024
 Amortized
Cost
Unrealized
Gain
Unrealized
Loss
Estimated
Fair Value
Cash equivalents:    
Money market funds$31,147 $ $ $31,147 
Total cash equivalents31,147   31,147 
Marketable securities:
Certificates of deposit15,391 11  15,402 
Commercial paper32,435 4 (10)32,429 
Corporate bonds253,781 358 (244)253,895 
U.S. Treasury securities57,707  (726)56,981 
U.S. Agency bonds4,069  (3)4,066 
Asset-backed securities40,758 71 (21)40,808 
Total marketable securities404,141 444 (1,004)403,581 
Total$435,288 $444 $(1,004)$434,728 
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 As of December 31, 2023
 Amortized
Cost
Unrealized
Gain
Unrealized
Loss
Estimated
Fair Value
Cash equivalents:    
Money market funds$32,572 $ $ $32,572 
Corporate bonds1,696   1,696 
Commercial paper5,216  (3)5,213 
Total cash equivalents39,484  (3)39,481 
Marketable securities:
Certificates of deposit38,253 98  38,351 
Commercial paper71,263 110 (8)71,365 
Corporate bonds226,495 851 (200)227,146 
U.S. Treasury securities64,952 15 (263)64,704 
U.S. Agency bonds29,918  (50)29,868 
Asset-backed securities39,290 157 (13)39,434 
Total marketable securities470,171 1,231 (534)470,868 
Total$509,655 $1,231 $(537)$510,349 
All marketable securities are designated as available-for-sale securities as of June 30, 2024 and December 31, 2023.

The following table summarizes the fair value and gross unrealized losses aggregated by category and the length of time that individual securities have been in a continuous unrealized loss position.
As of June 30, 2024
Less than 12 Months
12 Months or Greater
Total
Fair ValueGross Unrealized LossFair ValueGross Unrealized LossFair ValueGross Unrealized Loss
Commercial paper$18,914 $(10)$ $ $18,914 $(10)
Corporate bonds112,870 (180)10,950 (64)123,820 (244)
U.S. Treasury securities18,106 (169)38,318 (557)56,424 (726)
U.S. Agency bonds2,998 (2)999 (1)3,997 (3)
Asset-backed securities11,412 (17)847 (4)12,259 (21)
Total
$164,300 $(378)$51,114 $(626)$215,414 $(1,004)


As of December 31, 2023
Less than 12 Months
12 Months or Greater
Total
Fair ValueGross Unrealized LossFair ValueGross Unrealized LossFair ValueGross Unrealized Loss
Commercial paper$23,410 $(11)$ $ $23,410 $(11)
Corporate bonds46,728 (133)17,763 (67)64,491 (200)
U.S. Treasury securities57,471 (263)  57,471 (263)
U.S. Agency bonds26,662 (50)  26,662 (50)
Asset-backed securities6,276 (2)1,237 (11)7,513 (13)
Total
$160,547 $(459)$19,000 $(78)$179,547 $(537)

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The following tables present the contractual maturities of the Company’s marketable securities (in thousands):
 As of June 30, 2024
 
Amortized Cost
Estimated Fair Value
Due within one year$220,003 $219,893 
Due after one to four years184,138 183,688 
Total$404,141 $403,581 
 As of December 31, 2023
 
Amortized Cost
Estimated Fair Value
Due within one year$250,738 $250,927 
Due after one to four years219,433 219,941 
Total$470,171 $470,868 
Note 5. Fair Value Measurements
The Company’s financial assets and liabilities measured at fair value on a recurring basis are classified by level within the fair value hierarchy. There were no financial assets or liabilities measured using Level 3 inputs as of June 30, 2024 and December 31, 2023. The following table presents information about the Company’s financial assets that are measured at fair value on a recurring basis (in thousands):
As of June 30, 2024
 Level 1Level 2Total
Cash equivalents:   
Money market funds$31,147 $ $31,147 
Total cash equivalents31,147  31,147 
Marketable securities:
Certificates of deposit 15,402 15,402 
Commercial paper 32,429 32,429 
Corporate bonds 253,895 253,895 
U.S. Treasury securities 56,981 56,981 
U.S. Agency bonds 4,066 4,066 
Asset-backed securities 40,808 40,808 
Total marketable securities 403,581 403,581 
Total cash equivalents and marketable securities$31,147 $403,581 $434,728 
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As of December 31, 2023
Level 1Level 2Total
Cash equivalents:   
Money market funds$32,572 $ $32,572 
Corporate bonds 1,696 1,696 
