0001842718-23-000040 | 10-Q | XBRL Viewer | Integral AD Science Holding Corp

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CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Current assets:
Cash and cash equivalents	$ 94,427	$ 86,877
Restricted cash	308	45
Accounts receivable, net	62,739	67,884
Unbilled receivables	40,376	41,550
Prepaid expenses and other current assets	21,368	24,761
Due from related party	20	29
Total current assets	219,238	221,146
Property and equipment, net	3,871	2,412
Internal use software, net	27,543	23,642
Intangible assets, net	207,968	217,558
Goodwill	674,754	674,094
Operating lease right-of-use assets	21,246	22,787
Deferred tax asset, net	1,718	2,020
Other long-term assets	5,083	5,024
Total assets	1,161,421	1,168,683
Current liabilities:
Accounts payable and accrued expenses	47,518	60,799
Due to related party	179	122
Deferred revenue	622	99
Operating lease liabilities, current	6,387	6,749
Total current liabilities	54,706	67,769
Net deferred tax liability	42,740	45,495
Long-term debt	213,378	223,262
Operating lease liabilities, non-current	21,720	22,875
Other long-term liabilities	1,113	1,066
Total liabilities	333,657	360,467
Commitments and Contingencies (Note 14)
Stockholders’ Equity
Preferred Stock, $0.001 par value, 50,000,000 shares authorized at March 31, 2023; 0 shares issued and outstanding at March 31, 2023 and December 31, 2022.	0	0
Common Stock, $0.001 par value, 500,000,000 shares authorized, 154,811,980 and 153,990,128 shares issued and outstanding at March 31, 2023 and December 31, 2022, respectively.	154	154
Additional paid-in-capital	824,498	810,186
Accumulated other comprehensive loss	(1,750)	(2,899)
Retained earnings	4,862	775
Total stockholders’ equity	827,764	808,216
Total liabilities and stockholders’ equity	$ 1,161,421	$ 1,168,683

Property and equipment, net (Tables)

3 Months Ended

Mar. 31, 2023

Property, Plant and Equipment [Abstract]

Schedule of Property and Equipment

Property and equipment consisted of the following:


	Estimated useful life (in years)			March 31, 2023		December 31, 2022
Computer and office equipment	1	-	3 years	$	3,824	$	3,761
Computer software	3	-	5 years	218		218
Leasehold improvements	Various			2,160		1,060
Furniture	5 years			492		308
Total property and equipment				6,694		5,347
Less: accumulated depreciation				(2,823)		(2,935)
Total property and equipment, net				$	3,871	$	2,412

Leases (Tables)

3 Months Ended

Mar. 31, 2023

Leases [Abstract]

Lease, Cost

The following table presents components of lease cost recorded in the Condensed Consolidated Statement of Operations for the three months ended March 31, 2023 and 2022.


	Three Months Ended March 31,
Lease costs:	2023		2022
Operating lease costs	$	2,032	$	1,651
Short-term lease costs	809		727
Variable lease costs	123		85
Sublease income	(656)		(656)
Total lease costs	$	2,308	$	1,808

Lessee, Operating Lease, Liability, Maturity

As of March 31, 2023, the maturities of remaining lease payments included in the measurement of operating leases are as follows:


Year Ended December 31,
2023 (remaining nine months)	5,751
2024	7,263
2025	7,338
2026	6,107
2027	2,116
Thereafter	4,027
Total lease payments	32,602
Less: imputed interest	4,495
Total operating lease liability	$	28,107

Property and equipment, net - Summary (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2023	Dec. 31, 2022
Property, Plant and Equipment [Line Items]
Total property and equipment	$ 6,694	$ 5,347
Less: accumulated depreciation	(2,823)	(2,935)
Total property and equipment, net	3,871	2,412
Computer and office equipment
Property, Plant and Equipment [Line Items]
Total property and equipment	3,824	3,761
Computer software
Property, Plant and Equipment [Line Items]
Total property and equipment	218	218
Leasehold improvements
Property, Plant and Equipment [Line Items]
Total property and equipment	$ 2,160	$ 1,060
Furniture
Property, Plant and Equipment [Line Items]
Estimated useful life (in years)	5 years	5 years
Total property and equipment	$ 492	$ 308
Minimum \| Computer and office equipment
Property, Plant and Equipment [Line Items]
Estimated useful life (in years)	1 year	1 year
Minimum \| Computer software
Property, Plant and Equipment [Line Items]
Estimated useful life (in years)	3 years	3 years
Maximum \| Computer and office equipment
Property, Plant and Equipment [Line Items]
Estimated useful life (in years)	3 years	3 years
Maximum \| Computer software
Property, Plant and Equipment [Line Items]
Estimated useful life (in years)	5 years	5 years

Basis of presentation and summary of significant accounting policies - Valuation Assumptions of Stock Options (Details) - $ / shares	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Dividend yield	0.00%	0.00%
Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Estimated fair value (in usd per share)	$ 3.35	$ 8.16
Expected volatility (%)	60.00%	65.00%
Expected term (in years)	6 months	3 years
Risk-free interest rate (%)	4.79%	0.46%
Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Estimated fair value (in usd per share)		$ 14.04
Expected volatility (%)		80.00%
Expected term (in years)		10 years
Risk-free interest rate (%)		0.98%

Restructuring - Restructuring Reserve Activity (Details) - Employee Severance $ in Thousands	3 Months Ended
	Mar. 31, 2023 USD ($)
Restructuring Reserve [Roll Forward]
Beginning balance	$ 4,315
Payments	(3,069)
Ending balance	$ 1,246

Cover Page - shares	3 Months Ended
Cover Page - shares	Mar. 31, 2023	May 02, 2023
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Mar. 31, 2023
Document Transition Report	false
Entity File Number	001-40557
Entity Registrant Name	INTEGRAL AD SCIENCE HOLDING CORP.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	83-0731995
City Area Code	646
Local Phone Number	278-4871
Title of 12(b) Security	Common Stock, $0.001 par value per share
Trading Symbol	IAS
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		154,927,770
Entity Address, Address Line One	99 Wall Street
Entity Address, Address Line Two	#1950
Entity Address, City or Town	New York
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10005
Amendment Flag	false
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q1
Entity Central Index Key	0001842718
Current Fiscal Year End Date	--12-31

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (UNAUDITED) - USD ($)
$ in Thousands

3 Months Ended

Mar. 31, 2023

Mar. 31, 2022

Statement of Comprehensive Income [Abstract]

Revenue

$ 106,092

$ 89,242

Operating expenses:

Cost of revenue (excluding depreciation and amortization shown below)

21,682

16,561

Sales and marketing

26,260

23,080

Technology and development

15,529

16,988

General and administrative

20,723

16,794

Depreciation and amortization

12,825

12,458

Foreign exchange gain, net

^[1]

(516)

(49)

Total operating expenses

96,503

85,832

Operating income

9,589

3,410

Interest expense, net

(3,417)

(1,426)

Net income before income taxes

6,172

1,984

Provision for income taxes

(3,026)

(825)

Net income

$ 3,146

$ 1,159

Net income per share – basic (in usd per share)

$ 0.02

$ 0.01

Net income per share – diluted (in usd per share)

$ 0.02

$ 0.01

Weighted average shares outstanding:

Basic (in shares)

154,315,219

154,477,403

Diluted (in shares)

157,884,615

157,159,026

Other comprehensive income:

Foreign currency translation adjustments

$ 1,149

$ (974)

Total comprehensive income

$ 4,295

$ 185

[1]	Prior period amounts have been reclassified to conform to current period presentation.

Subsequent Events (Details) - Subsequent Event $ in Thousands	May 04, 2023 USD ($)
Restricted stock units
Subsequent Event [Line Items]
Aggregate value of equity grants	$ 36,708
MSUs
Subsequent Event [Line Items]
Aggregate value of equity grants	$ 29,672

Long-term debt - Summary of Carrying Amount of The Term Loan (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Debt Instrument [Line Items]
Less: Unamortized debt issuance costs	$ (1,622)	$ (1,738)
Total carrying amount	213,378	223,262
Revolving Credit Facility
Debt Instrument [Line Items]
Revolver	$ 215,000	$ 225,000

Leases - Lease Cost (Details) $ in Thousands	3 Months Ended
Leases - Lease Cost (Details) $ in Thousands	Mar. 31, 2023 USD ($)
Leases [Abstract]
Operating lease costs	$ 2,032
Short-term lease costs	809
Variable lease costs	123
Sublease income	(656)
Total lease costs	$ 2,308

Internal use software, net (Tables)

3 Months Ended

Mar. 31, 2023

Internal Use Software [Abstract]

Schedule of Internal Use Software, Net

Internal use software consisted of the following:


	Estimated useful life (in years)			March 31, 2023		December 31, 2022
Internal use software	3	-	5 years	$	54,487	$	47,658
Less: Assets written off				—		(199)
Less: Accumulated amortization				(26,944)		(23,817)
Total internal use software, net				$	27,543	$	23,642

Accounts payable and accrued expenses and other long-term liabilities - Other Long-Term Liabilities (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Payables and Accruals [Abstract]
Security deposit received	$ 672	$ 672
Fin 48 liability	441	394
Other long-term liabilities	$ 1,113	$ 1,066

Basis of presentation and summary of significant accounting policies - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022	Jan. 01, 2022
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Employee retention tax credit			$ 6,981
Realized transaction losses	$ 162	$ 37
Operating lease right-of-use assets	21,246		22,787	$ 21,666
Total operating lease liability	28,107			$ 29,361
Adjustment to retained earnings	$ 4,862		775
Cumulative Effect, Period of Adoption, Adjustment
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Adjustment to retained earnings			$ 941

Stockholders’ equity - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022
Class of Stock [Line Items]
Common stock, shares authorized (in shares)	500,000,000		500,000,000
Common stock, par value (in usd per share)	$ 0.001		$ 0.001
Preferred stock, shares authorized (in shares)	50,000,000
Preferred stock, par value (in usd per share)	$ 0.001		$ 0.001
Option exercises	$ 2,115	$ 2,532
Common Stock
Class of Stock [Line Items]
RSUs vested (in shares)	371,740	12,094
Option exercises (in shares)	338,949	605,682
Option exercises		$ 1
ESPP purchase (in shares)	111,163

Income taxes	3 Months Ended
Income taxes	Mar. 31, 2023
Income Tax Disclosure [Abstract]
Income taxes	Income taxes At the end of each interim period, the Company estimates the annual expected effective income tax rate and applies that rate to its ordinary year-to-date earnings or loss. The income tax provision or benefit related to significant, unusual, or extraordinary items, if applicable, that will be separately reported or reported net of their related tax effects are individually computed and recognized in the interim period in which they occur. In addition, the effect of changes in enacted tax laws or rates, tax status, judgment on the realizability of a beginning-of-the-year deferred tax asset in future years or unrecognized tax benefits is recognized in the interim period in which the change occurs. The computation of the annual expected effective income tax rate at each interim period requires certain estimates and assumptions including, but not limited to, the expected pre-tax income (or loss) for the year, projections of the proportion of income (and/or loss) earned and taxed in foreign jurisdictions, permanent and temporary differences, and the likelihood of the realization of deferred tax assets generated in the current year. The accounting estimates used to compute the provision or benefit for income taxes may change as new events occur, more experience is acquired, additional information is obtained or the Company’s tax environment changes. To the extent that the expected annual effective income tax rate changes during a quarter, the effect of the change on prior quarters is included in income tax provision in the quarter in which the change occurs. For the three months ended March 31, 2023 and 2022, the Company recorded an income tax provision of $3,026 and $825, respectively. The Company’s effective tax rate for the three months ended March 31, 2023 and 2022 was 49.0% and 41.6%, respectively. The Company's effective tax rate for the three months ended March 31, 2023 is higher than for the respective three months ended March 31, 2022 primarily due to non-deductible stock-based compensation and other permanent tax differences and discrete items. The Company recognizes interest and, if applicable, penalties related to unrecognized tax benefits in the income tax provision. The Company is not currently under audit in any taxing jurisdiction.

