0001579091-23-000013 | 10-Q | XBRL Viewer

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Goodwill and Intangible Assets, Net - Future Amortization (Details) - USD ($) $ in Millions	Sep. 30, 2023	Dec. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
Remainder of 2023	$ 7
2024	26
2025	21
2026	16
2027	7
Thereafter	5
Net Carrying Value	$ 82	$ 103

Related Party Transactions

9 Months Ended

Sep. 30, 2023

Related Party Transactions


15.						Related Party Transactions

An executive officer of a software vendor joined the Company’s board of directors during 2021. The Company is party to agreements with the vendor whereby the Company primarily pays the vendor usage-based subscription fees for the use of the software. During the three months ended September 30, 2022 and 2023, no amounts were paid to the vendor, and $6 million and $7 million, respectively, was included within operating expenses in the condensed consolidated statements of operations. During the nine months ended September 30, 2022 and 2023, the amount paid was $37 million and not material, respectively, in connection with this software subscription, and $22 million and $18 million, respectively, was included within operating expenses in the condensed consolidated statements of operations. As of December 31, 2022 and September 30, 2023, $23 million and $5 million was included within prepaid expenses and other current assets on the condensed consolidated balance sheets, respectively, and no amounts were due to this vendor as of those dates.

- Definition

The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org//1943274/2147483326/850-10-50-1

+ Details

Goodwill and Intangible Assets, Net - Goodwill (Details) $ in Millions	9 Months Ended
	Sep. 30, 2023 USD ($)
Goodwill [Roll Forward]
Goodwill, beginning balance	$ 317
Additions related to business acquisitions	0
Effect of foreign currency translation	0
Measurement period adjustments	1
Goodwill, ending balance	$ 318

- 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

Redeemable Convertible Preferred Stock - Schedule of Convertible Preferred Stock (Details) $ / shares in Units, shares in Thousands, $ in Millions	Dec. 31, 2022 USD ($) $ / shares shares
Class of Stock [Line Items]
Shares Authorized (in shares)	178,319
Shares Issued (in shares)	167,302
Shares Outstanding (in shares)	167,302
Carrying Value, Net of Issuance Costs \| $	$ 2,822
Liquidation Value \| $	$ 2,828
Series A
Class of Stock [Line Items]
Shares Authorized (in shares)	51,250
Shares Issued (in shares)	51,210
Shares Outstanding (in shares)	51,210
Per Share Issuance Price (usd per share) \| $ / shares	$ 0.2374
Conversion Price (usd per share \| $ / shares	$ 0.2374
Carrying Value, Net of Issuance Costs \| $	$ 11
Liquidation Value \| $	$ 12
Series B
Class of Stock [Line Items]
Shares Authorized (in shares)	16,655
Shares Issued (in shares)	15,115
Shares Outstanding (in shares)	15,115
Per Share Issuance Price (usd per share) \| $ / shares	$ 2.9793
Conversion Price (usd per share \| $ / shares	$ 2.9078
Carrying Value, Net of Issuance Costs \| $	$ 40
Liquidation Value \| $	$ 45
Series B-1
Class of Stock [Line Items]
Shares Authorized (in shares)	745
Shares Issued (in shares)	745
Shares Outstanding (in shares)	745
Per Share Issuance Price (usd per share) \| $ / shares	$ 2.9793
Conversion Price (usd per share \| $ / shares	$ 2.9078
Carrying Value, Net of Issuance Costs \| $	$ 2
Liquidation Value \| $	$ 2
Series C
Class of Stock [Line Items]
Shares Authorized (in shares)	19,236
Shares Issued (in shares)	16,540
Shares Outstanding (in shares)	16,540
Per Share Issuance Price (usd per share) \| $ / shares	$ 13.3104
Conversion Price (usd per share \| $ / shares	$ 13.3104
Carrying Value, Net of Issuance Costs \| $	$ 220
Liquidation Value \| $	$ 220
Series D
Class of Stock [Line Items]
Shares Authorized (in shares)	26,998
Shares Issued (in shares)	22,302
Shares Outstanding (in shares)	22,302
Per Share Issuance Price (usd per share) \| $ / shares	$ 18.5201
Conversion Price (usd per share \| $ / shares	$ 18.5201
Carrying Value, Net of Issuance Costs \| $	$ 413
Liquidation Value \| $	$ 413
Series E
Class of Stock [Line Items]
Shares Authorized (in shares)	17,404
Shares Issued (in shares)	17,359
Shares Outstanding (in shares)	17,359
Per Share Issuance Price (usd per share) \| $ / shares	$ 20.1108
Conversion Price (usd per share \| $ / shares	$ 20.1108
Carrying Value, Net of Issuance Costs \| $	$ 349
Liquidation Value \| $	$ 349
Series F
Class of Stock [Line Items]
Shares Authorized (in shares)	30,153
Shares Issued (in shares)	30,153
Shares Outstanding (in shares)	30,153
Per Share Issuance Price (usd per share) \| $ / shares	$ 29.7381
Conversion Price (usd per share \| $ / shares	$ 29.7381
Carrying Value, Net of Issuance Costs \| $	$ 897
Liquidation Value \| $	$ 897
Series G
Class of Stock [Line Items]
Shares Authorized (in shares)	6,758
Shares Issued (in shares)	6,758
Shares Outstanding (in shares)	6,758
Per Share Issuance Price (usd per share) \| $ / shares	$ 48.0919
Conversion Price (usd per share \| $ / shares	$ 48.0919
Carrying Value, Net of Issuance Costs \| $	$ 325
Liquidation Value \| $	$ 325
Series H
Class of Stock [Line Items]
Shares Authorized (in shares)	5,000
Shares Issued (in shares)	5,000
Shares Outstanding (in shares)	5,000
Per Share Issuance Price (usd per share) \| $ / shares	$ 60.0000
Conversion Price (usd per share \| $ / shares	$ 60.0000
Carrying Value, Net of Issuance Costs \| $	$ 300
Liquidation Value \| $	$ 300
Series I
Class of Stock [Line Items]
Shares Authorized (in shares)	2,120
Shares Issued (in shares)	2,120
Shares Outstanding (in shares)	2,120
Per Share Issuance Price (usd per share) \| $ / shares	$ 125.0000
Conversion Price (usd per share \| $ / shares	$ 125.0000
Carrying Value, Net of Issuance Costs \| $	$ 265
Liquidation Value \| $	$ 265
Series I-1
Class of Stock [Line Items]
Shares Authorized (in shares)	2,000
Shares Issued (in shares)	0
Shares Outstanding (in shares)	0
Per Share Issuance Price (usd per share) \| $ / shares	$ 125.0000
Conversion Price (usd per share \| $ / shares	$ 125.0000
Carrying Value, Net of Issuance Costs \| $	$ 0
Liquidation Value \| $	$ 0

Business Combinations

9 Months Ended

Sep. 30, 2023

Business Combination and Asset Acquisition [Abstract]

Business Combinations


7.						Business Combinations

Acquisition of Eversight, Inc.

On August 31, 2022, pursuant to a merger agreement, the Company acquired a 100% ownership interest in Eversight, Inc. (“Eversight”), a pricing and promotions platform for the grocery industry, based in the United States. The purpose of the acquisition is to enable the Company to provide a pricing-as-a-service solution for retailers and consumer packaged

goods companies.

The purchase consideration was $59 million in cash. The Company has accounted for this acquisition as a business combination. The following table summarizes the fair value of assets acquired and liabilities assumed as of the date of acquisition:


	Fair value

	(in millions)
Current assets	$	7
Goodwill	27
Intangible assets	35

Total assets acquired	69
Total liabilities assumed	(10)
Net assets acquired	$	59

Acquisition related costs were expensed as incurred and were not material. The fair value of identified intangible assets and their respective useful lives as at the time of acquisition were as follows:


	Amount		Weighted-Average Useful Life

	(in millions)		(in years)
Developed technology	$	21	6.0
Customer relationships	9		4.0
Trademarks	2		10.0
Non-compete	3		3.0
Total intangible assets	$	35

The overall weighted-average useful life of the identified amortizable intangible assets at the time of acquisition was five years.

Intangible assets are amortized over the estimated useful lives in a pattern that most closely matches the timing of their economic benefits. The excess of the purchase price over the fair value of the net tangible and identifiable intangible assets acquired was recorded as goodwill, which is primarily attributed to the monetization opportunities from the Company’s current and future offerings and the value of the assembled workforce. Goodwill recognized from the acquisition is not deductible for tax purposes.

The estimated fair values of the developed technology, customer relationships, trademarks, and non-compete agreements were determined based on the present value of cash flows to be generated by those existing intangible assets. Management applied significant judgment in determining the fair value of intangible assets, which involved the use of estimates and assumptions including revenue and cash flow forecasts, technology life, customer base and growth rates, royalty rate, obsolescence, and discount rate.

The results of operations of the business combination have been included in the Company’s consolidated financial statements from the date of acquisition.

Acquisition of Rosie Applications Inc.

On September 2, 2022, pursuant to a merger agreement, the Company acquired a 100% ownership interest in Rosie Applications Inc. (“Rosie”), a white-label online grocery shopping platform targeted toward local and independent grocers based in the United States. The purpose of the acquisition is to enable the Company to provide an e-commerce and mobile solution for small and midsize business retailers.

The fair value of the purchase consideration was $50 million, consisting of $43 million in cash and $10 million of contingent consideration with a fair value of $7 million. In addition, the Company issued 223,313 shares of its non-voting common stock with an aggregate fair value of $9 million, which are subject to continuous employment and will be recognized as post-combination compensation expense over the requisite service period.