Commercial paper 5,213 5,213 
Total cash equivalents32,572 6,909 39,481 
Marketable securities:
Certificates of deposit 38,351 38,351 
Commercial paper 71,365 71,365 
Corporate bonds 227,146 227,146 
U.S. Treasury securities 64,704 64,704 
U.S. Agency bonds 29,868 29,868 
Asset-backed securities 39,434 39,434 
Total marketable securities 470,868 470,868 
Total cash equivalents and marketable securities$32,572 $477,777 $510,349 
The Company classifies its cash equivalents and marketable securities within Level 1 or Level 2 because it determines their fair values using quoted market prices or alternative pricing sources and models utilizing market observable inputs. There were no transfers between levels of the fair value hierarchy during the periods presented.

Assets and Liabilities Measured at Fair Value on a Recurring Basis
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.
Financial Instruments, Assets, and Liabilities Not Recorded at Fair Value
The following table presents the fair value of assets not recorded at fair value (in thousands):
As of June 30, 2024
Carrying AmountLevel 1Level 2 Level 3Fair Value
Assets
Note receivable$15,000 $ $ $14,023 $14,023 
As of December 31, 2023
Carrying AmountLevel 1Level 2 Level 3Fair Value
Assets
Note receivable$7,500 $ $ $7,011 $7,011 
As of June 30, 2024 and December 31, 2023, there were no other financial instruments or liabilities that were not recorded at fair value.

Note 6. Leases
The Company has entered into various non-cancellable office facility leases in various locations with original lease periods expiring between 2020 and 2029, with its primary office location in San Francisco, California. The Company entered into a lease consisting of multiple floors for its San Francisco headquarters in 2019, with a lease term through 2029. During the second quarter of 2024, the Company reassessed the lease term and elected to not utilize the optional extension period of the lease resulting in a reduction of the lease term and a decrease to its right-of-use assets and operating lease liabilities. In addition, as part of a restructuring plan, the Company decided to vacate and abandon certain floors of its leased headquarters in San Francisco in order to streamline operations and optimize its office space. The Company ceased occupying the floors in June 2024 and, as a result, the Company recorded impairment charges for the related operating lease right-of-use assets, leasehold improvements and furniture and fixtures in the second quarter of 2024. See Note 12 - Restructuring for further details. The Company's lease agreements generally do not contain any
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material residual value guarantees or material restrictive covenants.
The components of lease costs were as follows (in thousands):
Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Operating lease cost
$2,333 $2,333 $4,666 $4,704 
Short-term lease cost
522 415 1,048 813 
Variable lease cost
904 868 1,501 1,312 
Total
$3,759 $3,616 $7,215 $6,829 
Other information related to the Company’s operating leases was as follows (in thousands):
Six Months Ended June 30,
20242023
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases
$5,250 $5,097 
ROU assets obtained in exchange for new operating lease liabilities
$ $9,107 
Remeasurement of operating lease liability and right-of-use asset $(18,915)$ 
Lease terms and discount rates for operating leases were as follows:
As of June 30,
20242023
Weighted average remaining lease term (in years)4.88.8
Weighted average discount rate
6.9 %7.1 %
As of June 30, 2024, future minimum lease payments under operating leases were as follows (in thousands):
Remainder of 2024
$5,407 
202510,977 
202610,777 
202710,586 
202810,936 
Thereafter3,704 
Total lease payments52,387 
Less: imputed interest(7,686)
Present value of lease liabilities44,701 
Less: current operating lease liabilities
(8,048)
Long-term operating lease liabilities
$36,653 
The table above does not include lease payments that were not fixed at commencement or lease modification.