- 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.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 21
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32857-109319

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-URI https://asc.fasb.org/extlink&oid=122134291&loc=d3e330215-122817

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 17
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32809-109319

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SAB TOPIC 6.I.5.Q1)
-URI https://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 14
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32705-109319

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 270
-Section 50
-Paragraph 1
-URI https://asc.fasb.org/extlink&oid=6424409&loc=d3e44925-109338

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-URI https://asc.fasb.org/topic&trid=2144680

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 30
-Section 50
-Paragraph 2
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=6424122&loc=d3e41874-109331

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

+ Details

Stock-based compensation - Narrative (Details)				3 Months Ended		12 Months Ended
Stock-based compensation - Narrative (Details)	Jan. 31, 2023 $ / shares shares	Jun. 29, 2021	Aug. 01, 2018	Mar. 31, 2023 USD ($) day shares	Mar. 31, 2022 USD ($)	Mar. 31, 2023 USD ($) shares	Feb. 01, 2023 shares	Dec. 31, 2022 shares	Jul. 02, 2021 USD ($)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense				$ 11,306,000	$ 8,139,000
ESPP
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense				$ 395,000
Stock authorized for awards (in shares) \| shares				4,573,457		4,573,457
Increase in stock reserved for future issuance, proportion of common stock outstanding (as a percent)				1.00%
Increase in stock reserved for future issuance, maximum shares of common stock allotted for ESPP (in shares) \| shares				16,000,000		16,000,000
Maximum employee payroll deductions of eligible compensation for ESPP (as a percent)				15.00%		15.00%
Maximum annual employee payroll deductions of eligible compensation for ESPP				$ 25,000		$ 25,000
Purchase price of ESPP shares, percent				85.00%
Offering period				6 months
ESPP purchase (in shares) \| shares	111,163
ESPP purchase (in dollars per share) \| $ / shares	$ 7.93
Shares available for future purchase under ESPP (in shares) \| shares							4,462,294
Time Based Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock options outstanding (in shares) \| shares				3,748,147		3,748,147		4,251,290
Unrecognized stock-based compensation expense				$ 8,756,000		$ 8,756,000
Recognition period for unamortized stock-based compensation expense				1 year 10 months 24 days
Time Based Options \| 2018 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period			4 years
Stock-based compensation expense				$ 1,093,000
Time Based Options \| 2018 Plan \| Tranche One
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period			12 months
Award vesting rate (as a percent)			25.00%
Time Based Options \| 2018 Plan \| Tranche Two
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting rate (as a percent)			6.25%
Time Based Options \| Amended and Restated 2018 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock options outstanding (in shares) \| shares				2,898,235		2,898,235
Time Based Options \| 2021 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock options outstanding (in shares) \| shares				849,912		849,912
Return Target Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock options outstanding (in shares) \| shares				1,909,715		1,909,715		2,153,264
Unrecognized stock-based compensation expense				$ 23,450,000		$ 23,450,000
Return Target Options \| 2018 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Minimum equity return multiple			3.0
Return Target Options \| Amended and Restated 2018 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation arrangement by share-based payment award, vesting upon sale of share resulting in cash return, threshold									$ 1,170,000,000
Stock-based compensation expense				$ 0
Stock options outstanding (in shares) \| shares				1,526,777		1,526,777
Return Target Options \| 2021 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock options outstanding (in shares) \| shares				382,938		382,938
Stock Options \| 2021 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense				$ 671,000
Stock options outstanding (in shares) \| shares				1,232,850		1,232,850
Stock authorized for awards (in shares) \| shares				35,121,308		35,121,308
Period of increase in stock reserved for future issuance		10 years
Increase in stock reserved for future issuance, proportion of common stock outstanding (as a percent)		5.00%
Restricted stock units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense				$ 7,261,000
Unrecognized stock-based compensation expense				$ 79,248,000		$ 79,248,000
Recognition period for unamortized stock-based compensation expense				3 years 1 month 6 days
Restricted stock units \| 2021 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period					4 years	4 years
Award vesting rate (as a percent)					25.00%	6.25%
Performance Stock Units (PSUs) \| 2021 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense				$ 0
Unrecognized stock-based compensation expense				6,000,000		$ 6,000,000
MSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense				1,887,000
Unrecognized stock-based compensation expense				$ 7,615,000		$ 7,615,000
Recognition period for unamortized stock-based compensation expense				3 years 3 months 18 days
MSUs \| 2021 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period				4 years
Vesting eligibility, payout factor calculation, measurement period for average closing stock price, number of trading days preceding vesting date \| day				10
Vesting eligibility payout factor calculation, maximum quotient allowable for minimum payout factor (less than)				0.60
MSUs \| 2021 Plan \| Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting eligibility, payout factor				0
MSUs \| 2021 Plan \| Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting eligibility, payout factor				2.25
MSUs \| 2021 Plan \| Tranche One
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting rate (as a percent)				25.00%
MSUs \| 2021 Plan \| Tranche Two
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting rate (as a percent)				6.25%

Leases - Narrative (Details)	3 Months Ended
Leases - Narrative (Details)	Mar. 31, 2023 USD ($)
Lessee, Lease, Description [Line Items]
Weighted average remaining lease term	4 years 8 months 12 days
Weighted-average discount rate	5.60%
Operating lease, cash paid	$ 1,582,000
Cash received from sublease	689,000
Operating lease not yet commenced, liability	$ 1,149,000
Operating lease not yet commenced, term of contract	3 years 7 months 6 days
Security deposits	$ 2,326,000
Maximum
Lessee, Lease, Description [Line Items]
Operating lease remaining term	9 years 7 months 6 days

Restructuring

3 Months Ended

Mar. 31, 2023

Restructuring and Related Activities [Abstract]

Restructuring

On December 7, 2022, the Company announced a reduction in workforce of approximately 120 employees to better align resources, consistent with the Company’s strategy of increasing operational efficiency and improving productivity. The Company expects to pay the remaining balance of restructuring costs within the second quarter of 2023. The Company recognized a liability and the related expense for these restructuring costs when the liability was incurred and could be measured. Restructuring accruals are based upon management estimates at the time and can change depending upon changes in facts and circumstances subsequent to the date the original liability was recorded.

Activity impacting the Company’s restructuring reserves, recorded within Accounts payable and accrued expenses on the Consolidated Balance Sheets, for the three months ended March 31, 2023, was as follows:


Balance at December 31, 2022	$	4,315
Payments	(3,069)
Balance at March 31, 2023	$	1,246

Related-party transactions	3 Months Ended
Related-party transactions	Mar. 31, 2023
Related Party Transactions [Abstract]
Related-party transactions	Related-party transactions The Company incurs expenses for consulting services and other expenses related to services provided by Vista Consulting Group, LLC (“VCG”). For the three months ended March 31, 2023 and 2022, the Company incurred expenses of $0 and $15, respectively. These costs were included in general and administrative expenses in the Condensed Consolidated Statements of Operations and Comprehensive Income. Amounts due to VCG as of March 31, 2023 and December 31, 2022 were $0. The Company incurs various travel and other expenses related to services provided by Vista Equity Partners Management, LLC (“VEP”). For the three months ended March 31, 2023 and 2022, the Company incurred expenses of $25 and $10, respectively. These costs were included in general and administrative expenses in the Condensed Consolidated Statements of Operations and Comprehensive Income. Amounts due to VEP as of March 31, 2023 and December 31, 2022 were $25 and $13, respectively. The Company had other related party transactions with companies owned by Vista Equity Partners that are immaterial individually and in aggregate to the Condensed Consolidated Balance Sheets and Condensed Consolidated Statement of Operations and Comprehensive Income.

Basis of presentation and summary of significant accounting policies - Allowance for Doubtful Accounts (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Accounts Receivable, Allowance for Credit Loss [Roll Forward]
Balance, beginning of period	$ 6,691	$ 5,883
Additional provision	514	314
Receivables written off and impact of exchange rates	26
Receivables written off and impact of exchange rates		(207)
Balance, end of period	5,960	5,990
Cumulative Effect, Period of Adoption, Adjustment
Accounts Receivable, Allowance for Credit Loss [Roll Forward]
Balance, beginning of period	$ 1,271	$ 0

Income taxes - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended
Income taxes - Narrative (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Mar. 31, 2022
Income Tax Disclosure [Abstract]
Income tax provision	$ 3,026	$ 825
Effective tax rate (percent)	49.00%	41.60%

- Definition

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

+ References + Details

Stock-based compensation

3 Months Ended

Mar. 31, 2023

Share-Based Payment Arrangement [Abstract]

Stock-based compensation

Integral Ad Science Holding Corp. Amended and Restated 2018 Non-Qualified Stock Option Plan

On August 1, 2018, the Company adopted the 2018 Non-Qualified Stock Option Plan (“2018 Plan”). Under the 2018 Plan, the Company issued (i) Time-Based Options that vest over four years with 25% vesting after twelve months and an additional 6.25% vesting at the end of each successive quarter thereafter; and (ii) Return-Target Options that vest upon the first to occur of sale of the Company, or, sale or transfer to any third party of shares, as a result of which, any person or group other than Vista, obtains possession of voting power to elect a majority of the Board or any other governing body and the achievement of a total equity return multiple of 3.0 or greater.

The 2018 Plan contained a provision wherein, the Time-Based Options can be repurchased by the Company at cost upon resignation of the employee. Due to this repurchase feature, the Time-Based Options did not provide the employee with the potential benefits associated with a stock award holder, and therefore, these awards were not accounted for as a stock-based award under ASC 718, Compensation - Stock Compensation but instead, compensation cost was recognized when the benefit to the employee was determined to be probable.

The Return-Target Options were considered to contain both market (total stockholder return threshold) and performance (exit event) conditions. As such, the award was measured on the date of grant. Since the conditions for vesting related to the Return-Target Options were not met prior to the IPO, no stock-based compensation was recognized in the pre-IPO financial statements of the Company.

In connection with the IPO, the 2018 Plan was amended and restated (the “Amended and Restated 2018 Plan”) with the following modifications: (i) the provision to repurchase the Time-Based Options at cost upon resignation of the employee was removed and (ii) the Return-Target Options were modified to include vesting upon a sale of shares by Vista following the IPO resulting in Vista realizing a cash return on its investment in the Company equaling or exceeding $1.17 billion.

As a result of the modification to the Time-Based Options, the awards became subject to the guidance in ASC 718, Compensation - Stock Compensation. During the three months ended March 31, 2023, the Company recognized stock compensation expense of $1,093 related to the Time-Based Options.

As the return multiple and vesting conditions associated with the Return-Target Options were also modified, the Company fair valued the Return-Target Options using a Monte Carlo simulation model. The Return-Target Options become exercisable following both (i) a registration of shares of common stock held by Vista and (ii) Vista realizing a cash return on its investment in the Company equaling or exceeding $1.17 billion. As of March 31, 2023, the condition relating to Vista's cash return was not deemed probable and therefore, no stock-based compensation expense was recognized relating to the Return-Target Options.

Vesting of the Time-Based Options accelerate when the Return-Target Options vest and therefore, recognition of the remaining unamortized stock compensation expense related to the Time-Based Options will accelerate when it becomes probable that the Return-Target Options would vest.

The total number of Time-Based Options and Return Target Options outstanding under the Amended and Restated 2018 Plan as of March 31, 2023 were 2,898,235 and 1,526,777, respectively. The Company does not expect to issue any additional awards under the Amended and Restated 2018 Plan.

2021 Omnibus Incentive Plan (“2021 Plan”)

On June 29, 2021, the Company adopted the 2021 Plan to incentivize executive officers, management, employees, consultants and directors of the Company and to align the interests of the participants with those of the Company’s shareholders. As of March 31, 2023, there were 35,121,308 shares reserved for issuance under the 2021 Plan and the total number of shares reserved for issuance under the 2021 Plan is increased on January 1 of each of the first 10 calendar years during the term of the 2021 Plan, by the lesser of (i) 5% of the total number of shares of common stock outstanding on each December 31 immediately prior to the date of increase or (ii) such number of shares of common stock determined by our Board or compensation committee.

During the three months ended March 31, 2023, the Company recognized stock compensation expense of $671 related to the stock options. As of March 31, 2023, there are 1,232,850 total options outstanding under the 2021 Plan, consisting of two-thirds or 849,912 Time-Based Options and one-third or 382,938 Return-Target Options. The vesting conditions for the options issued under the 2021 Plan are identical to the those described under the Amended and Restated 2018 Plan.