The contingent consideration is based on the achievement of certain performance goals for the year ending December 31, 2023 and is payable only upon the achievement of those goals. As of the acquisition date, the contingent consideration was valued using the income approach with assumptions including revenue projections and probability of achievement through the performance period. The contingent consideration will be remeasured at each reporting period with changes in fair value recorded within sales and marketing expense in the consolidated statements of operations, given that the contingent consideration is dependent on selling-related activities. For the three and nine months ended September 30, 2022 and 2023, the change in fair value of the contingent consideration liability was not material.

The Company has accounted for this acquisition as a business combination. The following table summarizes the fair value of assets acquired and liabilities assumed as of the date of acquisition:


	Fair value

	(in millions)
Current assets	$	4
Goodwill	28
Intangible assets	21

Total assets acquired	53
Total liabilities assumed	(3)
Net assets acquired	$	50


	Amount		Weighted-Average Useful Life

	(in millions)		(in years)
Developed technology	$	10	5.0
Customer relationships	7		4.0
Trademark	3		10.0
Non-compete	1		3.0
Total intangible assets	$	21

The overall weighted-average useful life of the identified amortizable intangible assets at the time of acquisition was five years.

The estimated fair values of the developed technology, customer relationships, trademark, and non-compete agreements were determined based on the present value of cash flows to be generated by those existing intangible assets. Management applied significant judgment in determining the fair value of intangible assets, which involved the use of estimates and assumptions including revenue and cash flow forecasts, technology life, customer base and growth rates, royalty rate, obsolescence, and discount rate.

The results of operations of the business combination have been included in the Company’s consolidated financial statements from the date of acquisition.

Pro forma and historical results of operations for acquisitions completed during the year ended December 31, 2022 have not been presented as those were not material to the Company’s consolidated statements of operations.

Significant Accounting Policies - Narrative (Details)	Sep. 21, 2023 shares
Common Stock
Segment Reporting Information [Line Items]
Convertible preferred stock, shares issued upon conversion (in shares)	167,691,838

Commitments and Contingencies (Details) - USD ($) $ in Millions	1 Months Ended		3 Months Ended		9 Months Ended
	Mar. 31, 2023	Jan. 31, 2023	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022
Loss Contingencies [Line Items]
Lessee, operating lease, renewal term			5 years		5 years
Lessee, operating lease, terminate term			1 year		1 year
Income tax examination, penalties and interest accrued			$ 34.0		$ 34.0		$ 69.0
Income taxes, potential tax, interest or penalties, increase (decrease) in reserve amount			(23.0)	$ 2.0	(34.0)	$ (2.0)
Income taxes, potential tax, closing of sale and use tax examination, increase (decrease) in reserve amount			18.0		18.0
Payments for legal settlements	$ 32.0	$ 46.5
Loss contingency, loss in period			0.0	$ 17.0		$ 30.0
Loss contingency accrual, period increase (decrease)					(6.0)
Loss contingency accrual			$ 60.0		$ 60.0		$ 164.0
Minimum
Loss Contingencies [Line Items]
Lessee, operating lease, term of contract			1 year		1 year
Maximum
Loss Contingencies [Line Items]
Lessee, operating lease, term of contract			11 years		11 years

Stockholders’ Equity (Deficit) - Schedule of Nonvested Restricted Stock Units Activity (Details) - $ / shares		9 Months Ended
	Sep. 21, 2023	Sep. 30, 2023
Weighted-Average Grant-Date Fair Value per Share
Non-voting common stock withheld for tax obligation and net settlement (in shares)	20,810,882
Restricted stock units
Number of Shares
Unvested and outstanding, beginning of period (in shares)		56,969,000
Granted (in shares)		10,127,000
Vested (in shares)		(33,288,000)
Vested and not settled (in shares)		(1,043,000)
Forfeited (in shares)		(3,091,000)
Unvested and outstanding, ending of period (in shares)		29,674,000
Weighted-Average Grant-Date Fair Value per Share
Unvested and outstanding, beginning of period, weighted average exercise price (in dollars per share)		$ 54.85
Granted, weighted average exercise price (in dollars per share)		35.32
Vested, weighted average exercise price (in dollars per share)		49.73
Vested and not settled, weighted average exercise price (in dollars per share)		36.13
Forfeited, weighted average exercise price (in dollars per share)		66.72
Unvested and outstanding, ending of period, weighted average exercise price (in dollars per share)		$ 53.40
Non-voting common stock withheld for tax obligation and net settlement (in shares)		15,630,394

Property and Equipment, Net

9 Months Ended

Sep. 30, 2023

Property, Plant and Equipment [Abstract]

Property and Equipment, Net


6.						Property and Equipment, Net

Property and equipment, net of accumulated depreciation and amortization, consisted of the following:


	Estimated Useful Life	As of December 31,		As of September 30,
		2022		2023

	(in years)	(in millions)
Computer equipment	3	$	15	$	16
Furniture and fixtures	5	13		11
Leasehold improvements	2-8	22		21
Capitalized internal-use software	2-5	25		106
Total property and equipment		75		154
Less: accumulated depreciation and amortization		(37)		(46)
Total property and equipment, net		$	38	$	108

Depreciation and amortization expense related to the Company’s property and equipment was $3 million and $5 million for the three months ended September 30, 2022 and 2023, respectively, and $9 million and $13 million for the nine months ended September 30, 2022 and 2023, respectively.

The Company capitalized $3 million and $54 million of internal-use software costs, inclusive of a not material amount and $41 million of stock-based compensation expense, during the three months ended September 30, 2022 and 2023, respectively, and $6 million and $81 million, inclusive of a not material amount and $41 million, during the nine months ended September 30, 2022 and 2023, respectively. Included in depreciation and amortization expense above is amortization expense related to internal-use software within cost of revenue in the condensed consolidated statements of operations of $1 million and $1 million for the three months ended September 30, 2022 and 2023, respectively, and $3 million and $3 million for the nine months ended September 30, 2022 and 2023, respectively.

Geographic Information

The Company’s long-lived assets, net of accumulated depreciation and amortization, by geographic area were as follows:


	As of December 31,		As of September 30,
	2022		2023

	(in millions)
United States	$	65	$	122
Canada	13		18
Other	1		1
Total long-lived assets, net	$	79	$	141

Long-lived assets consist of property and equipment, net and operating lease right-of-use assets. Long-lived assets attributed to the United States, Canada, and other international geographies are based on the country in which the asset is located.

Stockholders’ Equity (Deficit) - Schedule of Common Stock Reserved for Future Issuance (Details) - shares	Sep. 30, 2023	Dec. 31, 2022
Class of Stock [Line Items]
Common stock, capital shares reserved for future issuance (in shares)	105,776,000	266,488,000
Redeemable Convertible Preferred Stock
Class of Stock [Line Items]
Common stock, capital shares reserved for future issuance (in shares)	0	167,692,000
Series A Redeemable Convertible Preferred Stock
Class of Stock [Line Items]
Common stock, capital shares reserved for future issuance (in shares)	5,833,000	0
Non-voting common stock warrants
Class of Stock [Line Items]
Common stock, capital shares reserved for future issuance (in shares)	0	7,431,000
Restricted stock units
Class of Stock [Line Items]
Common stock, capital shares reserved for future issuance (in shares)	30,717,000	57,015,000
Exchangeable shares outstanding
Class of Stock [Line Items]
Common stock, capital shares reserved for future issuance (in shares)	0	689,000
Stock options outstanding
Class of Stock [Line Items]
Common stock, capital shares reserved for future issuance (in shares)	19,996,000	30,033,000
Shares available for future issuance
Class of Stock [Line Items]
Common stock, capital shares reserved for future issuance (in shares)	42,230,000	3,628,000
Shares available for issuance under the 2023 Employee Stock Purchase Plan
Class of Stock [Line Items]
Common stock, capital shares reserved for future issuance (in shares)	7,000,000	0

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
OPERATING ACTIVITIES
Net loss	$ (1,757)	$ (38)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization expense	33	23
Stock-based compensation expense	2,614	23
Provision for bad debts	18	7
Amortization of operating lease right-of-use assets	11	10
Deferred income taxes	(394)	0
Other	(3)	5
Changes in operating assets and liabilities, net of effects of business acquisitions:
Accounts receivable	(17)	122
Prepaid expenses and other assets	14	(19)
Accounts payable	(31)	0
Accrued and other current liabilities	(108)	73
Deferred revenue	22	36
Operating lease liabilities	(11)	(10)
Other long-term liabilities	(38)	(4)
Net cash provided by operating activities	353	228
INVESTING ACTIVITIES
Purchases of marketable securities	(90)	(158)
Maturities of marketable securities	274	344
Purchases of property and equipment, including capitalized internal-use software	(38)	(21)
Purchases of patents	0	(2)
Acquisitions of businesses, net of cash acquired	0	(93)
Net cash provided by investing activities	146	70
FINANCING ACTIVITIES
Proceeds from the issuance of common stock upon initial public offering, net of underwriting discounts	401	0
Proceeds from issuance of Series A redeemable convertible preferred stock	175	0
Taxes paid related to net share settlement of equity awards	(570)	0
Proceeds from exercise of stock options	3	1
Proceeds from exercise of common stock warrants	0	34
Deferred offering costs paid	(3)	0
Net cash provided by financing activities	6	35
Effect of foreign exchange on cash, cash equivalents, and restricted cash and cash equivalents	0	(7)
Net increase in cash, cash equivalents, and restricted cash and cash equivalents	505	326
Cash, cash equivalents, and restricted cash and cash equivalents - beginning of period	1,599	1,165
Cash, cash equivalents, and restricted cash and cash equivalents - end of period	2,104	1,491
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Cash paid for income taxes, net of tax refunds	40	3
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES
Stock-based compensation capitalized as internal-use software	41	0
Conversion of redeemable convertible preferred stock to common stock in connection with initial public offering	2,822	0
Reclassification of deferred offering costs to additional paid-in capital upon initial public offering	9	0
Fair value of contingent consideration in connection with a business combination	0	7
Changes in accrued purchases of property and equipment, including capitalized internal-use software	3	0
Deferred offering costs not yet paid	3	2
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION RELATED TO LEASES
Cash paid for amounts included in the measurement of operating lease liabilities	12	11
Lease liabilities arising from obtaining right-of-use assets	5	8
RECONCILIATION OF CASH, CASH EQUIVALENTS, AND RESTRICTED CASH AND CASH EQUIVALENTS TO THE CONDENSED CONSOLIDATED BALANCE SHEETS
Cash and cash equivalents	2,010	1,472
Restricted cash and cash equivalents, current	75	1
Restricted cash and cash equivalents, noncurrent	19	18
Total cash, cash equivalents, and restricted cash and cash equivalents	$ 2,104	$ 1,491