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Note 7. Commitments and Contingencies
Commitments
In June 2024, the Company entered into a three-year renewal contract with a third party hosting service provider resulting in a significant increase to its purchase commitments as of June 30, 2024.
As of June 30, 2024, the Company had non-cancellable purchase commitments with certain service providers primarily related to the provision of cloud computing services as follows (in thousands):
Remainder of 2024
$18,761 
202533,608 
202632,798 
Thereafter15,139 
Total$100,306 
Legal matters
In addition to the litigation discussed below, from time to time, the Company is a party to a variety of claims, lawsuits, and proceedings which arise in the ordinary course of business, including claims of alleged infringement of intellectual property rights. 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. The Company discloses potential losses when they are reasonably possible. In the Company’s opinion, resolution of such 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.
The matter discussed below summarizes the Company’s current significant ongoing pending legal proceedings.
Securities and Derivative Litigation
In February 2024, a securities class action complaint was filed against the Company and certain of its current and former executive officers (collectively, the “Defendants”) in the U.S. District Court for the Northern District of California. The lawsuit alleges that Defendants violated the Securities Exchange Act of 1934, as amended, by making materially false and misleading statements about the Company’s business and prospects for future growth in the period between July 6, 2021 and November 8, 2022. Motions for lead plaintiff were filed on April 29, 2024 and the court appointed a lead plaintiff on July 12, 2024. The Company expects to receive an amended complaint on September 10, 2024.
On July 26, 2024, a purported shareholder derivative complaint was filed in the U.S. District Court for the Northern District of California. The complaint names as defendants certain of the Company’s former and current officers and directors, as well as the Company as nominal defendant, and asserts state and federal claims based on some of the same alleged misstatements as the securities class action complaint described above. The complaint seeks unspecified damages, attorneys’ fees, and other costs. The Company and individual defendants have not yet been served.
The Company intends to vigorously defend against the claims in these actions. Given the procedural posture and the nature of such litigation matters, the Company is currently unable to estimate the reasonably possible loss or range of loss, if any, that may result from these matters. Any litigation is inherently uncertain, and any judgment or injunctive relief entered against the Company or any adverse settlement could materially and adversely impact its business, results of operations, financial condition, and prospects.
Indemnification
In the ordinary course of business, the Company often includes standard indemnification provisions in its arrangements with its customers, partners, suppliers, and vendors. Pursuant to these provisions, the Company may be obligated to indemnify such parties for losses or claims suffered or incurred in connection with its service, breach of representations or covenants, intellectual property infringement, or other claims made against such parties. These provisions may limit the time within which an indemnification claim can be made. It is not possible to determine the maximum potential amount under these indemnification obligations due to the limited history of prior indemnification claims and the unique facts and circumstances involved in each particular agreement. For the three and six months ended June 30, 2024 and 2023, the Company did not incur material costs to defend lawsuits or settle claims related to these
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indemnifications. The Company believes the fair value of these liabilities is not material and accordingly has no liabilities recorded for these agreements as of June 30, 2024 and December 31, 2023.