Stock option activity for the three months ended March 31, 2023 is as follows:

Time-Based Options


	Stock options	Weighted average exercise price		Weighted average remaining contractual life (years)	Aggregate intrinsic value
Outstanding at January 1, 2023	4,251,290	$	8.07	6.97	$	12,163
Granted	—	—		—	—
Canceled or forfeited	(164,194)	14.85		—	—
Exercised	(338,949)	6.24		—	—
Outstanding at March 31, 2023	3,748,147	$	7.94	6.71	$	27,201
Vested and expected to vest at March 31, 2023	3,748,147	$	7.94	6.71	27,201
Exercisable as of March 31, 2023	2,957,245	$	6.51	6.32	$	24,525

Return-Target Options


	Stock options	Weighted average exercise price		Weighted average remaining contractual life (years)	Aggregate intrinsic value
Outstanding at January 1, 2023	2,153,264	$	8.03	6.97	6,190
Granted	—	—		—	—
Canceled or forfeited	(243,549)	11.00		—	—
Exercised	—	—		—	—
Outstanding at March 31, 2023	1,909,715	$	7.66	6.56	$	15,219
Vested and expected to vest at March 31, 2023	1,909,715	$	7.66	6.56	15,219
Exercisable as of March 31, 2023	—	—		—	—

As of March 31, 2023, unamortized stock-based compensation expense related to the Time-Based Options was $8,756, which will be recognized over the weighted average vesting term of 1.9 years. In addition, unamortized stock-based compensation expense related to the Return-Target Options of $23,450 will be recognized when events that trigger vesting are deemed probable.

Restricted Stock Units

The majority of RSUs under the 2021 Plan vest 25% each year and become fully vested after 4 years of service. Beginning in April 2022, new RSU grants began to vest 6.25% at the end of each successive quarter and become fully vested after four years of service.

The RSU activity for the three months ended March 31, 2023 is as follows:


	RSUs
	Number of Shares	Weighted Average Grant Date Fair Value
Outstanding as of January 1, 2023	8,085,367	$	11.88
Granted	431,444	9.63
Canceled or forfeited	(128,156)	13.93
Vested	(371,740)	12.46
Outstanding as of March 31, 2023	8,016,915	$	11.70
Expected to vest as of March 31, 2023	8,016,915

During the three months ended March 31, 2023, the Company recognized $7,261 of stock-based compensation expense related to these RSU awards. Unamortized stock-based compensation expense related to RSUs was $79,248, which will be recognized over the weighted average vesting term of 3.1 years.

Performance Stock Units

The Company granted Performance Stock Units under the 2021 Plan, which are contingent upon achieving specified revenue performance goals by December 31, 2023. As of March 31, 2023, no stock-based compensation expense has been recognized as performance vesting conditions were not deemed probable to occur. The unrecognized compensation expense is $6,000 assuming performance at the highest tier.

Market Stock Units

The Company granted MSUs under the 2021 Plan to certain executive officers. MSUs vest over four years, 25% on the first anniversary of the vesting commencement date and 6.25% at the end of each quarter thereafter. The number of MSUs eligible to vest is based on the performance of the Company's common stock over each applicable vesting period. The number of shares eligible to vest is calculated based on a payout factor. The payout factor is calculated by dividing (i) the average closing price of the Company's stock during the ten trading days immediately preceding the applicable vesting date by (ii) the closing price of the Company's stock on the vesting commencement date. The payout factor is zero if such quotient is less than 0.60 and is capped at 2.25. Such quotient is then multiplied by the target number of MSUs granted to the relevant officer to determine the number of shares to be issued to the officer at vesting. The grant date fair value of the MSUs was determined using a Monte-Carlo simulation. The Company uses the accelerated attribution method to account for these awards.

MSU activity for the three months ended March 31, 2023 is as follows:


	MSUs
	Number of Shares	Weighted Average Grant Date Fair Value
Outstanding as of January 1, 2023	1,209,262	$	14.55
Granted	—	—
Canceled or forfeited	(209,568)	14.43
Vested	—	—
Outstanding as of March 31, 2023	999,694	$	14.58
Expected to vest as of March 31, 2023	999,694

During the three months ended March 31, 2023, the Company recognized stock-based compensation expense of $1,887 related to the MSU awards. Unamortized stock-based compensation expense related to MSUs was $7,615, which will be recognized over the weighted average vesting term of 3.3 years.

2021 Employee Stock Purchase Plan

The Company adopted the ESPP for the primary purpose of incentivizing employees in future periods. As of March 31, 2023, 4,573,457 shares of common stock are reserved for issuance under the ESPP. The number of shares available for issuance under the ESPP is increased on January 1 of each calendar year, ending in and including 2031, by an amount equal to the lesser of (i) 1% of the shares outstanding on the final day of the immediately preceding calendar year and (ii) such smaller number of shares as is determined by our Board, subject to a maximum of 16,000,000 shares of our common stock for the portion of the ESPP intended to qualify as an employee stock purchase plan under Section 423 of the Internal Revenue Code. All Company employees and employees of designated subsidiaries are eligible to participate in the ESPP and may purchase shares through payroll deductions of up to 15% of their eligible compensation, subject to a maximum of $25,000 in any annual period for the portion of the ESPP intended to qualify as an employee purchase plan under Section 423 of the Internal Revenue Code.

The ESPP provides eligible employees the opportunity to purchase shares of the Company's common stock through payroll deductions at a price equal to 85% of the fair market value of the shares on (i) the first business day of the offering period or (ii) the last business day of the offering period, whichever is lower. The ESPP is offered to employees in six-month windows, with phases beginning on February 1 and August 1 of each calendar year. For the window that ended on January 31, 2023, employees purchased 111,163 shares at a price of $7.93 per share. After such purchase, 4,462,294 shares were available for future purchase under the ESPP. Stock-based compensation expense recognized in the three months ended March 31, 2023 was $395.

Total stock-based compensation expense for all equity arrangements for the three months ended March 31, 2023 and 2022 were as follows:


	Three Months Ended March 31,
	2023		2022
Cost of revenue	$	84	$	56
Sales and marketing	3,887		2,531
Technology and development	3,170		1,536
General and administrative	4,165		4,016
Total	$	11,306	$	8,139

Segment data

3 Months Ended

Mar. 31, 2023

Segment Reporting [Abstract]

Segment data

Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker (“CODM”), in deciding how to allocate resources and in assessing performance. The Company’s Chief Executive Officer is the CODM.

The Company manages its operations as a single segment for the purpose of assessing and making operating decisions. The CODM allocates resources and assesses performance based upon financial information at the consolidated level. Since the Company operates in one operating segment, all required financial segment information can be found in the condensed consolidated financial statements.

The following table summarizes revenue by geographic area:


	Three Months Ended March 31,
	2023		2022
North and South America (“Americas”)	$	74,201	$	60,559
Europe, Middle East and Africa (“EMEA”)	24,063		21,658
Asia and Pacific Rim (“APAC”)	7,828		7,025
Total	$	106,092	$	89,242

For the three months ended March 31, 2023 and 2022, revenue in the U.S. was $70,615 and $57,432, respectively.

The following table summarizes long lived assets, net by geographic area:


	March 31, 2023		December 31, 2022
Long lived assets
Americas	$	14,720	$	16,016
EMEA	7,890		6,419
APAC	2,507		2,764
Total	$	25,117	$	25,199

- 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.

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+ Details

Description of business	3 Months Ended
Description of business	Mar. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description of business	Description of business Integral Ad Science Holding Corp. and its wholly-owned subsidiaries (together, the “Company”), formerly known as Kavacha Topco, LLC, is a leading global digital advertising verification company by revenue. The Company’s mission is to be the global benchmark for trust and transparency in digital media quality for the world’s leading brands, publishers, and platforms. The Company’s cloud-based technology platform provides actionable insights and delivers independent measurement and verification of digital advertising across all devices, channels, and formats, including desktop, mobile, connected TV (“CTV”), social, display, and video. The Company's Quality Impressions® is a proprietary metric that helps ensure media quality standards. To be counted as a Quality Impression, a digital ad must be viewable, by a real person rather than a bot, in a brand-safe and suitable environment within the correct geography. The viewability and invalid traffic filtration aspects of Quality Impression are accredited by the Media Rating Council across desktop and mobile platforms. The Company is an independent, trusted partner for buyers and sellers of digital advertising to increase accountability, transparency, and effectiveness in the market. The Company helps advertisers optimize their ad spend and better measure consumer engagement with campaigns across platforms, while enabling publishers to improve their inventory yield and revenue. The Company operates within the United States ("U.S.") in New York, California, and Illinois. Operations outside the U.S. include but are not limited to countries such as the United Kingdom ("U.K."), France, Germany, Italy, Singapore, Australia, Japan, India and the Nordics.

Intangible assets, net (Tables)

3 Months Ended

Mar. 31, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Gross Book Value, Accumulated Amortization, Net Book Value and Amortization Periods of Intangible Assets

The gross book value, accumulated amortization, net book value and amortization periods of the intangible assets were as follows:


	March 31, 2023
	Estimated useful life			Gross book value		Accumulated amortization		Net book value		Weighted average remaining useful life
Customer relationships	5	-	15 years	$	301,977	$	(119,982)	$	181,995	9.3 years
Developed technology	4	-	5 years	137,250		(120,352)		16,898		3.3 years
Trademarks	5	-	9 years	19,700		(10,667)		9,033		4.1 years
Favorable leases	6 years			198		(156)		42		1.3 years
Total				$	459,125	$	(251,157)	$	207,968

	December 31, 2022
	Estimated useful life			Gross book value		Accumulated amortization		Net book value		Weighted average remaining useful life
Customer relationships	5	-	15 years	$	301,955	$	(112,589)	$	189,366	9.5 years
Developed technology	4	-	5 years	137,112		(118,650)		18,462		3.5 years
Trademarks	5	-	9 years	19,700		(10,021)		9,679		4.4 years
Favorable leases	6 years			198		(147)		51		1.5 years
Total				$	458,965	$	(241,407)	$	217,558

Stock-based compensation - Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2023	Dec. 31, 2022
Time Based Options
Stock options
Stock options - beginning balance (in shares)	4,251,290
Stock options - granted (in shares)	0
Stock options - canceled or forfeited (in shares)	(164,194)
Stock options - exercised (in shares)	(338,949)
Stock options - ending balance (in shares)	3,748,147	4,251,290
Stock options - vested and expected to vest (in shares)	3,748,147
Stock options - exercisable (in shares)	2,957,245
Weighted average exercise price
Weighted average exercise price - beginning balance (in usd per share)	$ 8.07
Weighted average exercise price - granted (in usd per share)	0
Weighted average exercise price - canceled or forfeited (in usd per share)	14.85
Weighted average exercise price - exercised (in usd per share)	6.24
Weighted average exercise price - ending balance (in usd per share)	7.94	$ 8.07
Weighted average exercise price - vested and expected to vest (in usd per share)	7.94
Weighted average exercise price - exercisable (in usd per share)	$ 6.51
Weighted average remaining contractual life (years)
Weighted average remaining contractual life (years) - beginning balance	6 years 8 months 15 days	6 years 11 months 19 days
Weighted average remaining contractual life (years) - ending balance	6 years 8 months 15 days	6 years 11 months 19 days
Weighted average remaining contractual life (years) - vested and expected to vest	6 years 8 months 15 days
Weighted average remaining contractual life (years) - exercisable	6 years 3 months 25 days
Aggregate intrinsic value
Aggregate intrinsic value - beginning balance	$ 12,163
Aggregate intrinsic value - ending balance	27,201	$ 12,163
Aggregate intrinsic value - vested and expected to vest	27,201
Aggregate intrinsic value - exercisable	$ 24,525
Return Target Options
Stock options
Stock options - beginning balance (in shares)	2,153,264
Stock options - granted (in shares)	0
Stock options - canceled or forfeited (in shares)	(243,549)
Stock options - exercised (in shares)	0
Stock options - ending balance (in shares)	1,909,715	2,153,264
Stock options - vested and expected to vest (in shares)	1,909,715
Stock options - exercisable (in shares)	0
Weighted average exercise price
Weighted average exercise price - beginning balance (in usd per share)	$ 8.03
Weighted average exercise price - granted (in usd per share)	0
Weighted average exercise price - canceled or forfeited (in usd per share)	11.00
Weighted average exercise price - exercised (in usd per share)	0
Weighted average exercise price - ending balance (in usd per share)	7.66	$ 8.03
Weighted average exercise price - vested and expected to vest (in usd per share)	7.66
Weighted average exercise price - exercisable (in usd per share)	$ 0
Weighted average remaining contractual life (years)
Weighted average remaining contractual life (years) - beginning balance	6 years 6 months 21 days	6 years 11 months 19 days
Weighted average remaining contractual life (years) - ending balance	6 years 6 months 21 days	6 years 11 months 19 days
Weighted average remaining contractual life (years) - vested and expected to vest	6 years 6 months 21 days
Aggregate intrinsic value
Aggregate intrinsic value - beginning balance	$ 6,190,000
Aggregate intrinsic value - ending balance	15,219	$ 6,190,000
Aggregate intrinsic value - vested and expected to vest	15,219
Aggregate intrinsic value - exercisable	$ 0