Commitments and Contingencies

9 Months Ended

Sep. 30, 2023

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies


10.						Commitments and Contingencies

Leases

The Company’s leases primarily include corporate offices. The lease terms of operating leases vary from one year to 11 years. The Company has leases that include one or more options to extend the lease term for up to five years as well as options to terminate the lease within one year. The Company’s lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise such options. Most of these options to extend or terminate the lease do not create a significant economic incentive to extend the lease term and hence are not recognized as part of the Company’s operating lease liabilities and operating lease right-of-use assets. The Company leases office space under noncancelable operating lease agreements with expirations through June 2027. The Company did not modify, enter into, or acquire any material leasing arrangements during the three or nine months ended September 30, 2022 or 2023.

Sales and Indirect Taxes

The Company pays applicable state, franchise, and other taxes in state and local jurisdictions in which the Company conducts business. In the United States, the Company is under audit by various tax authorities with regard to sales and indirect tax matters. The subject matter of these audits primarily relates to the reporting of sales on behalf of the Company’s third-party sellers or tax treatment applied to the sale of the Company’s services in these jurisdictions. While the Company believes it properly accrues and pays taxes according to its understanding of tax requirements in each taxing

jurisdiction, it is possible that tax authorities may question the Company’s interpretation of taxability. As such, there is a high degree of complexity involved in the interpretation and application of state and local sales and indirect tax rules to the Company’s activities. As a result, the Company maintains a reserve related to potential tax, interest, or penalties that may become due. Significant judgments are made by the Company in estimating these reserves which includes assessing the taxability of goods or services transacted using the Company’s technology solution. The Company maintains such reserves until the respective statute of limitations has passed or upon conclusion with the relevant tax authorities, at which point the tax exposure and related interest and penalties are released. The reserve balance was $69 million and $34 million as of December 31, 2022 and September 30, 2023, respectively, and is included within other long-term liabilities on the condensed consolidated balance sheets. The Company recognized a reserve release of $2 million and $23 million for the three months ended September 30, 2022 and 2023, respectively. The Company recognized a reserve release of $2 million and $34 million related to these reserves for the nine months ended September 30, 2022 and 2023, respectively. The reserve release during the three and nine months ended September 30, 2023 is primarily due to a reserve release of $18 million related to the resolution of a sales and use tax examination with the State of New York. These amounts were recorded within general and administrative expense in the condensed consolidated statements of operations.

Legal Matters

The Company records a liability for legal contingencies when the Company believes that it is both probable that a loss has been incurred and the amount can be estimated. If the Company determines that a loss is reasonably possible and the loss or range of loss can be estimated, the Company discloses the possible loss in the condensed consolidated financial statements. If the Company determines that a loss is either probable or reasonably possible, but the loss or range of loss cannot be estimated, the Company discloses that fact in the condensed consolidated financial statements. Legal fees are expensed as incurred.

The Company operates in several jurisdictions where there have been regulations enacted with respect to methods companies should use to classify workers as either independent contractors or employees, such as California, which enacted California Assembly Bill 5 in 2019. The Company believes that it has properly classified its workers in all jurisdictions in which it operates. Further, on December 16, 2020, the California state ballot initiative, Proposition 22, which provides a framework that offers legal certainty regarding the status of independent work and protects worker flexibility and the quality of on-demand work, among other things, became effective. The Company provides appropriate worker benefits and other protections in accordance with Proposition 22, including guaranteed minimum earnings, healthcare subsidies, insurance, and safety trainings. On August 20, 2021, a judge in Alameda County Superior Court granted a writ that orders the State of California to not enforce Proposition 22 on the ground that it is unconstitutional. On March 13, 2023, the appellate court largely reversed the superior court and effectively upheld Proposition 22. Plaintiffs appealed the decision to the California Supreme Court. If the appellate court ruling is reversed by the California Supreme Court, the Company will face continued legal uncertainty over whether it can properly classify a shopper as an independent contractor in California. If shoppers are determined to be employees under U.S. federal or state law, or under the laws of other jurisdictions in which the Company operates, including as a result of litigation, this would likely require the Company to significantly alter its existing business model and could result in increases to its costs related to shoppers and decreases in the breadth of its offerings and geographic coverage. Further, if the Company changes its offerings or increases customer fees as a result of the increased costs, such changes may result in lower order volumes, which in turn would have an adverse effect on the Company’s business, financial condition, and results of operations.

The Company has other active legal matters in California and several other jurisdictions, including litigation, government audits, administrative claims, and inquiries, related to its classification of individuals who provide delivery and other fulfillment services as non-employee contractors. These matters involve allegations that certain individuals are misclassified and, as a result, may be due unpaid minimum statutory wages, overtime, expense reimbursement, and certain other payments and protections, among other issues. Courts and agencies handling these matters may rule that the Company cannot engage workers to perform certain tasks, including delivery and other fulfillment services, as independent contractors. In some of these cases, the Company has entered into settlement agreements to resolve the claims without any admission of liability; in others, there is active litigation or proceedings, and several cases are stayed pending the outcome of earlier filed complaints or other legal developments. In October 2022, the Company signed and filed a stipulated judgment with the city attorney for San Diego, California, which was entered by the court in January 2023 and settled the case for $46.5 million. This amount was previously accrued for and was included in the reserve balances noted below as of December 31, 2022 and subsequently paid during the nine months ended September 30, 2023. In March 2023, the Company entered into a settlement agreement with the California Employment Development Department to resolve

disputes concerning alleged unemployment insurance contributions for $32 million. In April 2023, the settlement became effective after the approval by the California Attorney General and an Administrative Law Judge of the California Unemployment Insurance Appeal Board. This amount was previously accrued for and was included in the reserve balances noted below as of December 31, 2022 and subsequently paid during the nine months ended September 30, 2023.

In addition to the matters described above, the Company and its subsidiaries are also routinely subject to actual or threatened legal actions relating to alleged violations of contract, regulatory, environmental, health and safety, employment, intellectual property, data protection and privacy, consumer protection, unfair competition, tax, and other laws. In some of these proceedings, claims for substantial monetary damages are asserted against the Company and could result in fines, penalties, compensatory damages, or non-monetary relief. The Company does not believe that these matters will have a material adverse effect upon its results of operations, cash flows, or financial condition.

To the extent the Company has agreed to settle outstanding claims or where the Company has concluded it is probable that a resolution may be reached at an amount of loss that is estimable, the loss has been recognized within general and administrative expense in the condensed consolidated statements of operations. The total loss recognized related to these claims was $17 million and not material for the three months ended September 30, 2022 and 2023, respectively, and $30 million for the nine months ended September 30, 2022. During the nine months ended September 30, 2023, the Company recognized a reserve release related to these claims of $6 million. The reserve balance was $164 million and $60 million as of December 31, 2022 and September 30, 2023, respectively, and is included within accrued and other current liabilities on the condensed consolidated balance sheets. The actual losses incurred on claims that have not been resolved may differ from the initial estimates of loss, and such differences could be material.

The Company is also subject from time to time to audits by government agencies in the various jurisdictions in which it operates. To the extent the Company is obligated to make payments in these jurisdictions (other than income taxes), the Company has recorded the related expense within general and administrative expense in the condensed consolidated statements of operations. The results of these audits may result in additional payments, penalties, and interest, and such additional amounts could be material.

Indemnifications

The Company has entered into indemnification agreements with certain of the Company’s officers, directors, and current and former employees, and the Company’s certificate of incorporation and bylaws contain certain indemnification obligations. It is not possible to determine the maximum potential loss under these indemnification provisions due to the limited history of prior indemnification claims and the unique facts and circumstances involved in each particular provision. To date, no significant costs have been incurred, either individually or collectively, in connection with the Company’s indemnification provisions.

Accrued and Other Current Liabilities (Tables)

9 Months Ended

Sep. 30, 2023

Payables and Accruals [Abstract]

Schedule of Accounts Payable and Accrued Liabilities

Accrued and other current liabilities were as follows:


	As of December 31,		As of September 30,
	2022		2023

	(in millions)
Accrued losses related to legal matters	$	164	$	60
Accrued shopper and merchant liability (1)	103		120
Accrued advertising	58		35
Accrued compensation and benefits	35		38
Income and other taxes	17		2
Accrued professional, legal, and contractor services	44		40
Sales and indirect tax payable	25		33
Other	69		84
Total	$	515	$	412

___________

(1) Accrued merchant liability primarily includes liabilities to certain retailers for payment of goods.