Opportunity Finance Network Loan Agreement
On June 29, 2022, the Company entered into a credit agreement with Opportunity Finance Network (“OFN”) to lend up to an aggregate of $15.0 million, unsecured, over the course of 24 months. OFN is a national network of community development financial institutions (“CDFIs”). OFN will use the loan proceeds to make low-cost, fixed-rate loans to OFN-member CDFIs that on-lend those loan proceeds to fund affordable housing, community facilities, small businesses, nonprofit organizations, consumer finance, and other eligible financing extended by such CDFIs. Each disbursement made by the Company will bear interest at a rate of 0.75% per annum and will be due quarterly from OFN. The outstanding principal, plus any accrued and unpaid interest, for each disbursement becomes due and payable 10 years following the disbursement date. During the six months ended June 30, 2024, the Company made one loan disbursement of $7.5 million. During the year ended December 31, 2023, the Company made one loan disbursement of $2.5 million. As of June 30, 2024, the note receivable from OFN totaled $15.0 million and is recorded under other assets on the condensed consolidated balance sheets.
Note 8. Common Stock and Stockholders’ Equity
Equity Incentive Plans
2021 Equity Incentive Plan
In November 2021, the Company’s Board of Directors and stockholders approved the Company’s 2021 Equity Incentive Plan (the “2021 Plan”) as a successor to the 2018 Equity Incentive Plan (the “2018 Plan”), with the purpose of granting stock-based awards to employees, directors, officers, and consultants, including stock options, restricted stock awards, and restricted stock units (“RSUs”).

The Company initially reserved for issuance under the 2021 Plan (a) 46,008,885 shares of Class A common stock, plus (b) shares that are subject to issuance upon exercise of options granted under the 2018 Plan prior to the Closing but which, after the Closing, cease to be subject to the option for any reason other than exercise of the option, (c) shares that are subject to awards granted under the 2018 Plan prior to the Closing that, after the Closing, are forfeited or are repurchased by the Company at the original issue price, (d) shares that are subject to awards granted under the 2018 Plan prior to the Closing that, after the Closing, otherwise terminate without such shares being issued, and (e) shares that, after the Closing, are used to pay the exercise price of a stock option issued under the 2018 Plan prior to the Closing or are withheld to satisfy the tax withholding obligations related to any award issued under the 2018 Plan prior to the Closing. The number of shares available for grant and issuance under the 2021 Plan will increase automatically on January 1 of each of 2022 through 2031 by the number of shares equal to the lesser of (i) five percent (5%) of the number of shares (rounded down to the nearest whole share) of Class A common stock and Class B common stock issued and outstanding on each December 31 immediately prior to the date of increase, or (ii) such number of shares determined by the Company’s Board of Directors.
2021 Employee Stock Purchase Plan
In November 2021, the Company’s Board of Directors and stockholders approved the Company’s 2021 Employee Stock Purchase Plan (the “2021 ESPP”). Over a series of offering periods, each of which may consist of one or more purchase periods, eligible employees will be offered the option to purchase shares of Class A common stock at 85% of the lesser of the fair market value of Class A common stock on (i) the first business day of the applicable offering period and (ii) the date of purchase. Under the 2021 ESPP, the Company initially reserved 8,901,159 shares of Class A common stock for issuance, and the aggregate number of shares reserved will increase automatically on January 1 of each of 2022 through 2031 by the number of shares equal to the lesser of (i) one percent (1%) of the total number of outstanding shares of Class A common stock and Class B common stock as of the immediately preceding December 31, or (ii) a number of shares as may be determined by the Company’s Board of Directors. The aggregate number of shares issued over the term of the 2021 ESPP, subject to adjustments for stock-splits, recapitalizations, or similar events, may not exceed 89,011,590 shares. In February 2022, the Company commenced its first offering period under the 2021 ESPP. During the three months ended June 30, 2024 and 2023, no shares of Class A common stock were purchased under the 2021 ESPP. During the six months ended June 30, 2024 and 2023, 407,298 and 559,707 shares of Class A common stock were purchased under the 2021 ESPP, respectively.