Long-term debt (Tables)

3 Months Ended

Mar. 31, 2023

Debt Disclosure [Abstract]

Schedule of Long-term Debt Instruments


	March 31, 2023		December 31, 2022
Revolver	$	215,000	$	225,000
Less: Unamortized debt issuance costs	(1,622)		(1,738)
Total carrying amount	$	213,378	$	223,262

Schedule of Future Principal Payments of Long-term Debt

Future principal payments of long-term debt as of March 31, 2023 are as follows:


Year Ending
2023	$	—
2024	—
2025	—
2026	215,000
	$	215,000

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

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+ Details

Leases - Maturities of Remaining Lease Payments (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Jan. 01, 2022
Leases [Abstract]
2023 (remaining nine months)	$ 5,751
2024	7,263
2025	7,338
2026	6,107
2027	2,116
Thereafter	4,027
Total lease payments	32,602
Less: imputed interest	4,495
Total operating lease liability	$ 28,107	$ 29,361

Commitments and contingencies - Narrative (Details) $ in Thousands	Mar. 31, 2023 USD ($)
Commitments and Contingencies Disclosure [Abstract]
Purchase obligation	$ 108,107

Stock-based compensation (Tables)

3 Months Ended

Mar. 31, 2023

Share-Based Payment Arrangement [Abstract]

Schedule of Stock Option Activity

Stock option activity for the three months ended March 31, 2023 is as follows:

Time-Based Options


	Stock options	Weighted average exercise price		Weighted average remaining contractual life (years)	Aggregate intrinsic value
Outstanding at January 1, 2023	4,251,290	$	8.07	6.97	$	12,163
Granted	—	—		—	—
Canceled or forfeited	(164,194)	14.85		—	—
Exercised	(338,949)	6.24		—	—
Outstanding at March 31, 2023	3,748,147	$	7.94	6.71	$	27,201
Vested and expected to vest at March 31, 2023	3,748,147	$	7.94	6.71	27,201
Exercisable as of March 31, 2023	2,957,245	$	6.51	6.32	$	24,525

Return-Target Options


	Stock options	Weighted average exercise price		Weighted average remaining contractual life (years)	Aggregate intrinsic value
Outstanding at January 1, 2023	2,153,264	$	8.03	6.97	6,190
Granted	—	—		—	—
Canceled or forfeited	(243,549)	11.00		—	—
Exercised	—	—		—	—
Outstanding at March 31, 2023	1,909,715	$	7.66	6.56	$	15,219
Vested and expected to vest at March 31, 2023	1,909,715	$	7.66	6.56	15,219
Exercisable as of March 31, 2023	—	—		—	—

Schedule of Restricted Stock Unit Activity

The RSU activity for the three months ended March 31, 2023 is as follows:


	RSUs
	Number of Shares	Weighted Average Grant Date Fair Value
Outstanding as of January 1, 2023	8,085,367	$	11.88
Granted	431,444	9.63
Canceled or forfeited	(128,156)	13.93
Vested	(371,740)	12.46
Outstanding as of March 31, 2023	8,016,915	$	11.70
Expected to vest as of March 31, 2023	8,016,915

Schedule of MSU Activity

MSU activity for the three months ended March 31, 2023 is as follows:


	MSUs
	Number of Shares	Weighted Average Grant Date Fair Value
Outstanding as of January 1, 2023	1,209,262	$	14.55
Granted	—	—
Canceled or forfeited	(209,568)	14.43
Vested	—	—
Outstanding as of March 31, 2023	999,694	$	14.58
Expected to vest as of March 31, 2023	999,694

Schedule of Allocation of Recognized Period Costs

Total stock-based compensation expense for all equity arrangements for the three months ended March 31, 2023 and 2022 were as follows:


	Three Months Ended March 31,
	2023		2022
Cost of revenue	$	84	$	56
Sales and marketing	3,887		2,531
Technology and development	3,170		1,536
General and administrative	4,165		4,016
Total	$	11,306	$	8,139

Internal use software, net

3 Months Ended

Mar. 31, 2023

Internal Use Software [Abstract]

Internal use software, net

Internal use software consisted of the following:


	Estimated useful life (in years)			March 31, 2023		December 31, 2022
Internal use software	3	-	5 years	$	54,487	$	47,658
Less: Assets written off				—		(199)
Less: Accumulated amortization				(26,944)		(23,817)
Total internal use software, net				$	27,543	$	23,642

Amortization expense for the three months ended March 31, 2023 and 2022 was $2,924 and $2,227, respectively.

Goodwill - Summary (Details) $ in Thousands	3 Months Ended
Goodwill - Summary (Details) $ in Thousands	Mar. 31, 2023 USD ($)
Goodwill [Roll Forward]
Goodwill at beginning of period	$ 674,094
Impact of exchange rates	660
Goodwill at end of period	$ 674,754

- 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

Long-term debt - Future Principal Payments (Details) $ in Thousands	Mar. 31, 2023 USD ($)
Maturities of Long-term Debt [Abstract]
2023	$ 0
2024	0
2025	0
2026	215,000
Long-term debt	$ 215,000

- Definition

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

+ References + Details

Internal use software, net - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Internal Use Software [Abstract]
Capitalized computer software, amortization	$ 2,924	$ 2,227

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (UNAUDITED) - USD ($) $ in Thousands	Total	Cumulative Effect, Period of Adoption, Adjustment	Common Stock	Additional paid-in capital	Accumulated other comprehensive income (loss)	Retained earnings	Retained earnings Cumulative Effect, Period of Adoption, Adjustment
Beginning balance (in shares) at Dec. 31, 2021			154,398,495
Beginning balance at Dec. 31, 2021	$ 767,190		$ 154	$ 781,951	$ (315)	$ (14,600)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
RSUs vested (in shares)			12,094
RSUs vested	0
Option exercises (in shares)			605,682
Option exercises	2,532		$ 1	2,531
Stock-based compensation	8,134			8,134
Foreign currency translation adjustment	(974)				(974)
Net income	1,159					1,159
Ending balance (in shares) at Mar. 31, 2022			155,016,271
Ending balance at Mar. 31, 2022	778,041		$ 155	792,616	(1,289)	(13,441)
Beginning balance (in shares) at Dec. 31, 2021			154,398,495
Beginning balance at Dec. 31, 2021	767,190		$ 154	781,951	(315)	(14,600)
Ending balance (in shares) at Dec. 31, 2022			153,990,128
Ending balance at Dec. 31, 2022	$ 808,216	$ 941	$ 154	810,186	(2,899)	775	$ 941
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Accounting Standards Update [Extensible Enumeration]	Accounting Standards Update 2016-13 [Member]
RSUs vested (in shares)			371,740
RSUs vested	$ 0
Option exercises (in shares)			338,949
Option exercises	2,115			2,115
ESPP purchase (in shares)			111,163
ESPP purchase	882			882
Stock-based compensation	11,315			11,315
Foreign currency translation adjustment	1,149				1,149
Net income	3,146					3,146
Ending balance (in shares) at Mar. 31, 2023			154,811,980
Ending balance at Mar. 31, 2023	$ 827,764		$ 154	$ 824,498	$ (1,750)	$ 4,862

Net income per share

3 Months Ended

Mar. 31, 2023

Earnings Per Share [Abstract]

Net income per share

Basic and diluted income per share is computed by dividing net income by the weighted-average shares outstanding:


	Three Months Ended March 31,
	2023		2022
Numerator:
Net income	$	3,146	$	1,159
Denominator:
Basic Shares:
Weighted-average shares outstanding	154,315,219		154,477,403
Diluted Shares:
Basic weighted-average shares outstanding	154,315,219		154,477,403
Dilutive effect of stock based awards	3,569,396		2,681,623
Weighted-average diluted shares outstanding	157,884,615		157,159,026
Net income per share
Basic	$	0.02	$	0.01
Diluted	$	0.02	$	0.01

The following potential outstanding equity awards were excluded from the computation of diluted net income per share attributable to common stockholders for the periods presented given that their inclusion would have been anti-dilutive.


	Three months ended March 31,
	2023	2022
Options to purchase common stock	3,624,277	1,655,206
Restricted stock units	1,806,679	1,034,418
Total	5,430,956	2,689,624

Accounts payable and accrued expenses and other long-term liabilities

3 Months Ended

Mar. 31, 2023

Payables and Accruals [Abstract]

Accounts payable and accrued expenses and other long-term liabilities

Accounts payable and accrued expenses consisted of the following:


	March 31, 2023		December 31, 2022
Accounts payable	$	13,310	$	10,487
Accrued payroll	7,196		12,623
Accrued professional fees	3,525		3,150
Accrued bonuses and commissions	7,792		16,527
Accrued revenue sharing	3,367		3,522
Taxes payable	2,971		3,130
Accrued hosting fees	3,685		5,949
Other accrued expenses	5,672		5,411
Total accounts payable and accrued expenses	$	47,518	$	60,799

Other long-term liabilities consisted of the following:


	March 31, 2023		December 31, 2022
Security deposit received	672		672
Fin 48 liability	441		394
Total Other long-term liabilities	$	1,113	$	1,066

Subsequent Events	3 Months Ended
Subsequent Events	Mar. 31, 2023
Subsequent Events [Abstract]
Subsequent Events	Subsequent Events Equity grants Subsequent to March 31, 2023, the Company granted (i) RSUs with a grant date fair value aggregating $36,708 to employees and (ii) MSUs with a grant date fair value aggregating $29,672 to certain executive officers. The terms of the RSU and MSU awards are consistent with existing awards as described in Note 11.

Intangible assets, net - Summary (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2023	Dec. 31, 2022
Finite-Lived Intangible Assets [Line Items]
Gross book value	$ 459,125	$ 458,965
Accumulated amortization	(251,157)	(241,407)
Net book value	207,968	217,558
Customer relationships
Finite-Lived Intangible Assets [Line Items]
Gross book value	301,977	301,955
Accumulated amortization	(119,982)	(112,589)
Net book value	$ 181,995	$ 189,366
Weighted average remaining useful life	9 years 3 months 18 days	9 years 6 months
Developed technology
Finite-Lived Intangible Assets [Line Items]
Gross book value	$ 137,250	$ 137,112
Accumulated amortization	(120,352)	(118,650)
Net book value	$ 16,898	$ 18,462
Weighted average remaining useful life	3 years 3 months 18 days	3 years 6 months
Trademarks
Finite-Lived Intangible Assets [Line Items]
Gross book value	$ 19,700	$ 19,700
Accumulated amortization	(10,667)	(10,021)
Net book value	$ 9,033	$ 9,679
Weighted average remaining useful life	4 years 1 month 6 days	4 years 4 months 24 days
Favorable leases
Finite-Lived Intangible Assets [Line Items]
Estimated useful life	6 years	6 years
Gross book value	$ 198	$ 198
Accumulated amortization	(156)	(147)
Net book value	$ 42	$ 51
Weighted average remaining useful life	1 year 3 months 18 days	1 year 6 months
Minimum \| Customer relationships
Finite-Lived Intangible Assets [Line Items]
Estimated useful life	5 years	5 years
Minimum \| Developed technology
Finite-Lived Intangible Assets [Line Items]
Estimated useful life	4 years	4 years
Minimum \| Trademarks
Finite-Lived Intangible Assets [Line Items]
Estimated useful life	5 years	5 years
Maximum \| Customer relationships
Finite-Lived Intangible Assets [Line Items]
Estimated useful life	15 years	15 years
Maximum \| Developed technology
Finite-Lived Intangible Assets [Line Items]
Estimated useful life	5 years	5 years
Maximum \| Trademarks
Finite-Lived Intangible Assets [Line Items]
Estimated useful life	9 years	9 years