Fair Value Measurements

9 Months Ended

Sep. 30, 2023

Fair Value Disclosures [Abstract]

Fair Value Measurements


4.						Fair Value Measurements

The following tables summarize assets and liabilities that are measured at fair value on a recurring basis, by level, within the fair value hierarchy:


	As of December 31, 2022
	Level 1		Level 2		Level 3		Total

	(in millions)
Cash equivalents
Money market funds	$	480	$	—	$	—	$	480
Commercial paper	—		24		—		24

Total cash equivalents	480		24		—		504
Short-term marketable securities
Commercial paper	—		60		—		60
U.S. government and government agency debt securities	—		140		—		140
Corporate debt securities	—		9		—		9
Total short-term marketable securities	—		209		—		209
Long-term marketable securities
U.S. government and government agency debt securities	—		26		—		26
Corporate debt securities	—		2		—		2
Total long-term marketable securities	—		28		—		28
Total	$	480	$	261	$	—	$	741


	As of September 30, 2023
	Level 1		Level 2		Level 3		Total

	(in millions)
Cash equivalents
Money market funds	$	1,246	$	—	$	—	$	1,246

U.S. government and government agency debt securities	—		87		—		87
Total cash equivalents	1,246		87		—		1,333
Short-term marketable securities

U.S. government and government agency debt securities	—		53		—		53
Corporate debt securities	—		3		—		3
Total short-term marketable securities	—		56		—		56




Total	$	1,246	$	143	$	—	$	1,389

The Company’s investments in commercial paper, U.S. government and government agency debt securities, and corporate debt securities are classified as Level 2 within the fair value hierarchy because they are valued using inputs other than quoted prices in active markets that are observable directly or indirectly, such as prices obtained from an independent pricing service which may use quoted prices for identical or comparable instruments or model driven valuations using observable market data or inputs corroborated by observable market data. The Series A redeemable convertible preferred stock that was issued during the three months ended September 30, 2023 represents a non-recurring Level 3 financial measurement at issuance. Refer to Note 11 — Redeemable Convertible Preferred Stock for further discussion.There were no transfers of financial instruments between Level 1, Level 2, and Level 3 during the three and nine months ended September 30, 2022 and 2023.

- 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

Stockholders’ Equity (Deficit) - Schedule of Stock Options Roll Forward (Details) - USD ($) $ / shares in Units, $ in Millions		9 Months Ended	12 Months Ended
	Sep. 21, 2023	Sep. 30, 2023	Dec. 31, 2022
Shares Available for Future Grant
Shares available for grant, beginning of period (in shares)		3,628,000
Additional shares reserved (in shares)		24,800,000
Options cancelled and forfeited (in shares)		4,000
Shares withheld related to net share settlement (in shares)		20,671,000
Restricted stock cancelled (in shares)	20,810,882
Shares available for grant, ending of period (in shares)		42,230,000	3,628,000
Number of Options
Options outstanding, beginning of period (in shares)		30,033,000
Options exercised (in shares)		(10,033,000)
Options cancelled and forfeited (in shares)		(4,000)
Options outstanding, ending of period (in shares)		19,996,000	30,033,000
Options vested and expected to vest, exercisable (in shares)		19,996,000
Options exercisable (in shares)		19,846,000
Weighted-Average Exercise Price
Options outstanding, weighted average exercise price (in dollars per share)		$ 8.57	$ 7.65
Options exercised, weighted average exercise price (in dollars per share)		5.81
Options cancelled and forfeited, weighted average exercise price (in dollars per share)		3.79
Options vested and expected to vest, exercisable, weighted average exercise price (in dollars per share)		8.57
Options exercisable, weighted average exercise price (in dollars per share)		$ 8.28
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Additional Disclosures [Abstract]
Options, outstanding, weighted average remaining contractual term		3 years 7 months 9 days	4 years 1 month 28 days
Options vested and expected to vest, exercisable, weighted average remaining contractual term		3 years 7 months 9 days
Options exercisable, weighted average remaining contractual term		3 years 6 months 29 days
Options, outstanding, intrinsic value		$ 430	$ 685
Options vested and expected to vest, exercisable, aggregate intrinsic value		430
Options exercisable, intrinsic value		$ 430
Restricted stock units
Shares Available for Future Grant
Restricted stock units granted (in shares)		(10,127,000)
Restricted stock units forfeited (in shares)		3,091,000
Restricted stock cancelled (in shares)		15,630,394
Restricted Stock
Shares Available for Future Grant
Restricted stock units granted (in shares)		0
Restricted stock cancelled (in shares)		162,886

Condensed Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders’ Equity (Deficit) - USD ($) shares in Thousands, $ in Millions	Total	Common Stock	Exchangeable Shares	Additional Paid-In Capital	Accumulated Other Comprehensive Income (Loss)	Accumulated Deficit	Redeemable Convertible Preferred Stock	Series A Redeemable Convertible Preferred Stock
Temporary equity, beginning balance (in shares) at Dec. 31, 2021							167,302
Temporary equity, beginning balance at Dec. 31, 2021							$ 2,822
Temporary equity, ending balance (in shares) at Mar. 31, 2022							167,302
Temporary equity, ending balance at Mar. 31, 2022							$ 2,822
Common stock, beginning balance (in shares) at Dec. 31, 2021		69,535
Beginning balance at Dec. 31, 2021	$ (573)	$ 0	$ 0	$ 833	$ (1)	$ (1,405)
Exchangeable share, beginning balance (in shares) at Dec. 31, 2021			689
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercise of common stock options (in shares)		54
Exercise of common stock options	1			1
Exercise of non-voting common stock warrants (in shares)		1,858
Exercise of non-voting common stock warrants	34			34
Issuance of common stock in connection with subscription agreement and initial public offering, net of underwriting discounts and offering costs (in shares)		465
Stock-based compensation	7			7
Foreign currency translation adjustments	4				4
Net unrealized gain (loss) on available-for-sale marketable securities, net of tax	(2)				(2)
Net income (loss)	(82)					(82)
Common stock, ending balance (in shares) at Mar. 31, 2022		71,912
Exchangeable share, ending balance (in shares) at Mar. 31, 2022			689
Ending balance at Mar. 31, 2022	(611)	$ 0	$ 0	875	1	(1,487)
Temporary equity, beginning balance (in shares) at Dec. 31, 2021							167,302
Temporary equity, beginning balance at Dec. 31, 2021							$ 2,822
Temporary equity, ending balance (in shares) at Sep. 30, 2022							167,302
Temporary equity, ending balance at Sep. 30, 2022							$ 2,822
Common stock, beginning balance (in shares) at Dec. 31, 2021		69,535
Beginning balance at Dec. 31, 2021	(573)	$ 0	$ 0	833	(1)	(1,405)
Exchangeable share, beginning balance (in shares) at Dec. 31, 2021			689
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Foreign currency translation adjustments	(7)
Net unrealized gain (loss) on available-for-sale marketable securities, net of tax	(3)
Net income (loss)	(38)
Common stock, ending balance (in shares) at Sep. 30, 2022		72,205
Exchangeable share, ending balance (in shares) at Sep. 30, 2022			689
Ending balance at Sep. 30, 2022	(563)	$ 0	$ 0	891	(11)	(1,443)
Temporary equity, beginning balance (in shares) at Mar. 31, 2022							167,302
Temporary equity, beginning balance at Mar. 31, 2022							$ 2,822
Temporary equity, ending balance (in shares) at Jun. 30, 2022							167,302
Temporary equity, ending balance at Jun. 30, 2022							$ 2,822
Common stock, beginning balance (in shares) at Mar. 31, 2022		71,912
Beginning balance at Mar. 31, 2022	(611)	$ 0	$ 0	875	1	(1,487)
Exchangeable share, beginning balance (in shares) at Mar. 31, 2022			689
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercise of common stock options (in shares)		31
Stock-based compensation	6			6
Foreign currency translation adjustments	(5)				(5)
Net unrealized gain (loss) on available-for-sale marketable securities, net of tax	(1)				(1)
Net income (loss)	8					8
Common stock, ending balance (in shares) at Jun. 30, 2022		71,943
Exchangeable share, ending balance (in shares) at Jun. 30, 2022			689
Ending balance at Jun. 30, 2022	(603)	$ 0	$ 0	881	(5)	(1,479)
Temporary equity, ending balance (in shares) at Sep. 30, 2022							167,302
Temporary equity, ending balance at Sep. 30, 2022							$ 2,822
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercise of common stock options (in shares)		39
Stock-based compensation	10			10
Issuance of restricted stock in connection with business acquisitions (in shares)		223
Foreign currency translation adjustments	(6)				(6)
Net unrealized gain (loss) on available-for-sale marketable securities, net of tax	0
Net income (loss)	36					36
Common stock, ending balance (in shares) at Sep. 30, 2022		72,205
Exchangeable share, ending balance (in shares) at Sep. 30, 2022			689
Ending balance at Sep. 30, 2022	$ (563)	$ 0	$ 0	891	(11)	(1,443)
Temporary equity, beginning balance (in shares) at Dec. 31, 2022	167,302						167,302	0
Temporary equity, beginning balance at Dec. 31, 2022	$ 2,822						$ 2,822	$ 0
Temporary equity, ending balance (in shares) at Mar. 31, 2023							167,302
Temporary equity, ending balance at Mar. 31, 2023							$ 2,822
Common stock, beginning balance (in shares) at Dec. 31, 2022	72,230	72,230
Beginning balance at Dec. 31, 2022	$ (64)	$ 0	$ 0	918	(5)	(977)
Exchangeable share, beginning balance (in shares) at Dec. 31, 2022	689		689
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercise of common stock options (in shares)		98
Issuance of non-voting common stock upon settlement of restricted stock units (in shares)		46
Non-voting common stock withheld for tax obligation and net settlement (in shares)		(23)
Common stock withheld or cancelled for tax obligation and net settlement (in shares)		23
Stock-based compensation	$ 5			5
Foreign currency translation adjustments	(1)				(1)
Net unrealized gain (loss) on available-for-sale marketable securities, net of tax	2				2
Net income (loss)	128					128
Common stock, ending balance (in shares) at Mar. 31, 2023		72,351
Exchangeable share, ending balance (in shares) at Mar. 31, 2023			689
Ending balance at Mar. 31, 2023	$ 70	$ 0	$ 0	923	(4)	(849)
Temporary equity, beginning balance (in shares) at Dec. 31, 2022	167,302						167,302	0
Temporary equity, beginning balance at Dec. 31, 2022	$ 2,822						$ 2,822	$ 0
Temporary equity, ending balance (in shares) at Sep. 30, 2023							0	5,833
Temporary equity, ending balance at Sep. 30, 2023							$ 0	$ 175
Common stock, beginning balance (in shares) at Dec. 31, 2022	72,230	72,230
Beginning balance at Dec. 31, 2022	$ (64)	$ 0	$ 0	918	(5)	(977)
Exchangeable share, beginning balance (in shares) at Dec. 31, 2022	689		689
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercise of common stock options (in shares)	10,033
Foreign currency translation adjustments	$ 1
Net unrealized gain (loss) on available-for-sale marketable securities, net of tax	2
Net income (loss)	$ (1,757)
Common stock, ending balance (in shares) at Sep. 30, 2023	280,087	280,087
Exchangeable share, ending balance (in shares) at Sep. 30, 2023	0		0
Ending balance at Sep. 30, 2023	$ 3,484	$ 0	$ 0	6,220	(2)	(2,734)
Temporary equity, beginning balance (in shares) at Mar. 31, 2023							167,302
Temporary equity, beginning balance at Mar. 31, 2023							$ 2,822
Temporary equity, ending balance (in shares) at Jun. 30, 2023							167,302	0
Temporary equity, ending balance at Jun. 30, 2023							$ 2,822	$ 0
Common stock, beginning balance (in shares) at Mar. 31, 2023		72,351
Beginning balance at Mar. 31, 2023	70	$ 0	$ 0	923	(4)	(849)
Exchangeable share, beginning balance (in shares) at Mar. 31, 2023			689
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercise of common stock options (in shares)		25
Stock-based compensation	5			5
Foreign currency translation adjustments	2				2
Net income (loss)	114					114
Common stock, ending balance (in shares) at Jun. 30, 2023		72,376
Exchangeable share, ending balance (in shares) at Jun. 30, 2023			689
Ending balance at Jun. 30, 2023	191	$ 0	$ 0	928	(2)	(735)
Increase (Decrease) in Temporary Equity [Roll Forward]
Conversion of redeemable convertible preferred stock to common stock in connection with initial public offering (in shares)							(167,302)
Conversion of redeemable convertible preferred stock to common stock in connection with initial public offering							$ (2,822)
Issuance of Series A redeemable convertible preferred stock, net of issuance costs (in shares)								5,833
Issuance of Series A redeemable convertible preferred stock								$ 175
Temporary equity, ending balance (in shares) at Sep. 30, 2023							0	5,833
Temporary equity, ending balance at Sep. 30, 2023							$ 0	$ 175
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercise of common stock options (in shares)		9,910
Exercise of common stock options	3			3
Issuance of common stock in connection with subscription agreement and initial public offering, net of underwriting discounts and offering costs (in shares)		14,100
Issuance of common stock in connection with initial public offering, net of underwriting discounts and offering costs	392			392
Non-voting common stock withheld for tax obligation and net settlement (in shares)		25,398
Conversion of redeemable convertible preferred stock to common stock in connection with initial public offering (in shares)		167,692
Conversion of redeemable convertible preferred stock to common stock in connection with initial public offering	2,822			2,822
Conversion of exchangeable shares to common stock in connection with initial public offering (in shares)		688	(688)
Forfeiture of exchangeable shares (in shares)			(1)
Issuance of common stock upon settlement of restricted stock units (in shares)		33,288
Exercise of common stock warrants (in shares)		7,431
Common stock withheld or cancelled for tax obligation and net settlement (in shares)		(25,398)
Common stock withheld or cancelled for tax obligation and net settlement	(570)			(570)
Stock-based compensation	2,645			2,645
Foreign currency translation adjustments	0
Net unrealized gain (loss) on available-for-sale marketable securities, net of tax	0
Net income (loss)	$ (1,999)					(1,999)
Common stock, ending balance (in shares) at Sep. 30, 2023	280,087	280,087
Exchangeable share, ending balance (in shares) at Sep. 30, 2023	0		0
Ending balance at Sep. 30, 2023	$ 3,484	$ 0	$ 0	$ 6,220	$ (2)	$ (2,734)