Share Repurchase Program
On May 31, 2022, the Company’s Board of Directors authorized and approved a share repurchase program (the “Share Repurchase Program”) to repurchase up to $100.0 million in aggregate of the Company’s Class A common stock, with the authorization to expire on June 30, 2024. Repurchases of Class A common stock under the Share Repurchase Program may be made from time to time, on the
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open market, in privately negotiated transactions or by other methods, and in accordance with the limitations set forth in Rule 10b-18 promulgated under the Securities Exchange Act of 1934, as amended, and other applicable legal requirements. The timing of any repurchases will depend on market conditions and other investment opportunities, and will be made at the Company’s discretion. The Share Repurchase Program does not obligate the Company to repurchase any dollar amount or number of shares, and the program may be extended, modified, suspended, or discontinued at any time. On February 21, 2024, the Company’s Board of Directors authorized and approved an increase of $150.0 million to the Share Repurchase Program and extended the expiration date to March 31, 2026.
When the Company repurchases shares under the Share Repurchase Program, it reduces the common stock component of stockholders’ equity by the par value of the repurchased shares. The excess of the repurchase price over par value is recorded to additional paid-in capital. All repurchased shares are retired and become authorized and unissued shares.
During the three and six months ended June 30, 2024, the Company repurchased and retired 18,069,172 and 22,517,595 shares of Class A common stock at an average purchase price of $2.42 and $2.38 per share for an aggregate repurchase price of $43.7 million and $53.5 million, respectively. During the three and six months ended June 30, 2023, the Company did not repurchase or retire any shares of its Class A common stock. As of June 30, 2024, the Company had $119.3 million available for future share repurchases under the Share Repurchase Program.
Stock Options and RSUs
The Company may grant options to acquire shares of Class A common stock to employees, directors, officers, and consultants at a price not less than the fair market value of the shares at the date of grant. Options granted to a person who, at the time of the grant, owns more than 10% of the voting power of all classes of stock shall be at no less than 110% of the fair market value and expire five years from the date of grant. All other options generally have a contractual term of ten years. Options granted generally vest on a monthly basis over two to three years. RSUs granted for Class A common stock generally vest on a quarterly basis over two to three years.
A summary of the Company’s stock option activity for the six months ended June 30, 2024 and related information is as follows (in thousands, except per share data):
Number of OptionsWeighted Average Exercise PriceWeighted Average Remaining Contractual Term (years)Aggregate Intrinsic Value
Outstanding at December 31, 2023
47,858 $2.58 5.2$8,196 
Options granted321 $2.05 
Options exercised(5,056)$1.75 
Options forfeited or expired(13,791)$3.16 
Outstanding at June 30, 2024
29,332 $2.45 4.2$20,300 
Exercisable at June 30, 2024
25,029 $2.35 3.5$19,096 
Vested or expected to vest at June 30, 2024
29,332 $2.45 4.2$20,300 
The intrinsic value is calculated as the difference between the exercise price of the underlying common stock option award and the fair value of the Company’s common stock as of the respective balance sheet date. The weighted average grant date fair value of options granted was $1.23 per share and $1.32 per share during the six months ended June 30, 2024 and 2023, respectively.
The intrinsic value of the options exercised was $2.3 million and $0.9 million for the six months ended June 30, 2024 and 2023, respectively.

A summary of the Company’s RSU activity for the six months ended June 30, 2024 and related information is as follows (in thousands, except per share data):
Number of SharesWeighted Average Grant Date Fair Value
Unvested at December 31, 2023
33,515 $2.64 
RSUs granted28,909 $2.14 
RSUs vested(10,657)$2.47 
RSUs forfeited(9,826)$2.67 
Unvested at June 30, 2024
41,941 $2.33 
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Market-based PSUs
On April 3, 2024, the Company granted its Chief Executive Officer a market-based performance stock unit (“PSU”) award of approximately 5.0 million shares of the Company’s Class A common stock. The PSUs will vest based on stock price targets achieved over a four-year period. PSUs that have not vested at the end of the applicable performance period will be forfeited. The vesting of the award is subject to the grantee’s continuous employment with the Company as Chief Executive Officer or Executive Chair and other customary provisions pursuant to the Company’s 2021 Plan. The award had a grant date fair value of approximately $9.3 million, calculated using a Monte Carlo simulation model and recognized over the derived service period using the graded-vesting method. Compensation cost is not adjusted in future periods for subsequent changes in the expected outcome of market related conditions. For the three and six months ended June 30, 2024, the Company recognized approximately $1.2 million of stock-based compensation expense in connection with this award.