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Cash flows from operating activities:
Net income	$ 3,146	$ 1,159
Adjustments to reconcile net income to net cash provided by operating activities
Depreciation and amortization	12,825	12,458
Stock-based compensation	11,306	8,139
Foreign currency gain, net	(678)	0
Deferred tax benefit	(2,767)	(719)
Amortization of debt issuance costs	116	116
Allowance for credit losses	514	314
Impairment of assets	0	49
Changes in operating assets and liabilities:
Decrease (increase) in accounts receivable	6,642	(1,673)
Decrease in unbilled receivables	1,292	649
Decrease (increase) in prepaid expenses and other current assets	3,063	(2,612)
Decrease (increase) in operating leases, net	20	(195)
Increase in other long-term assets	(19)	(185)
Decrease in accounts payable and accrued expenses	(13,073)	(6,520)
Increase in deferred revenue	522	173
Increase in due to/from related party	47	34
Net cash provided by operating activities	22,956	11,187
Cash flows from investing activities:
Purchase of property and equipment	(1,282)	(328)
Acquisition and development of internal use software and other	(7,060)	(2,677)
Net cash used in investing activities	(8,342)	(3,005)
Cash flows from financing activities:
Proceeds from the Revolver	75,000	0
Repayment of long-term debt	(85,000)	0
Repayment of short-term debt	0	(1,934)
Exercise of stock options	2,115	2,532
Cash received from Employee Stock Purchase Program	787	0
Net cash (used in) provided by financing activities	(7,098)	598
Net increase in cash, cash equivalents and restricted cash	7,516	8,780
Effect of exchange rate changes on cash, cash equivalents and restricted cash	305	278
Cash, cash equivalents and restricted cash at beginning of period	89,671	76,078
Cash, cash equivalents, and restricted cash, at end of period	97,492	85,137
Cash paid during the period for:
Interest	3,004	1,298
Taxes	935	977
Non-cash investing and financing activities:
Property and equipment acquired included in accounts payable	433	16
Internal use software acquired included in accounts payable	1,309	1,128
Lease liabilities arising from right of use assets	$ 28,107	$ 27,650

Intangible assets, net - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization of intangible assets	$ 9,703	$ 10,013

Basis of presentation and summary of significant accounting policies

3 Months Ended

Mar. 31, 2023

Accounting Policies [Abstract]

Basis of presentation and summary of significant accounting policies

This summary of significant accounting policies is presented to assist in understanding the Company’s condensed consolidated financial statements. These accounting policies have been consistently applied in the preparation of the condensed consolidated financial statements.

(a) Basis of presentation

The Company’s condensed consolidated financial statements are presented in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and reflect the financial position, results of operations and cash flows for all periods presented. The year-end condensed balance sheet data was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP.

The accompanying interim condensed consolidated balance sheet as of March 31, 2023, the condensed consolidated statements of operations and comprehensive income, of cash flows and of stockholders’ equity for the three months ended March 31, 2023 and 2022, and the related footnote disclosures are unaudited. These unaudited interim condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and, in management’s opinion, include all adjustments necessary to state fairly the consolidated financial position of the Company. All adjustments made were of a normal recurring nature. The results for the three months ended March 31, 2023 are not necessarily indicative of the results to be expected for the year ending December 31, 2023, or for any future period.

The Company’s significant accounting policies are discussed in Note 2 to the consolidated financial statements for the years ended December 31, 2022, 2021 and 2020. There have been no significant changes to these policies, except for the adoption of Accounting Standards Update ("ASU") No. 2016-13, “Financial Instruments — Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments,” as disclosed in Note 2(g) and Note 2(i), that have had a material impact on the Company’s condensed consolidated financial statements and related notes for the three months ended March 31, 2023. Therefore, these unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes included in the Company's Annual Report on Form 10-K for the year ended December 31, 2022, filed with the Securities and Exchange Commission (“SEC”) on March 2, 2023.

During the year ended December 31, 2022, the Company reclassified foreign exchange loss, net from "General and administrative" expenses within the Condensed Consolidated Statement of Operations and Comprehensive Income as a separate line item "Foreign currency translation adjustments" presented on the Condensed Consolidated Statement of Operations and Comprehensive Income. Corresponding prior period amounts have also been reclassified to conform to current period presentation.

(b) Basis of consolidation

The condensed consolidated financial statements include the accounts of Integral Ad Science Holding Corp. and its wholly-owned subsidiaries. All material intercompany accounts and transactions have been eliminated in consolidation.

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Significant estimates include fair value of assets acquired in business combinations, including assumptions with respect to future cash inflows and outflows, discount rates, assets useful lives, market multiples, the allocation of purchase price consideration in the business combination valuation of acquired assets and liabilities, the estimated useful lives of intangible assets and internal use software, the allowance for doubtful accounts, goodwill impairment testing; assumptions used to calculate equity-based compensation, and the realization of deferred tax assets. The Company bases its estimates on past experience, market conditions, and other assumptions that the Company believes are reasonable under the circumstances, and the Company evaluates these estimates on an ongoing basis. Actual results may differ from these estimates due to risks and uncertainties, including the continued uncertainty surrounding rapidly changing market and economic conditions due to high inflation, changes to fiscal and monetary policy, high interest rates, currency fluctuations, instability in the financial markets and banking industry, challenges in the supply chain and disruptions in European economies as a result of the war in Ukraine.

(d) Employee retention tax credit

The Coronavirus Aid, Relief, and Economic Security Act (the "CARES Act") provided an employee retention credit which was a refundable tax credit against certain employment taxes. The Consolidated Appropriations Act (the "Appropriations Act") extended and expanded the availability of the employee retention credit through December 31, 2021. The Appropriations Act amended the employee retention credit to be equal to 70% of qualified wages paid to employees during the 2021 fiscal year.

The Company qualified for the employee retention credit beginning in March 2020 for qualified wages through June 2021 and filed a cash refund claim during the year ended December 31, 2022. The Company recorded an employee retention credit totaling $6,981, within Employee retention tax credit on the Company’s Condensed Consolidated Statements of Operations and Comprehensive Income. As of March 31, 2023, the tax credit receivable has been included within Prepaid expenses and other current assets on the Company's Condensed Consolidated Balance Sheets.

(e) Foreign currency

The reporting currency of the Company is the U.S. dollar. The functional currency of our foreign subsidiaries is the currency of the primary economic environment in which they operate, which is their local currency. The financial statements of these subsidiaries are translated into U.S. dollars using month-end rates of exchange for assets and liabilities, and average rates of exchange for revenue, costs and expenses. Translation gains and losses are recorded in accumulated other comprehensive income (loss) in stockholders’ equity. Transaction gains and losses including those on intercompany transactions denominated in a currency other than the functional currency of the entity involved are included in foreign exchange gain (loss) in the Condensed Consolidated Statement of Operations and Comprehensive Income.

Foreign exchange loss, net consists of unrealized foreign exchange gains, net of $678 and $86 for the months ended March 31, 2023, and 2022, respectively, adjusted for realized transaction losses of $162 and $37 for the three months ended March 31, 2023, and 2022, respectively.

(f) Cash, cash equivalents, and restricted cash

The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the Condensed Consolidated Balance Sheets to the amounts shown in the Condensed Consolidated Statements of Cash Flows.


	March 31, 2023		December 31, 2022
Cash and cash equivalents	$	94,427	$	86,877
Short term restricted cash	308		45
Long term restricted cash (held in other long-term assets)	2,757		2,749
Total cash, cash equivalents, and restricted cash shown in the Condensed Consolidated Statements of Cash Flows	$	97,492	$	89,671

(g) Accounts receivable, net

Accounts receivable are carried at the original invoiced amount less an allowance for credit losses. The allowance is estimated by pooling accounts receivables based on similar risk characteristics and expected credit loss exposure is evaluated for each accounts receivable pool. Invoices are typically issued with net 30-days to net 90-days terms. Account balances are considered delinquent if payment is not received by the due date, and the receivables are written off when deemed uncollectible. These costs are recorded in general and administrative expenses within the Consolidated Statements of Operations and Comprehensive Income.

The activity in our allowance for credit losses consists of the following as of:


	March 31, 2023		March 31, 2022
Balance, beginning of period	$	6,691	5,883
Additional provision	514		314
Receivables written off and impact of exchange rates	26		(207)
Adoption of ASC 326	(1,271)		—
Balance, end of period	$	5,960	5,990

(h) Stock-based compensation

Stock-based compensation is measured at the grant date based on the fair value of the award and is recognized as expense over the requisite service period, which is generally the vesting period. The Company accounts for forfeitures as they occur. The Company used the following assumptions in valuing its market stock units ("MSUs"), shares granted under the Company's 2021 Employee Stock Purchase Program (the "ESPP"), time-based service options, which vest over a period of time subject to continued employment ("Time-Based Options"), and return target options ("Return-Target Options"), which vest upon a realized cash return of the equity investment of Vista Equity Partners ("Vista"), the Company’s equity sponsor and funds controlled by Vista.

Expected term — For time-based awards, the estimated expected term of options granted is generally calculated as the vesting period plus the midpoint of the remaining contractual term, as the Company does not have sufficient historical information to develop reasonable expectations surrounding future exercise patterns and post-vesting employment termination behavior. For awards subject to market and performance conditions, the expected term represents the period of time that the options granted are expected to be outstanding.

Expected volatility — Volatility is estimated based upon observed option-implied volatilities for the Company in addition to a group of peer companies. The Company believes this is the best estimate of the expected volatility over the weighted-average expected term of its option grants.

Risk-free interest rate — The risk-free interest rate is based on the implied yield currently available on U.S. Treasury instruments with terms approximately equal to the expected term of the option.

Expected dividend — The expected dividend assumption was based on the Company’s history and expectation of dividend payouts. The Company currently has no history or expectation of paying cash dividends on its common stock.

Fair value —Prior to the Company's initial public offering ("IPO"), because there was no public market for the Company’s common stock/units, the Company's board of directors (the "Board") determined the best estimate of the fair value of the Company’s option grants, based on reasonable judgment and numerous objective and subjective factors, including independent third-party valuations of the Company’s common stock/units, operating and financial performance, and general and industry-specific economic outlook, among other factors. Following the pricing of the IPO, the Company’s shares have traded publicly, and accordingly the Company uses the applicable closing price of its common stock to determine fair value.

The Company used the following assumptions in valuing its stock-based compensation:


	March 31, 2023	March 31, 2022
Estimated fair value	$3.35	$8.16		$14.04
Expected volatility (%)	60%	65%	-	80%
Expected term (in years)	0.50	3.00	-	10.00
Risk-free interest rate (%)	4.79%	0.46%	-	0.98%
Dividend yield	—	—

(i) Recently adopted accounting pronouncements

In February 2016, the FASB issued ASU 2016-2, “Leases (Topic 842)” (“ASU No. 2016-2”). Under ASU No. 2016-2, lessees are required to put most leases on their balance sheets but to recognize expenses in the income statement in a manner similar to current accounting. ASU No. 2016-2 also eliminated the current real estate-specific provisions and changes the guidance on sale-leaseback transactions, initial direct costs, and lease executory costs for all entities. The updated guidance is effective for the Company beginning January 1, 2022. Upon adoption, entities are required to use the modified retrospective approach for leases that exist, or are entered into, after the beginning of the earliest comparative period in the financial statements. In July 2018, the FASB issued ASU 2018-11, Leases (Topic 842), Targeted Improvements, which allows entities to not apply the new leases standard, including its disclosure requirements, in the comparative periods they present in their financial statements in the year of adoption.

The Company adopted ASU No. 2016-2 on January 1, 2022 using the modified retrospective transition approach, which resulted in the recognition of right-of-use assets ("ROU assets") of $21,666 and lease liabilities of $29,361. Differences between ROU assets and lease liabilities are attributed to deferred rent, lease incentive obligations and cease-use liability previously recognized under Accounting Standards Codification ("ASC") 420 Exit or Disposal Cost Obligations. The Company elected the package of practical expedients not to reassess prior conclusions related to contracts containing leases, lease classification and initial direct costs. In addition, the Company elected the expedient permitting the combination of lease and non-lease components into a single lease component. The Company made a policy election to not recognize ROU assets and lease liabilities for short-term leases for all asset classes.