Pay vs Performance Disclosure - USD ($) $ in Millions	3 Months Ended						9 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Millions	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Sep. 30, 2023	Sep. 30, 2022
Pay vs Performance Disclosure
Net income (loss)	$ (1,999)	$ 114	$ 128	$ 36	$ 8	$ (82)	$ (1,757)	$ (38)

- Definition

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

+ References

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

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 323
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481687/323-10-50-3

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 825
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 28
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482907/825-10-50-28

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482765/220-10-50-6

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-3

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (b)(2)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 40
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480175/815-40-65-1

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 8
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-8

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-9

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 11
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-11

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 11
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+ Details

Property and Equipment, Net - Narrative (Details) - USD ($) $ in Millions		3 Months Ended		9 Months Ended
	Sep. 21, 2023	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Property, Plant and Equipment [Line Items]
Depreciation and amortization expense				$ 33	$ 23
Capitalized computer software costs		$ 54	$ 3	81	6
Share-based payment arrangement, amount capitalized	$ 39	41	0	41	0
Property, Plant and Equipment
Property, Plant and Equipment [Line Items]
Depreciation and amortization expense		5	3	13	9
Capitalized internal-use software
Property, Plant and Equipment [Line Items]
Depreciation and amortization expense		$ 1	$ 1	$ 3	$ 3

Business

9 Months Ended

Sep. 30, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Business


1.						Business

Description of Business

Maplebear Inc., doing business as (“DBA”) Instacart (the “Company”), was incorporated in Delaware on August 3, 2012 and is headquartered in San Francisco, California. The Company is a diversified technology business that operates a technology solution that enables connections and transactions among end users, retailers, advertisers, and shoppers mainly throughout the United States and Canada. End users are provided the ability to transact with retailers for grocery and non-grocery items and with shoppers to pick and deliver the items on the end user’s behalf. Retailers contract with the Company to have their goods available for search, selection, and purchase, generally for a percentage of the total purchase value from the sale of goods, on a fee per transaction basis, or some combination thereof. Advertisers have the opportunity to purchase sponsored product ads, display ads, coupons, and a variety of other online advertising services. Shoppers use the Company’s technology solution for fulfillment or delivery service opportunities primarily on a fee per batch basis. The vast majority of shoppers are full-service shoppers, who are independent contractors that pick and deliver orders. The remaining shoppers are primarily in-store shoppers, who are the Company’s employees and only engage in various in-store duties, including picking orders, and do not engage in any delivery services. The Company also sells software-as-a-service offerings targeted at retailers and charges fees for such offerings.

Initial Public Offering and Private Placement

On September 21, 2023, the Company completed its initial public offering (“IPO”) in which it issued and sold 14,100,000 shares of its common stock at an IPO price of $30.00 per share. The Company received net proceeds of $392 million after deducting underwriting discounts and offering costs. Immediately subsequent to the closing of the IPO, the Company issued and sold 5,833,333 shares of its Series A redeemable convertible preferred stock in a private placement at $30.00 per share and received $175 million in proceeds.

In connection with the effectiveness of the registration statement on Form S-1 related to the IPO, all outstanding exchangeable shares of the Company’s subsidiary, Aspen Merger Corp. (“Aspen”), were exchanged into 688,017 shares of non-voting common stock. Immediately prior to the closing of the IPO, all then-outstanding shares of redeemable convertible preferred stock were converted into 167,691,838 shares of voting common stock, and all outstanding shares of non-voting common stock and shares of non-voting common stock underlying outstanding equity awards and warrants, were converted into shares of voting common stock. In connection with the IPO, upon the filing and effectiveness of the Company’s Amended and Restated Certificate of Incorporation (the “Restated Certificate”), all outstanding shares of voting common stock and shares of voting common stock underlying outstanding equity awards were reclassified into an equivalent number of shares of common stock. In addition, the Restated Certificate authorized 2,030,000,000 shares of capital stock, consisting of 2,000,000,000 shares of common stock and 30,000,000 shares of preferred stock.