Valuation Assumptions
The following assumptions were used to calculate the fair value of stock option grants and market-based PSUs made during the following periods:
Six Months Ended June 30,
20242023
Stock Options
Expected volatility
67.7% - 68.0%
65.4% -66.8%
Expected term (in years)5.05.9
Risk-free interest rate
3.8% - 4.6%
3.8%
Expected dividend yield
Fair value of common stock per share
$1.61 - $2.53
$1.91 - $2.73
Market-based PSUs
Expected volatility66.8%
Expected term (in years)5.0
Risk-free interest rate4.3%
Expected dividend yield
Stock-Based Compensation
The Company recorded stock-based compensation expense in the condensed consolidated statements of operations as follows (in thousands):
 Three Months Ended June 30,Six Months Ended June 30,
 2024202320242023
Cost of revenue$526 $846 $1,235 $1,476 
Research and development8,433 11,241 18,441 19,697 
Sales and marketing1,560 3,125 4,911 5,557 
General and administrative5,716 6,364 11,154 10,662 
Total$16,235 $21,576 $35,741 $37,392 
As of June 30, 2024, there was $94.9 million of unrecognized stock-based compensation expense, which is expected to be recognized over a weighted average period of 1.8 years.
Note 9. Net Loss Per Share Attributable to Common Stockholders
The following table sets forth the computation of basic and diluted net loss per share attributable to common stockholders (in thousands, except per share data):
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Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Class AClass BClass AClass BClass AClass BClass AClass B
Net loss attributable to common stockholders$(20,918)$(21,863)$(15,141)$(20,262)$(34,626)$(36,416)$(29,219)$(39,900)
Weighted average shares used in computing net loss per share attributable to Class A and Class B common stockholders, basic and diluted189,763198,327160,763215,133190,163199,991158,299 216,170 
Net loss per share attributable to Class A and Class B common stockholders, basic and diluted$(0.11)$(0.11)$(0.09)$(0.09)$(0.18)$(0.18)$(0.18)$(0.18)
The following potentially dilutive securities outstanding have been excluded from the computations of diluted net loss per share because such securities have an anti-dilutive impact due to losses reported (in thousands):
As of June 30,
20242023
Outstanding stock options29,33253,384
Unvested RSUs41,94134,282
Unvested early exercised stock options subject to repurchase 5
Shares issuable pursuant to the ESPP1,2712,121
Total72,544 89,792 
Note 10. Income Taxes
The Company’s provision for income taxes for interim periods was determined using an estimate of its annual effective tax rate, adjusted for discrete items, if any, that arose during the period. Each quarter, the Company updates its estimate of the annual effective tax rate, and if the estimated annual effective tax rate changes, the Company makes a cumulative adjustment in such period.
The Company’s quarterly tax provision, and estimate of its annual effective tax rate, is subject to variation due to several factors, including variability in pretax income or loss, the mix of jurisdictions to which such income or loss relates, tax law developments and changes in how the Company does business, such as acquisitions, intercompany transactions, or the Company’s corporate structure.
The Company recorded an income tax expense for the three months ended June 30, 2024 and 2023 of $0.3 million and $0.1 million, respectively, both of which were primarily related to foreign taxes. The Company recorded an income tax expense for the six months ended June 30, 2024 and 2023 of $0.5 million and $0.4 million, respectively, both of which were primarily related to foreign taxes.
Note 11. Geographical Information
Revenue disaggregated by geography based on the customers’ location was as follows (in thousands):
Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
United States$