The adoption of ASU No. 2016-2 did not have a material impact on the Consolidated Statements of Operations and Comprehensive Income or the Consolidated Statement of Cash Flows. Expanded disclosures around the Company's lease agreements under ASU No. 2016-2 are included in Note 13, Leases.

In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments — Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments,” ("ASU No. 2016-13") which is intended to provide more decision-useful information about expected credit losses on financial instruments and other commitments to extend credit held by a reporting entity at each reporting date. ASU No. 2016-13 revises the impairment model to utilize an expected loss methodology in place of the currently used incurred loss methodology, which will result in more timely recognition of losses on financial instruments, including, but not limited to accounts receivable.

The Company adopted ASU No. 2016-13 on January 1, 2023, utilizing the modified retrospective approach requiring a cumulative-effect adjustment to the opening accumulated deficit in the first quarter of 2023, and the adoption resulted in $941 adjustment to retained earnings on January 1, 2023, net of tax. Refer to Note 2(g), Accounts receivables, net, for details on the Company’s accounting policy in accordance with ASU 2016-13.

(j) Accounting pronouncements not yet adopted

In October 2021, the FASB issued ASU 2021-08, "Accounting for Contract Assets and Contract Liabilities from Contracts with Customers," ("ASU No. 2021-08") which is intended to improve the accounting for acquired revenue contracts with customers in a business combination and create consistency in practice related to (i) the recognition of an acquired contract liability, and (ii) payment terms and their effect on subsequent revenue recognized by the acquirer. ASU No. 2021-08 is effective for annual periods, including interim periods within those annual periods, beginning after December 15, 2023. The Company will evaluate the impact of this guidance on future acquisitions as transactions occur.

In March 2020, the FASB issued ASU 2020-4, “Facilitation of the Effects of Reference Rate Reform on Financial Reporting,” (“ASU No. 2020-4”) which is intended to address accounting consequences that could result from the global markets’ anticipated transition away from the use of the London Interbank Offered Rate (“LIBOR”) and other interbank offered rates to alternative reference rates. The amendments in ASU No. 2020-4 provide operational expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships and other transactions affected by reference rate reform if certain criteria are met. The amendments in ASU No. 2020-4 apply only to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued because of the reference rate reform. The optional amendments are effective for all entities as of March 12, 2020, through December 31, 2022. The Company intends to elect to apply certain of the optional expedients when evaluating the impact of reference rate reform on its debt instruments that reference LIBOR. The Company does not expect the adoption of ASU No. 2020-4 to have a material impact on its consolidated financial statements.

Long-term debt

3 Months Ended

Mar. 31, 2023

Debt Disclosure [Abstract]

Long-term debt

On September 29, 2021, the Company entered into a credit agreement with various lenders (the “Credit Agreement”), that provides for an initial $300,000 in commitments for revolving credit loans (the “Revolver”), which amount may be increased or decreased under specific circumstances, with a $30,000 letter of credit sublimit and a $100,000 alternative currency sublimit. In addition, the Credit Agreement provides for the ability to request incremental term loan facilities, in a minimum amount of $5,000 for each facility. Borrowings pursuant to the Credit Agreement may be used for working capital and other general corporate purposes, including for acquisitions permitted under the Credit Agreement. During the three months ended March 31, 2023, the Company drew down $75,000 and paid $85,000 under the Revolver.

Borrowings under the Credit Agreement are scheduled to mature on September 29, 2026. The Credit Agreement contains certain customary events of default including failure to make payments when due thereunder, and failure to observe or perform certain covenants.

The proceeds of the Revolver, together with cash on hand, were used to repay the outstanding balance of the Term Loan and Revolving Loan under the prior credit agreement. In connection with the Revolver, the Company incurred costs of $2,318 that are included in Long-term debt, net, in the Condensed Consolidated Balance Sheets. In connection with the extinguishment of the Term Loan and Revolving Loan under the prior credit agreement, the Company wrote off deferred financing costs of $3,721 as a loss on extinguishment.

The interest rates for the Revolver under the Credit Agreement for U.S. dollar loans are equal to (i) the applicable rate for base rate loans range from 0.75% to 1.50% per annum, (ii) for LIBO Rate (as defined in the Credit Agreement) loans range from 1.75% to 2.50% per annum, (iii) for RFR Loans (as defined in the Credit Agreement) denominated in sterling range from 1.7826% to 2.5326%, and (iv) for RFR Loans denominated in euro range from 1.7965% to 2.5456%, in each case, based on the Senior Secured Net Leverage Ratio (as defined in the Credit Agreement). Base rate borrowings may only be made in dollars. The Company is required to pay a commitment fee during the term of the Credit Agreement ranging from 0.20% to 0.35% per annum of the average daily undrawn portion of the revolving commitments based on the Senior Secured Net Leverage Ratio. The interest rate on March 31, 2023 was 6.74%.

Any borrowings under the Credit Agreement may be repaid, in whole or in part, at any time and from time to time without premium or penalty other than customary breakage costs, and any amounts repaid may be reborrowed. No mandatory prepayments will be required other than when borrowings and letter of credit usage exceed the aggregate commitment of all lenders.

The Credit Agreement contains covenants requiring certain financial information to be submitted quarterly and annually. In addition, the Company is also required to comply with certain financial covenants such as maintaining a Net Leverage Ratio (as defined in the Credit Agreement) of 3.50:1.00 or lower and maintaining a minimum Interest Coverage Ratio (as defined in the Credit Agreement) of 2.50 to 1.00. As of March 31, 2023, the Company was in compliance with all covenants contained in the Credit Agreement.


	March 31, 2023		December 31, 2022
Revolver	$	215,000	$	225,000
Less: Unamortized debt issuance costs	(1,622)		(1,738)
Total carrying amount	$	213,378	$	223,262

Amortization of debt issuance costs for both the three months ended March 31, 2023 and 2022 were $116. Amortization of debt issuance costs is recorded to interest expense, net on the Company's Condensed Consolidated Statements of Operations and Comprehensive Income.

The Company recognized interest expense of $3,830 and $1,312 during the three months ended March 31, 2023 and 2022, respectively. Future principal payments of long-term debt as of March 31, 2023 are as follows:


Year Ending
2023	$	—
2024	—
2025	—
2026	215,000
	$	215,000

Related-party transactions - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022
Related Party Transaction [Line Items]
Due to related party	$ 179		$ 122
VCG \| Consulting Services and Other \| Affiliated Entity
Related Party Transaction [Line Items]
Expenses incurred for services provided by related parties	0	$ 15
Due to related party	0		0
VEP \| Travel and Other \| Affiliated Entity
Related Party Transaction [Line Items]
Expenses incurred for services provided by related parties	25	$ 10
Due to related party	$ 25		$ 13,000

- Definition

Carrying amount as of the balance sheet date of obligations due all related parties. For classified balance sheets, represents the current portion of such liabilities (due within one year or within the normal operating cycle if longer).

+ References

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

Stock-based compensation - Allocation of Recognized Period Costs (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	$ 11,306	$ 8,139
Cost of revenue
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	84	56
Sales and marketing
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	3,887	2,531
Technology and development
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	3,170	1,536
General and administrative
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	$ 4,165	$ 4,016

Stockholders’ equity	3 Months Ended
Stockholders’ equity	Mar. 31, 2023
Stockholders' Equity Note [Abstract]
Stockholders’ equity	Stockholders’ equity As of March 31, 2023, our authorized common stock consists of 500,000,000 shares of common stock, par value $0.001 per share and 50,000,000 preferred stock, par value $0.001 per share. For the three months ended March 31, 2023, the Company issued 371,740 shares of common stock for vested RSUs, employees exercised stock options in exchange for 338,949 shares of common stock for $2,115 and employees purchased 111,163 shares of common stock through the ESPP. For the three months ended March 31, 2022, the Company issued 12,094 shares of common stock for vested RSUs and employees exercised stock options in exchange for 605,682 shares of common stock for $2,532.

- Definition

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

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+ Details

Net income per share - Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share, amount (in shares)	5,430,956	2,689,624
Options to purchase common stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share, amount (in shares)	3,624,277	1,655,206
Restricted stock units
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share, amount (in shares)	1,806,679	1,034,418

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Parenthetical) - $ / shares	Mar. 31, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Preferred stock, par value (in usd per share)	$ 0.001	$ 0.001
Preferred stock, shares authorized (in shares)	50,000,000
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0
Common stock, par value (in usd per share)	$ 0.001	$ 0.001
Common stock, shares authorized (in shares)	500,000,000	500,000,000
Common stock, shares, issued (in shares)	154,811,980	153,990,128
Common stock, shares, outstanding (in shares)	154,811,980	153,990,128

Accounts payable and accrued expenses and other long-term liabilities (Tables)

3 Months Ended

Mar. 31, 2023

Payables and Accruals [Abstract]

Schedule of Accounts Payable and Accrued Expenses

Accounts payable and accrued expenses consisted of the following:


	March 31, 2023		December 31, 2022
Accounts payable	$	13,310	$	10,487
Accrued payroll	7,196		12,623
Accrued professional fees	3,525		3,150
Accrued bonuses and commissions	7,792		16,527
Accrued revenue sharing	3,367		3,522
Taxes payable	2,971		3,130
Accrued hosting fees	3,685		5,949
Other accrued expenses	5,672		5,411
Total accounts payable and accrued expenses	$	47,518	$	60,799

Other Noncurrent Liabilities

Other long-term liabilities consisted of the following:


	March 31, 2023		December 31, 2022
Security deposit received	672		672
Fin 48 liability	441		394
Total Other long-term liabilities	$	1,113	$	1,066

Basis of presentation and summary of significant accounting policies - Reconciliation of Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022	Mar. 31, 2022	Dec. 31, 2021
Accounting Policies [Abstract]
Cash and cash equivalents	$ 94,427	$ 86,877
Short term restricted cash	308	45
Long term restricted cash (held in other long-term assets)	2,757	2,749
Total cash, cash equivalents, and restricted cash shown in the Condensed Consolidated Statements of Cash Flows	$ 97,492	$ 89,671	$ 85,137	$ 76,078

Property and equipment, net - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Property, Plant and Equipment [Abstract]
Depreciation expense	$ 198	$ 218
Write down of property plant and equipment	$ 267