Business (Details) - USD ($) $ / shares in Units, $ in Millions	Sep. 21, 2023	Sep. 18, 2023	Sep. 30, 2023	Dec. 31, 2022
Class of Stock [Line Items]
Shares, authorized (in shares)	2,030,000,000
Common stock, shares authorized (in dollars per share)	2,000,000,000		2,000,000,000	820,509,000
Preferred stock, shares authorized (in shares)	30,000,000		24,167,000	0
IPO
Class of Stock [Line Items]
Sale of stock, price per share (in dollars per share)	$ 30.00
Common Stock
Class of Stock [Line Items]
Convertible preferred stock, shares issued upon conversion (in shares)	167,691,838
Common Stock \| IPO
Class of Stock [Line Items]
Sale of stock, number of shares issued in transaction (in shares)	14,100,000
Sale of stock, consideration received on transaction	$ 392
Series A Redeemable Convertible Preferred Stock \| Private Placement
Class of Stock [Line Items]
Sale of stock, number of shares issued in transaction (in shares)	5,833,333
Sale of stock, price per share (in dollars per share)	$ 30.00
Sale of stock, consideration received on transaction	$ 175
Non-voting Common Stock
Class of Stock [Line Items]
Stock exchanged during period, shares (in shares)		688,017

Revenue - Narrative (Details)	1 Months Ended		3 Months Ended		9 Months Ended		12 Months Ended
Revenue - Narrative (Details)	Jul. 31, 2018 USD ($) milestone tranche $ / shares shares	Nov. 30, 2017 milestone $ / shares shares	Sep. 30, 2023 shares	Sep. 30, 2022 $ / shares shares	Sep. 30, 2023 USD ($) shares	Sep. 30, 2022 USD ($) $ / shares shares	Dec. 31, 2022 USD ($) shares	Dec. 31, 2020 shares	Aug. 22, 2023 shares
Disaggregation of Revenue [Line Items]
Contract with customer, liability, revenue recognized \| $					$ 166,000,000	$ 137,000,000
Class of warrant or right, number of time or performance-based milestones, achievement \| milestone		3
Shares, issued (in shares)				464,470		464,470
Proceeds from exercise of common stock warrants \| $					$ 0	$ 34,000,000
Sale of stock, number of time-based milestones, achievement \| milestone	4
Sale of stock, vested (in shares)				464,470		464,470
Sale of stock, outstanding (in shares)							0
Subscription Agreement
Disaggregation of Revenue [Line Items]
Sale of stock, consideration received on transaction \| $	$ 0
Non-voting Common Stock \| Subscription Agreement
Disaggregation of Revenue [Line Items]
Sale of stock, number of shares issued in transaction (in shares)	3,715,760
Sale of stock, anniversary term 1	12 months
Sale of stock, anniversary term 2	24 months
Sale of stock, anniversary term 3	36 months
Sale of stock, anniversary term 4	48 months
Non-voting Common Stock \| 12 and 24-month Anniversary \| Subscription Agreement
Disaggregation of Revenue [Line Items]
Sale of stock, vested (in shares)	1,393,410
Non-voting Common Stock \| 36 and 48-month Anniversary \| Subscription Agreement
Disaggregation of Revenue [Line Items]
Sale of stock, vested (in shares)	464,470
November 2017 Retailer Warrants
Disaggregation of Revenue [Line Items]
Class of warrant or right, number of securities called by warrants or rights (in shares)		9,289,410
Class of warrant or right, exercise price of warrants or rights (in dollars per share) \| $ / shares		$ 18.52
Class of warrant or right, vested (in shares)							7,431,530	7,431,530
Class of warrant or right, anniversary term		6 years
Class of warrant or right, outstanding (in shares)			0		0		7,431,530
Class of warrant or right, exercisable (in shares)							7,431,530
Class of warrant or right, warrants, outstanding, weighted average remaining contractual term							10 months 17 days
Class of warrant or right, warrants, vested, weighted average remaining contractual term							10 months 17 days
Class of warrant or right, warrants, vested, intrinsic value \| $							$ 87,000,000
Class of warrant or right, warrants, outstanding, intrinsic value \| $							$ 87,000,000
Class of warrant or right, exercised, cancelled or expired (in shares)			0	0	0	0
Shares, issued (in shares)									2,483,784
November 2017 Retailer Warrants, Time-based Milestone
Disaggregation of Revenue [Line Items]
Class of warrant or right, vested (in shares)		5,573,650
Class of warrant or right, elapsed duration		36 months
November 2017 Retailer Warrants, Performance-based Milestone
Disaggregation of Revenue [Line Items]
Class of warrant or right, vested (in shares)		1,857,880
July 2018 Retailer Warrants
Disaggregation of Revenue [Line Items]
Class of warrant or right, number of securities called by warrants or rights (in shares)	14,863,040
Class of warrant or right, exercise price of warrants or rights (in dollars per share) \| $ / shares	$ 18.52			$ 18.52		$ 18.52
Class of warrant or right, vested (in shares)				1,857,880		1,857,880
Class of warrant or right, outstanding (in shares)							0
Class of warrant or right, anniversary term 1	12 months
Class of warrant or right, anniversary term 2	24 months
Class of warrant or right, exercisable, number of tranches \| tranche	4
Class of warrant or right, vesting duration thereafter	6 months
Class of warrant or right, expiration duration	90 days
Class of warrant or right, anniversary term 3	48 months
Class of warrant or right, exercised (in shares)						1,857,880
Proceeds from exercise of common stock warrants \| $						$ 34,000,000
July 2018 Retailer Warrants \| 12 and 24-month Anniversary
Disaggregation of Revenue [Line Items]
Class of warrant or right, vested (in shares)	3,715,760
July 2018 Retailer Warrants \| Every Six Months Thereafter
Disaggregation of Revenue [Line Items]
Class of warrant or right, vested (in shares)	1,857,880

Accrued and Other Current Liabilities

9 Months Ended

Sep. 30, 2023

Payables and Accruals [Abstract]

Accrued and Other Current Liabilities


9.						Accrued and Other Current Liabilities

Accrued and other current liabilities were as follows:


	As of December 31,		As of September 30,
	2022		2023

	(in millions)
Accrued losses related to legal matters	$	164	$	60
Accrued shopper and merchant liability (1)	103		120
Accrued advertising	58		35
Accrued compensation and benefits	35		38
Income and other taxes	17		2
Accrued professional, legal, and contractor services	44		40
Sales and indirect tax payable	25		33
Other	69		84
Total	$	515	$	412

___________

(1) Accrued merchant liability primarily includes liabilities to certain retailers for payment of goods.

Goodwill and Intangible Assets, Net - Intangible Assets, Net (Details) - USD ($) $ in Millions	Sep. 30, 2023	Dec. 31, 2022
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Value	$ 137	$ 138
Accumulated Amortization	(55)	(35)
Net Carrying Value	82	103
Developed technology
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Value	91	92
Accumulated Amortization	(38)	(25)
Net Carrying Value	$ 53	$ 67
Weighted-Average Remaining Useful Life	3 years 7 months 6 days	4 years 1 month 6 days
Customer relationships
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Value	$ 27	$ 27
Accumulated Amortization	(12)	(7)
Net Carrying Value	$ 15	$ 20
Weighted-Average Remaining Useful Life	2 years 6 months	3 years 2 months 12 days
Patents
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Value	$ 11	$ 11
Accumulated Amortization	(3)	(2)
Net Carrying Value	$ 8	$ 9
Weighted-Average Remaining Useful Life	5 years 1 month 6 days	5 years 9 months 18 days
Other
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Value	$ 8	$ 8
Accumulated Amortization	(2)	(1)
Net Carrying Value	$ 6	$ 7
Weighted-Average Remaining Useful Life	6 years	6 years 3 months 18 days

Property and Equipment, Net - Property and Equipment, Net of Accumulated Depreciation and Amortization (Details) - USD ($) $ in Millions	Sep. 30, 2023	Dec. 31, 2022
Property, Plant and Equipment [Line Items]
Total property and equipment	$ 154	$ 75
Less: accumulated depreciation and amortization	(46)	(37)
Property and equipment, net	$ 108	38
Computer equipment
Property, Plant and Equipment [Line Items]
Estimated Useful Life	3 years
Total property and equipment	$ 16	15
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Estimated Useful Life	5 years
Total property and equipment	$ 11	13
Leasehold improvements
Property, Plant and Equipment [Line Items]
Total property and equipment	$ 21	22
Leasehold improvements \| Minimum
Property, Plant and Equipment [Line Items]
Estimated Useful Life	2 years
Leasehold improvements \| Maximum
Property, Plant and Equipment [Line Items]
Estimated Useful Life	8 years
Capitalized internal-use software
Property, Plant and Equipment [Line Items]
Total property and equipment	$ 106	$ 25
Capitalized internal-use software \| Minimum
Property, Plant and Equipment [Line Items]
Estimated Useful Life	2 years
Capitalized internal-use software \| Maximum
Property, Plant and Equipment [Line Items]
Estimated Useful Life	5 years

Subsequent Events (Details) $ in Millions	Nov. 08, 2023 USD ($)
Subsequent Event
Subsequent Event [Line Items]
Stock repurchase program, authorized amount	$ 500

Investments (Tables)

9 Months Ended

Sep. 30, 2023

Investments, Debt and Equity Securities [Abstract]

Debt Securities, Available-for-Sale

The following tables summarize the amortized cost, gross unrealized gains and losses, and aggregate fair value of the Company’s investments in debt securities classified as available-for-sale:


	As of December 31, 2022
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Aggregate Fair Value
	(in millions)
Cash equivalents
Money market funds	$	480	$	—	$	—	$	480
Commercial paper	24		—		—		24

Total cash equivalents	504		—		—		504
Short-term marketable securities
Commercial paper	60		—		—		60
U.S. government and government agency debt securities	142		—		(2)		140
Corporate debt securities	9		—		—		9
Total short-term marketable securities	211		—		(2)		209
Long-term marketable securities
U.S. government and government agency debt securities	27		—		(1)		26
Corporate debt securities	2		—		—		2

Total long-term marketable securities	29		—		(1)		28
Total	$	744	$	—	$	(3)	$	741


	As of September 30, 2023
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Aggregate Fair Value

	(in millions)
Cash equivalents
Money market funds	$	1,246	$	—	$	—	$	1,246

U.S. government and government agency debt securities	87		—		—		87
Total cash equivalents	1,333		—		—		1,333
Short-term marketable securities

U.S. government and government agency debt securities	54		—		(1)		53
Corporate debt securities	3		—		—		3
Total short-term marketable securities	57		—		(1)		56





Total	$	1,390	$	—	$	(1)	$	1,389

Debt Securities, Available-for-Sale, Unrealized Loss Position, Fair Value

For the purposes of computing realized and unrealized gains and losses, the cost of investments sold is based on the specific-identification method.