Basis of presentation and summary of significant accounting policies (Policies)	3 Months Ended
	Mar. 31, 2023
Accounting Policies [Abstract]
Basis of presentation	Basis of presentation The Company’s condensed consolidated financial statements are presented in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and reflect the financial position, results of operations and cash flows for all periods presented. The year-end condensed balance sheet data was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP. The accompanying interim condensed consolidated balance sheet as of March 31, 2023, the condensed consolidated statements of operations and comprehensive income, of cash flows and of stockholders’ equity for the three months ended March 31, 2023 and 2022, and the related footnote disclosures are unaudited. These unaudited interim condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and, in management’s opinion, include all adjustments necessary to state fairly the consolidated financial position of the Company. All adjustments made were of a normal recurring nature. The results for the three months ended March 31, 2023 are not necessarily indicative of the results to be expected for the year ending December 31, 2023, or for any future period. The Company’s significant accounting policies are discussed in Note 2 to the consolidated financial statements for the years ended December 31, 2022, 2021 and 2020. There have been no significant changes to these policies, except for the adoption of Accounting Standards Update ("ASU") No. 2016-13, “Financial Instruments — Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments,” as disclosed in Note 2(g) and Note 2(i), that have had a material impact on the Company’s condensed consolidated financial statements and related notes for the three months ended March 31, 2023. Therefore, these unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes included in the Company's Annual Report on Form 10-K for the year ended December 31, 2022, filed with the Securities and Exchange Commission (“SEC”) on March 2, 2023.
Basis of consolidation	Basis of consolidationThe condensed consolidated financial statements include the accounts of Integral Ad Science Holding Corp. and its wholly-owned subsidiaries. All material intercompany accounts and transactions have been eliminated in consolidation.
Use of estimates	Use of estimatesThe preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Significant estimates include fair value of assets acquired in business combinations, including assumptions with respect to future cash inflows and outflows, discount rates, assets useful lives, market multiples, the allocation of purchase price consideration in the business combination valuation of acquired assets and liabilities, the estimated useful lives of intangible assets and internal use software, the allowance for doubtful accounts, goodwill impairment testing; assumptions used to calculate equity-based compensation, and the realization of deferred tax assets. The Company bases its estimates on past experience, market conditions, and other assumptions that the Company believes are reasonable under the circumstances, and the Company evaluates these estimates on an ongoing basis. Actual results may differ from these estimates due to risks and uncertainties, including the continued uncertainty surrounding rapidly changing market and economic conditions due to high inflation, changes to fiscal and monetary policy, high interest rates, currency fluctuations, instability in the financial markets and banking industry, challenges in the supply chain and disruptions in European economies as a result of the war in Ukraine.
Foreign currency	Foreign currencyThe reporting currency of the Company is the U.S. dollar. The functional currency of our foreign subsidiaries is the currency of the primary economic environment in which they operate, which is their local currency. The financial statements of these subsidiaries are translated into U.S. dollars using month-end rates of exchange for assets and liabilities, and average rates of exchange for revenue, costs and expenses. Translation gains and losses are recorded in accumulated other comprehensive income (loss) in stockholders’ equity. Transaction gains and losses including those on intercompany transactions denominated in a currency other than the functional currency of the entity involved are included in foreign exchange gain (loss) in the Condensed Consolidated Statement of Operations and Comprehensive Income.
Accounts receivable, net	Accounts receivable, netAccounts receivable are carried at the original invoiced amount less an allowance for credit losses. The allowance is estimated by pooling accounts receivables based on similar risk characteristics and expected credit loss exposure is evaluated for each accounts receivable pool. Invoices are typically issued with net 30-days to net 90-days terms. Account balances are considered delinquent if payment is not received by the due date, and the receivables are written off when deemed uncollectible. These costs are recorded in general and administrative expenses within the Consolidated Statements of Operations and Comprehensive Income.
Stock-based compensation	Stock-based compensation Stock-based compensation is measured at the grant date based on the fair value of the award and is recognized as expense over the requisite service period, which is generally the vesting period. The Company accounts for forfeitures as they occur. The Company used the following assumptions in valuing its market stock units ("MSUs"), shares granted under the Company's 2021 Employee Stock Purchase Program (the "ESPP"), time-based service options, which vest over a period of time subject to continued employment ("Time-Based Options"), and return target options ("Return-Target Options"), which vest upon a realized cash return of the equity investment of Vista Equity Partners ("Vista"), the Company’s equity sponsor and funds controlled by Vista. Expected term — For time-based awards, the estimated expected term of options granted is generally calculated as the vesting period plus the midpoint of the remaining contractual term, as the Company does not have sufficient historical information to develop reasonable expectations surrounding future exercise patterns and post-vesting employment termination behavior. For awards subject to market and performance conditions, the expected term represents the period of time that the options granted are expected to be outstanding. Expected volatility — Volatility is estimated based upon observed option-implied volatilities for the Company in addition to a group of peer companies. The Company believes this is the best estimate of the expected volatility over the weighted-average expected term of its option grants. Risk-free interest rate — The risk-free interest rate is based on the implied yield currently available on U.S. Treasury instruments with terms approximately equal to the expected term of the option. Expected dividend — The expected dividend assumption was based on the Company’s history and expectation of dividend payouts. The Company currently has no history or expectation of paying cash dividends on its common stock. Fair value —Prior to the Company's initial public offering ("IPO"), because there was no public market for the Company’s common stock/units, the Company's board of directors (the "Board") determined the best estimate of the fair value of the Company’s option grants, based on reasonable judgment and numerous objective and subjective factors, including independent third-party valuations of the Company’s common stock/units, operating and financial performance, and general and industry-specific economic outlook, among other factors. Following the pricing of the IPO, the Company’s shares have traded publicly, and accordingly the Company uses the applicable closing price of its common stock to determine fair value.
Recently adopted accounting pronouncements & Accounting pronouncements not yet adopted	Recently adopted accounting pronouncements In February 2016, the FASB issued ASU 2016-2, “Leases (Topic 842)” (“ASU No. 2016-2”). Under ASU No. 2016-2, lessees are required to put most leases on their balance sheets but to recognize expenses in the income statement in a manner similar to current accounting. ASU No. 2016-2 also eliminated the current real estate-specific provisions and changes the guidance on sale-leaseback transactions, initial direct costs, and lease executory costs for all entities. The updated guidance is effective for the Company beginning January 1, 2022. Upon adoption, entities are required to use the modified retrospective approach for leases that exist, or are entered into, after the beginning of the earliest comparative period in the financial statements. In July 2018, the FASB issued ASU 2018-11, Leases (Topic 842), Targeted Improvements, which allows entities to not apply the new leases standard, including its disclosure requirements, in the comparative periods they present in their financial statements in the year of adoption. The Company adopted ASU No. 2016-2 on January 1, 2022 using the modified retrospective transition approach, which resulted in the recognition of right-of-use assets ("ROU assets") of $21,666 and lease liabilities of $29,361. Differences between ROU assets and lease liabilities are attributed to deferred rent, lease incentive obligations and cease-use liability previously recognized under Accounting Standards Codification ("ASC") 420 Exit or Disposal Cost Obligations. The Company elected the package of practical expedients not to reassess prior conclusions related to contracts containing leases, lease classification and initial direct costs. In addition, the Company elected the expedient permitting the combination of lease and non-lease components into a single lease component. The Company made a policy election to not recognize ROU assets and lease liabilities for short-term leases for all asset classes. The adoption of ASU No. 2016-2 did not have a material impact on the Consolidated Statements of Operations and Comprehensive Income or the Consolidated Statement of Cash Flows. Expanded disclosures around the Company's lease agreements under ASU No. 2016-2 are included in Note 13, Leases. In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments — Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments,” ("ASU No. 2016-13") which is intended to provide more decision-useful information about expected credit losses on financial instruments and other commitments to extend credit held by a reporting entity at each reporting date. ASU No. 2016-13 revises the impairment model to utilize an expected loss methodology in place of the currently used incurred loss methodology, which will result in more timely recognition of losses on financial instruments, including, but not limited to accounts receivable. The Company adopted ASU No. 2016-13 on January 1, 2023, utilizing the modified retrospective approach requiring a cumulative-effect adjustment to the opening accumulated deficit in the first quarter of 2023, and the adoption resulted in $941 adjustment to retained earnings on January 1, 2023, net of tax. Refer to Note 2(g), Accounts receivables, net, for details on the Company’s accounting policy in accordance with ASU 2016-13. (j) Accounting pronouncements not yet adopted In October 2021, the FASB issued ASU 2021-08, "Accounting for Contract Assets and Contract Liabilities from Contracts with Customers," ("ASU No. 2021-08") which is intended to improve the accounting for acquired revenue contracts with customers in a business combination and create consistency in practice related to (i) the recognition of an acquired contract liability, and (ii) payment terms and their effect on subsequent revenue recognized by the acquirer. ASU No. 2021-08 is effective for annual periods, including interim periods within those annual periods, beginning after December 15, 2023. The Company will evaluate the impact of this guidance on future acquisitions as transactions occur. In March 2020, the FASB issued ASU 2020-4, “Facilitation of the Effects of Reference Rate Reform on Financial Reporting,” (“ASU No. 2020-4”) which is intended to address accounting consequences that could result from the global markets’ anticipated transition away from the use of the London Interbank Offered Rate (“LIBOR”) and other interbank offered rates to alternative reference rates. The amendments in ASU No. 2020-4 provide operational expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships and other transactions affected by reference rate reform if certain criteria are met. The amendments in ASU No. 2020-4 apply only to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued because of the reference rate reform. The optional amendments are effective for all entities as of March 12, 2020, through December 31, 2022. The Company intends to elect to apply certain of the optional expedients when evaluating the impact of reference rate reform on its debt instruments that reference LIBOR. The Company does not expect the adoption of ASU No. 2020-4 to have a material impact on its consolidated financial statements.

Segment data - Summary (Details) - USD ($) $ in Thousands	3 Months Ended
Segment data - Summary (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenue	$ 106,092	$ 89,242
Long lived assets	25,117		$ 25,199
North and South America (“Americas”)
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenue	74,201	60,559
Long lived assets	14,720		16,016
Europe, Middle East and Africa (“EMEA”)
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenue	24,063	21,658
Long lived assets	7,890		6,419
Asia and Pacific Rim (“APAC”)
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenue	7,828	$ 7,025
Long lived assets	$ 2,507		$ 2,764

- 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
-Publisher FASB
-Name Accounting Standards Codification
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-SubTopic 10
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-Name Accounting Standards Codification
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-URI https://asc.fasb.org/extlink&oid=6472922&loc=d3e499488-122856

+ Details

Leases

3 Months Ended

Mar. 31, 2023

Leases [Abstract]

Leases

LeasesThe Company leases office spaces under non-cancelable lease terms, and have a remaining lease term of up to 9.6 years, with a number of month-to-month leases that are accounted for as short-term leases. The weighted-average remaining term of the Company's operating leases was 4.7 years as of March 31, 2023. The weighted-average discount rate used to measure the present value of the operating lease liabilities was 5.6% as of March 31, 2023.

The following table presents components of lease cost recorded in the Condensed Consolidated Statement of Operations for the three months ended March 31, 2023 and 2022.


	Three Months Ended March 31,
Lease costs:	2023		2022
Operating lease costs	$	2,032	$	1,651
Short-term lease costs	809		727
Variable lease costs	123		85
Sublease income	(656)		(656)
Total lease costs	$	2,308	$	1,808

For the three months ended March 31, 2023, operating cash flows included $1,582 of cash paid for operating lease liabilities. For the three months ended March 31, 2023, there was $689 cash received from the sublease. As of March 31, 2023, there is one additional operating lease not yet commenced with a lease liability of $1,149 and a term of 3.6 years.

As of March 31, 2023, the Company has provided $2,326 in security deposits, recorded within Other long-term assets on the Company's Condensed Consolidated Balance Sheets.

As of March 31, 2023, the maturities of remaining lease payments included in the measurement of operating leases are as follows:


Year Ended December 31,
2023 (remaining nine months)	5,751
2024	7,263
2025	7,338
2026	6,107
2027	2,116
Thereafter	4,027
Total lease payments	32,602
Less: imputed interest	4,495
Total operating lease liability	$	28,107

Intangible assets, net

3 Months Ended

Mar. 31, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Intangible assets, net

The gross book value, accumulated amortization, net book value and amortization periods of the intangible assets were as follows:


	March 31, 2023
	Estimated useful life			Gross book value		Accumulated amortization		Net book value		Weighted average remaining useful life
Customer relationships	5	-	15 years	$	301,977	$	(119,982)	$	181,995	9.3 years
Developed technology	4	-	5 years	137,250		(120,352)		16,898		3.3 years
Trademarks	5	-	9 years	19,700		(10,667)		9,033		4.1 years
Favorable leases	6 years			198		(156)		42		1.3 years
Total				$	459,125	$	(251,157)	$	207,968

	December 31, 2022
	Estimated useful life			Gross book value		Accumulated amortization		Net book value		Weighted average remaining useful life
Customer relationships	5	-	15 years	$	301,955	$	(112,589)	$	189,366	9.5 years
Developed technology	4	-	5 years	137,112		(118,650)		18,462		3.5 years
Trademarks	5	-	9 years	19,700		(10,021)		9,679		4.4 years
Favorable leases	6 years			198		(147)		51		1.5 years
Total				$	458,965	$	(241,407)	$	217,558

Amortization expense related to intangibles for the three months ended March 31, 2023 and 2022 was $9,703 and $10,013, respectively.

Segment data - Narrative (Details) $ in Thousands	3 Months Ended
Segment data - Narrative (Details) $ in Thousands	Mar. 31, 2023 USD ($) segment	Mar. 31, 2022 USD ($)
Segment Reporting Information [Line Items]
Number of operating segments \| segment	1
Revenue	$ 106,092	$ 89,242
United States
Segment Reporting Information [Line Items]
Revenue	$ 70,615	$ 57,432

- Definition

+ References

+ Details

Fair value disclosures	3 Months Ended
Fair value disclosures	Mar. 31, 2023
Fair Value Disclosures [Abstract]
Fair value disclosures	Fair value disclosuresFinancial instrumentsThe carrying value of cash and cash equivalents, restricted cash, accounts receivable and accounts payable approximated fair value due to their short maturities. The carrying value of long-term debt approximates its fair value based on Level 2 inputs as the principal amounts outstanding are subject to variable interest rates that are based on market rates (see Note 8).