The following tables summarize the fair value and gross unrealized losses aggregated by category and the length of time that individual available-for-sale debt securities have been in a continuous unrealized loss position as of December 31, 2022 and September 30, 2023:


		As of December 31, 2022
		Less than 12 Months				12 Months or More				Total
		Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses

	(in millions)
Commercial paper		$	84	$	—	$	—	$	—	$	84	$	—
U.S. government and government agency debt securities		48		(1)		118		(2)		166		(3)
Corporate debt securities		2		—		9		—		11		—
Total		$	134	$	(1)	$	127	$	(2)	$	261	$	(3)


	As of September 30, 2023
	Less than 12 Months				12 Months or More				Total
	Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses

	(in millions)

U.S. government and government agency debt securities	$	—	$	—	$	43	$	(1)	$	43	$	(1)
Corporate debt securities	—		—		2		—		2		—
Total	$	—	$	—	$	45	$	(1)	$	45	$	(1)

Investments Classified by Contractual Maturity Date

The following table summarizes the amortized cost and fair value of the Company’s available-for-sale debt securities with a stated maturity date:


	As of December 31,				As of September 30,
	2022				2023
	Amortized Cost		Fair Value		Amortized Cost		Fair Value

	(in millions)
Within one year	$	715	$	713	$	1,390	$	1,389
One year through five years	29		28		—		—
Total	$	744	$	741	$	1,390	$	1,389

- Definition

Tabular disclosure of investment in debt security measured at fair value with change in fair value recognized in other comprehensive income (available-for-sale).

+ References

Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481800/320-10-50-9

Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481800/320-10-50-3

Reference 3: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
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-Section 50
-Paragraph 2
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481800/320-10-50-2

Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
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-Paragraph 2
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481800/320-10-50-2

Reference 5: http://www.xbrl.org/2009/role/commonPracticeRef
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Reference 6: http://www.xbrl.org/2009/role/commonPracticeRef
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Reference 9: http://www.xbrl.org/2009/role/commonPracticeRef
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Reference 10: http://www.xbrl.org/2009/role/commonPracticeRef
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-Topic 320
-SubTopic 10
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-Paragraph 3
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481800/320-10-50-3

Reference 12: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481800/320-10-50-3

+ Details

Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Statement of Comprehensive Income [Abstract]
Net income (loss)	$ (1,999)	$ 36	$ (1,757)	$ (38)
Other comprehensive income (loss):
Net unrealized gain (loss) on available-for-sale marketable securities, net of tax	0	0	2	(3)
Change in foreign currency translation adjustments	0	(6)	1	(7)
Total other comprehensive income (loss)	0	(6)	3	(10)
Comprehensive income (loss)	$ (1,999)	$ 30	$ (1,754)	$ (48)

- Definition

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

+ References

+ Details

Business Combinations - Narrative (Details) - USD ($) $ in Millions	Sep. 02, 2022	Aug. 31, 2022
Business Acquisition [Line Items]
Weighted-Average Useful Life		5 years
Eversight
Business Acquisition [Line Items]
Business acquisition, percentage of voting interests acquired		100.00%
Payments to acquire businesses, gross		$ 59
Rosie
Business Acquisition [Line Items]
Business acquisition, percentage of voting interests acquired	100.00%
Payments to acquire businesses, gross	$ 43
Weighted-Average Useful Life	5 years
Business combination, consideration transferred	$ 50
Business combination, contingent consideration, fair value	7
Business combination, contingent consideration, liability	$ 10
Business acquisition, equity interest issued or issuable, number of shares (in shares)	223,313
Business combination, consideration transferred, equity interests issued and issuable	$ 9

Condensed Consolidated Balance Sheets - USD ($) $ in Millions	Sep. 30, 2023	Dec. 31, 2022
Current assets:
Cash and cash equivalents	$ 2,010	$ 1,505
Short-term marketable securities	56	209
Accounts receivable, net of allowance of $2 and $4, respectively	841	842
Restricted cash and cash equivalents, current	75	75
Prepaid expenses and other current assets	91	109
Total current assets	3,073	2,740
Long-term marketable securities	0	28
Restricted cash and cash equivalents, noncurrent	19	19
Property and equipment, net	108	38
Operating lease right-of-use assets	33	41
Intangible assets, net	82	103
Goodwill	318	317
Deferred tax assets, net	775	371
Other assets	13	12
Total assets	4,421	3,669
Current liabilities:
Accounts payable	57	88
Accrued and other current liabilities	412	515
Operating lease liabilities, current	13	13
Deferred revenue	201	179
Total current liabilities	683	795
Operating lease liabilities, noncurrent	30	36
Other long-term liabilities	49	80
Total liabilities	762	911
Commitments and contingencies
Redeemable Convertible Preferred Stock		2,822
Stockholders’ equity (deficit):
Preferred stock, $0.0001 par value per share; zero and 24,167 shares authorized as of December 31, 2022 and September 30, 2023, respectively; zero shares issued and outstanding as of December 31, 2022 and September 30, 2023	0	0
Common stock, $0.0001 par value per share; 820,509 and 2,000,000 shares authorized as of December 31, 2022 and September 30, 2023, respectively; 72,230, and 280,087 shares issued and outstanding as of December 31, 2022 and September 30, 2023, respectively	0	0
Exchangeable shares, no par value; 702 and zero shares authorized as of December 31, 2022 and September 30, 2023, respectively; 689 and zero shares issued and outstanding as of December 31, 2022 and September 30, 2023, respectively	0	0
Additional paid-in capital	6,220	918
Accumulated other comprehensive loss	(2)	(5)
Accumulated deficit	(2,734)	(977)
Total stockholders’ equity (deficit)	3,484	(64)
Total liabilities, redeemable convertible preferred stock, and stockholders’ equity (deficit)	4,421	3,669
Redeemable Convertible Preferred Stock
Current liabilities:
Redeemable Convertible Preferred Stock	0	2,822
Series A Redeemable Convertible Preferred Stock
Current liabilities:
Redeemable Convertible Preferred Stock	$ 175	$ 0

Stockholders’ Equity (Deficit) (Tables)

9 Months Ended

Sep. 30, 2023

Equity [Abstract]

Schedule of Common Stock Reserved for Future Issuance

The following table summarizes the Company’s shares of common stock reserved for future issuance on an as-converted basis:


	As of December 31,	As of September 30,
	2022	2023

	(in thousands)
Redeemable convertible preferred stock	167,692	—
Series A redeemable convertible preferred stock	—	5,833
Non-voting common stock warrants	7,431	—
Restricted stock units	57,015	30,717
Exchangeable shares outstanding	689	—
Stock options outstanding	30,033	19,996

Shares available for future issuance	3,628	42,230
Shares available for issuance under the 2023 Employee Stock Purchase Plan	—	7,000
Total	266,488	105,776

Schedule of Stock Options Roll Forward

Activity under equity incentive plans are set forth below:


	Shares Available for Future Grant	Number of Options	Weighted-Average Exercise Price		Weighted-Average Remaining Contractual Life	Aggregate Intrinsic Value

	(in thousands)				(in years)	(in millions)
As of January 1, 2023	3,628	30,033	$	7.65	4.16	$	685
Additional shares reserved	24,800	—
Options exercised	—	(10,033)	$	5.81
Options cancelled and forfeited	4	(4)	$	3.79
Restricted stock units granted	(10,127)	—
Shares withheld related to net share settlement	20,671	—
Restricted stock units forfeited	3,091	—
Restricted stock cancelled	163	—
As of September 30, 2023	42,230	19,996	$	8.57	3.61	$	430
Options vested and expected to vest as of September 30, 2023		19,996	$	8.57	3.61	$	430
Options exercisable as of September 30, 2023		19,846	$	8.28	3.58	$	430

Schedule of Nonvested Restricted Stock Shares Activity

The following table summarizes the activity related to the Company’s restricted stock for the nine months ended September 30, 2023:


	Number of Shares	Weighted-Average Grant-Date Fair Value per Share

	(in thousands)
Unvested and outstanding as of January 1, 2023	828	$	97.99
Granted	—	$	—
Vested (1)	(453)	$	106.44
Forfeited	—	$	—
Unvested and outstanding as of September 30, 2023	375	$	87.80

___________

(1) Includes 162,886 shares of common stock underlying restricted stock that were repurchased and cancelled to cover taxes on the settlement of vested restricted stock during the nine months ended September 30, 2023 and became available for future grants pursuant to the 2023 Plan.

Schedule of Nonvested Restricted Stock Units Activity

The following table summarizes the activity related to the Company’s RSUs for the nine months ended September 30, 2023:


	Number of Shares	Weighted-Average Grant-Date Fair Value per Share

	(in thousands)
Unvested and outstanding as of January 1, 2023	56,969	$	54.85
Granted	10,127	$	35.32
Vested (1)	(33,288)	$	49.73
Vested and not settled	(1,043)	$	36.13
Forfeited	(3,091)	$	66.72
Unvested and outstanding as of September 30, 2023	29,674	$	53.40

___________

(1) Includes 15,630,394 shares of common stock underlying RSUs that were withheld to cover taxes on the settlement of vested RSUs during the nine months ended September 30, 2023 and became available for future grants pursuant to the 2023 Plan.