- 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

Goodwill (Tables)

3 Months Ended

Mar. 31, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Changes in Goodwill

The following table provides a roll forward of the changes in the goodwill balance:



Goodwill as of December 31, 2022	$	674,094
Impact of exchange rates	660
Goodwill as of March 31, 2023	$	674,754

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
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-Name Accounting Standards Codification
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+ Details

Segment data (Tables)

3 Months Ended

Mar. 31, 2023

Segment Reporting [Abstract]

Schedule of Revenue from External Customers and Long-Lived Assets, by Geographical Areas

The following table summarizes revenue by geographic area:


	Three Months Ended March 31,
	2023		2022
North and South America (“Americas”)	$	74,201	$	60,559
Europe, Middle East and Africa (“EMEA”)	24,063		21,658
Asia and Pacific Rim (“APAC”)	7,828		7,025
Total	$	106,092	$	89,242

The following table summarizes long lived assets, net by geographic area:


	March 31, 2023		December 31, 2022
Long lived assets
Americas	$	14,720	$	16,016
EMEA	7,890		6,419
APAC	2,507		2,764
Total	$	25,117	$	25,199

Accounts payable and accrued expenses and other long-term liabilities - Summary (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Payables and Accruals [Abstract]
Accounts payable	$ 13,310	$ 10,487
Accrued payroll	7,196	12,623
Accrued professional fees	3,525	3,150
Accrued bonuses and commissions	7,792	16,527
Accrued revenue sharing	3,367	3,522
Taxes payable	2,971	3,130
Accrued hosting fees	3,685	5,949
Other accrued expenses	5,672	5,411
Accounts payable and accrued expenses	$ 47,518	$ 60,799

Net income per share (Tables)

3 Months Ended

Mar. 31, 2023

Earnings Per Share [Abstract]

Schedule of Earnings Per Share Basic and Diluted

Basic and diluted income per share is computed by dividing net income by the weighted-average shares outstanding:


	Three Months Ended March 31,
	2023		2022
Numerator:
Net income	$	3,146	$	1,159
Denominator:
Basic Shares:
Weighted-average shares outstanding	154,315,219		154,477,403
Diluted Shares:
Basic weighted-average shares outstanding	154,315,219		154,477,403
Dilutive effect of stock based awards	3,569,396		2,681,623
Weighted-average diluted shares outstanding	157,884,615		157,159,026
Net income per share
Basic	$	0.02	$	0.01
Diluted	$	0.02	$	0.01

Schedule of Antidilutive Securities Excluded From Computation of Earnings Per Share


	Three months ended March 31,
	2023	2022
Options to purchase common stock	3,624,277	1,655,206
Restricted stock units	1,806,679	1,034,418
Total	5,430,956	2,689,624

Restructuring - Narrative (Details)	Dec. 07, 2022 employee
Employee Severance
Restructuring Cost and Reserve [Line Items]
Approximate workforce reduction, number of employees	120

Goodwill

3 Months Ended

Mar. 31, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill

The following table provides a roll forward of the changes in the goodwill balance:



Goodwill as of December 31, 2022	$	674,094
Impact of exchange rates	660
Goodwill as of March 31, 2023	$	674,754

Restructuring (Tables)

3 Months Ended

Mar. 31, 2023

Restructuring and Related Activities [Abstract]

Summary of Restructuring Reserve Activity


Balance at December 31, 2022	$	4,315
Payments	(3,069)
Balance at March 31, 2023	$	1,246

Property and equipment, net

3 Months Ended

Mar. 31, 2023

Property, Plant and Equipment [Abstract]

Property and equipment, net

Property and equipment consisted of the following:


	Estimated useful life (in years)			March 31, 2023		December 31, 2022
Computer and office equipment	1	-	3 years	$	3,824	$	3,761
Computer software	3	-	5 years	218		218
Leasehold improvements	Various			2,160		1,060
Furniture	5 years			492		308
Total property and equipment				6,694		5,347
Less: accumulated depreciation				(2,823)		(2,935)
Total property and equipment, net				$	3,871	$	2,412

Depreciation expense of property and equipment for the three months ended March 31, 2023 and 2022 was $198 and $218, respectively. During the three months ended March 31, 2023, the Company wrote off fully depreciated assets of $267.

Basis of presentation and summary of significant accounting policies (Tables)

3 Months Ended

Mar. 31, 2023

Accounting Policies [Abstract]

Schedule of Cash and Cash Equivalents


	March 31, 2023		December 31, 2022
Cash and cash equivalents	$	94,427	$	86,877
Short term restricted cash	308		45
Long term restricted cash (held in other long-term assets)	2,757		2,749
Total cash, cash equivalents, and restricted cash shown in the Condensed Consolidated Statements of Cash Flows	$	97,492	$	89,671

Schedule of Restricted Cash


	March 31, 2023		December 31, 2022
Cash and cash equivalents	$	94,427	$	86,877
Short term restricted cash	308		45
Long term restricted cash (held in other long-term assets)	2,757		2,749
Total cash, cash equivalents, and restricted cash shown in the Condensed Consolidated Statements of Cash Flows	$	97,492	$	89,671

Schedule of Allowance for Doubtful Accounts

The activity in our allowance for credit losses consists of the following as of:


	March 31, 2023		March 31, 2022
Balance, beginning of period	$	6,691	5,883
Additional provision	514		314
Receivables written off and impact of exchange rates	26		(207)
Adoption of ASC 326	(1,271)		—
Balance, end of period	$	5,960	5,990

Schedule of Valuation Assumptions of Stock Options

The Company used the following assumptions in valuing its stock-based compensation:


	March 31, 2023	March 31, 2022
Estimated fair value	$3.35	$8.16		$14.04
Expected volatility (%)	60%	65%	-	80%
Expected term (in years)	0.50	3.00	-	10.00
Risk-free interest rate (%)	4.79%	0.46%	-	0.98%
Dividend yield	—	—

Internal use software, net - Summary (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2023	Dec. 31, 2022
Internal Use Software [Line Items]
Internal use software	$ 54,487	$ 47,658
Less: Assets written off	0	(199)
Less: Accumulated amortization	(26,944)	(23,817)
Total internal use software, net	$ 27,543	$ 23,642
Minimum
Internal Use Software [Line Items]
Estimated useful life	3 years	3 years
Maximum
Internal Use Software [Line Items]
Estimated useful life	5 years	5 years

Net income per share - Summary (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Numerator:
Net income	$ 3,146	$ 1,159
Denominator:
Weighted average shares outstanding - basic (in shares)	154,315,219	154,477,403
Dilutive effect of stock based awards (in shares)	3,569,396	2,681,623
Weighted average shares outstanding - diluted (in shares)	157,884,615	157,159,026
Net income per share – basic (in usd per share)	$ 0.02	$ 0.01
Net income per share – diluted (in usd per share)	$ 0.02	$ 0.01

- Definition

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.

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

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+ Details

Commitments and contingencies	3 Months Ended
Commitments and contingencies	Mar. 31, 2023
Commitments and Contingencies Disclosure [Abstract]
Commitments and contingencies	Commitments and contingencies Indemnifications In its normal course of business, the Company has made certain indemnities, commitments, and guarantees under which it may be required to make payments in relation to certain transactions. Those indemnities include intellectual property indemnities to the Company’s customers, indemnities to directors and officers of the Company to the maximum extent permitted under the laws of the State of Delaware, and indemnifications related to the Company’s lease agreements. In addition, the Company’s advertiser and distribution partner agreements contain certain indemnification provisions which are generally consistent with those prevalent in the Company’s industry. The Company has not incurred any obligations under indemnification provisions historically and does not expect to incur significant obligations in the future. Accordingly, the Company has not recorded any liability for these indemnities, commitments, and guarantees in the accompanying balance sheets. Purchase commitments In the ordinary course of business, the Company enters into various purchase commitments primarily related to third-party cloud hosting and data services, and information technology operations. Total non-cancelable purchase commitments as of March 31, 2023 were approximately $108,107 for periods through 2026.

Stock-based compensation - Restricted Stock Unit and Market Stock Unit Activity (Details)	3 Months Ended
	Mar. 31, 2023 $ / shares shares
Restricted stock units
Number of Shares
Awards - beginning balance (in shares)	8,085,367
Awards - granted (in shares)	431,444
Awards - canceled or forfeited (in shares)	(128,156)
Awards - vested (in shares)	(371,740)
Awards - ending balance (in shares)	8,016,915
Expected to vest at end of period (in shares)	8,016,915
Weighted Average Grant Date Fair Value
Weighted average grant date fair value - outstanding beginning balance (in usd per share) \| $ / shares	$ 11.88
Weighted average grant date fair value - granted (in usd per share) \| $ / shares	9.63
Weighted average grant date fair value - canceled or forfeited (in usd per share) \| $ / shares	13.93
Weighted average grant date fair value - vested (in usd per share) \| $ / shares	12.46
Weighted average grant date fair value - outstanding ending balance (in usd per share) \| $ / shares	$ 11.70
MSUs
Number of Shares
Awards - beginning balance (in shares)	1,209,262
Awards - granted (in shares)	0
Awards - canceled or forfeited (in shares)	(209,568)
Awards - vested (in shares)	0
Awards - ending balance (in shares)	999,694
Expected to vest at end of period (in shares)	999,694
Weighted Average Grant Date Fair Value
Weighted average grant date fair value - outstanding beginning balance (in usd per share) \| $ / shares	$ 14.55
Weighted average grant date fair value - granted (in usd per share) \| $ / shares	0
Weighted average grant date fair value - canceled or forfeited (in usd per share) \| $ / shares	14.43
Weighted average grant date fair value - vested (in usd per share) \| $ / shares	0
Weighted average grant date fair value - outstanding ending balance (in usd per share) \| $ / shares	$ 14.58

Long-term debt - Narrative (Details) - USD ($) $ in Thousands		3 Months Ended
	Sep. 29, 2021	Mar. 31, 2023	Mar. 31, 2022
Debt Instrument [Line Items]
Amortization of debt issuance costs		$ 116	$ 116
Interest expense, debt		$ 3,830	$ 1,312
Revolving Credit Facility \| New Credit Agreement
Debt Instrument [Line Items]
Line of credit facility, maximum borrowing capacity	$ 300,000
Incremental increases in maximum borrowing capacity	5,000
Debt costs	2,318
Loss on debt refinancing	$ 3,721
Minimum net leverage ratio		3.50
Minimum interest coverage ratio		2.50
Revolving Credit Facility \| New Credit Agreement \| Minimum
Debt Instrument [Line Items]
Commitment fee rate (as a percent)	0.20%
Revolving Credit Facility \| New Credit Agreement \| Minimum \| Base Rate
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)	0.75%
Revolving Credit Facility \| New Credit Agreement \| Minimum \| London Interbank Offered Rate (LIBOR)
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)	1.75%
Revolving Credit Facility \| New Credit Agreement \| Minimum \| Sterling
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)	1.7826%
Revolving Credit Facility \| New Credit Agreement \| Minimum \| Eurodollar
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)	1.7965%
Revolving Credit Facility \| New Credit Agreement \| Maximum
Debt Instrument [Line Items]
Commitment fee rate (as a percent)	0.35%
Revolving Credit Facility \| New Credit Agreement \| Maximum \| Base Rate
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)	1.50%
Revolving Credit Facility \| New Credit Agreement \| Maximum \| London Interbank Offered Rate (LIBOR)
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)	2.50%
Revolving Credit Facility \| New Credit Agreement \| Maximum \| Sterling
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)	2.5326%
Revolving Credit Facility \| New Credit Agreement \| Maximum \| Eurodollar
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)	2.5456%
Revolving Credit Facility \| Credit Agreement
Debt Instrument [Line Items]
Proceeds from long-term lines of credit		$ 75,000
Repayments of long-term lines of credit		$ 85,000
Effective interest rate on debt (as a percent)		6.74%
Letter of Credit \| New Credit Agreement
Debt Instrument [Line Items]
Line of credit facility, maximum borrowing capacity	$ 30,000
Incremental increases in maximum borrowing capacity	5,000
Alternative Currency \| New Credit Agreement
Debt Instrument [Line Items]
Line of credit facility, maximum borrowing capacity	100,000
Incremental increases in maximum borrowing capacity	$ 5,000