Schedule of Conversions of Stock


	Number of Shares	Weighted-Average Grant-Date Fair Value per Share

	(in thousands)










Outstanding and vested as of January 1, 2023	689	$	18.52
Issued	—	$	—
Forfeited	(1)	$	18.52
Shares exchanged	(688)	$	18.52
Outstanding and vested as of September 30, 2023	—	$	—

Share-Based Payment Arrangement, Expensed and Capitalized, Amount

Stock-based compensation expense by line item in the condensed consolidated statements of operations related to stock options, restricted stock, and RSUs, as applicable, is as follows:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2023		2022		2023

	(in millions)
Cost of revenue	$	—	$	17	$	—	$	17
Operations and support	—		85		—		85
Research and development	3		1,711		10		1,715
Sales and marketing	1		292		3		294
General and administrative	6		500		10		503
Total stock-based compensation expense (1)	$	10	$	2,605	$	23	$	2,614

___________

(1) The Company recognized $2,581 million of stock-based compensation expense, net of $39 million capitalized related to the development of internal-use software, associated with vested RSUs and certain shares of vested restricted stock as a result of the satisfaction of the liquidity event-based vesting condition upon the effective date of the registration statement on Form S-1 in connection with the Company’s IPO. To meet the related tax withholding requirements for the net settlement, net exercise, and cancellation and repurchase, as applicable, of the vested RSUs, for certain vested stock options, and shares of vested restricted stock, the Company withheld or cancelled, as applicable, 20,810,882 of the 43,052,572 shares underlying such equity awards, resulting in the net issuance of 22,241,690 shares of common stock. Based on an IPO price of $30.00 per share, the Company’s tax withholding obligation was $570 million and was paid during the three months ended September 30, 2023.

- Definition

Tabular disclosure of an entity's stock, including par or stated value per share, number and dollar amount of share subscriptions, shares authorized, shares issued, shares outstanding, number and dollar amount of shares held in an employee trust, dividend per share, total dividends, share conversion features, par value plus additional paid in capital, the value of treasury stock and other information necessary to a fair presentation, and EPS information. Stock by class includes common, convertible, and preferred stocks which are not redeemable or redeemable solely at the option of the issuer. Includes preferred stock with redemption features that are solely within the control of the issuer and mandatorily redeemable stock if redemption is required to occur only upon liquidation or termination of the reporting entity. If more than one issue is outstanding, state the title of each issue and the corresponding dollar amount; dollar amount of any shares subscribed but unissued and the deduction of subscriptions receivable there from; number of shares authorized, issued, and outstanding.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(27))
-SubTopic 10
-Topic 210
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1

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-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(28))
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Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
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-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.3-04)
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Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef
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+ Details

Goodwill and Intangible Assets, Net - Narrative (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization	$ 6	$ 5	$ 20	$ 14

Redeemable Convertible Preferred Stock - Narrative (Details) - USD ($)		3 Months Ended		9 Months Ended
	Sep. 21, 2023	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Sep. 22, 2023	Dec. 31, 2022
Class of Stock [Line Items]
Preferred stock, shares authorized (in shares)	30,000,000	24,167,000		24,167,000			0
Temporary equity, par or stated value per share (in dollars per share)	$ 0.0001
Volume-weighted average price, measuring period				10 days
Volume-weighted average price consecutive trading days				10 days
Dividends		$ 0	$ 0	$ 0	$ 0
Common Stock
Class of Stock [Line Items]
Convertible preferred stock, shares issued upon conversion (in shares)	167,691,838
Series A Redeemable Convertible Preferred Stock
Class of Stock [Line Items]
Temporary equity, par or stated value per share (in dollars per share)		$ 0.0001		$ 0.0001			$ 0.0001
Sale of stock, dividend rate approval threshold						5.00%
Series A Redeemable Convertible Preferred Stock \| Private Placement
Class of Stock [Line Items]
Sale of stock, number of shares issued in transaction (in shares)	5,833,333
Sale of stock, price per share (in dollars per share)	$ 30.00
Sale of stock, consideration received on transaction	$ 175,000,000
Share price	$ 30.65
Sale of Stock, expected term	7 years
Sale of stock, volatility rate	54.00%
Sale of stock, discount for lack of marketability	35.00%

Stockholders’ Equity (Deficit) - Schedule of Conversions of Stock (Details) - Exchangeable Shares shares in Thousands	9 Months Ended
	Sep. 30, 2023 $ / shares shares
Number of Shares
Outstanding and vested, beginning of period (in shares) \| shares	689
Issued (in shares) \| shares	0
Forfeited (in shares) \| shares	(1)
Shares exchanged (in shares) \| shares	(688)
Outstanding and vested, ending of period (in shares) \| shares	0
Weighted-Average Grant-Date Fair Value per Share
Outstanding and vested, beginning of period, weighted average exercise price (in dollars per share) \| $ / shares	$ 18.52
Issued, weighted average exercise price (in dollars per share) \| $ / shares	0
Forfeited, weighted average exercise price (in dollars per share) \| $ / shares	18.52
Shares exchanged, weighted average exercise price (in dollars per share) \| $ / shares	18.52
Outstanding and vested, ending of period, weighted average exercise price (in dollars per share) \| $ / shares	$ 0

Property and Equipment, Net - Long-Lived Assets by Geographic Area (Details) - USD ($) $ in Millions	Sep. 30, 2023	Dec. 31, 2022
Property, Plant and Equipment [Line Items]
Total long-lived assets, net	$ 141	$ 79
United States
Property, Plant and Equipment [Line Items]
Total long-lived assets, net	122	65
Canada
Property, Plant and Equipment [Line Items]
Total long-lived assets, net	18	13
Other
Property, Plant and Equipment [Line Items]
Total long-lived assets, net	$ 1	$ 1

Significant Accounting Policies

9 Months Ended

Sep. 30, 2023

Accounting Policies [Abstract]

Significant Accounting Policies


2.						Significant Accounting Policies

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and applicable rules and regulations of the SEC regarding interim financial information. Certain information and disclosures normally included in consolidated financial statements prepared in accordance with GAAP have been condensed or omitted. Accordingly, these condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes for the year ended December 31, 2022 which can be found in the Company’s final prospectus dated September 18, 2023 filed with the SEC pursuant to Rule 424(b)(4) (“Prospectus”) under the Securities Act of 1933, as amended (the “Securities Act”). In management’s opinion, the unaudited interim condensed consolidated financial statements have been prepared on the same basis as the annual financial statements and reflect all adjustments, which include only normal recurring adjustments necessary for the fair statement of the condensed consolidated financial statements. The condensed consolidated balance sheet as of December 31, 2022 has been derived from the audited financial statements at that date but does not include all of the disclosures required by GAAP.

The condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries after elimination of all intercompany accounts and transactions. The condensed consolidated financial statements reflect all adjustments and reclassifications that, in the opinion of management, are necessary for the fair presentation of the Company’s results of operations and financial condition as of and for the periods presented. The results for the interim periods are not necessarily indicative of the results to be expected for the full year or any other future interim or annual period.

Other than those described below, there were no significant changes to the significant accounting policies from those that were disclosed in the audited consolidated financial statements and related notes for the year ended December 31, 2022 included in the Prospectus.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make judgments, estimates, and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenue and expenses during the reporting periods covered by the financial statements and accompanying notes. These judgments, estimates, and assumptions are used for, but not limited to, (i) revenue recognition, including revenue-related reserves, (ii) stock-based compensation, (iii) valuation of the Company’s common stock and equity awards, (iv) fair value of assets acquired and liabilities assumed for business combinations, (v) sales and indirect tax reserves, (vi) legal and other loss contingencies, (vii) income taxes, and (viii) capitalized internal-use software. The Company determines its estimates and judgments on historical experience and on various other assumptions that it believes are reasonable under the circumstances. However, actual results could differ from these estimates, and these differences may be material to the condensed consolidated financial statements.

The Company has considered the impacts of the COVID-19 pandemic, macroeconomic trends such as higher inflation, rising interest rates, and associated impacts to consumer discretionary income, the effects of supply chain challenges, cessation of government aid, and uncertainty regarding an economic recession on the assumptions and inputs supporting certain of the Company’s estimates, assumptions, and judgments. The level of uncertainties and volatility in the global financial markets and economies, as well as the uncertainties related to the impact of the pandemic, macroeconomic factors, geopolitical environment, and their effects on the Company’s operations and financial performance, means that these estimates may change in future periods as new events occur and additional information is obtained.

Deferred Offering Costs

Deferred offering costs, which consist of direct incremental legal, consulting, accounting, and other fees related to the anticipated sale of the Company’s common stock in the IPO, were initially capitalized and recorded in other assets on the condensed consolidated balance sheets. After the IPO, all deferred offering costs were reclassified into additional paid-in capital as a reduction of proceeds, net of underwriting discounts, received from the IPO on the condensed consolidated balance sheets.

Net Income (Loss) Per Share

The Company calculates basic and diluted net income (loss) per share attributable to common stockholders in conformity with the two-class method required for companies with participating securities. The Company considered all series of the redeemable convertible preferred stock issued prior to December 31, 2022 to be participating securities as the holders were entitled to receive non-cumulative dividends on a pari passu basis in the event that a dividend was paid on common stock. The two-class method requires earnings available to common stockholders for the period to be allocated between common stock and participating securities based upon their respective rights to receive dividends as if all earnings for the period had been distributed. Under the two-class method, net loss attributable to common stockholders was not allocated to the redeemable convertible preferred stock as the holders of redeemable convertible preferred stock did not have a contractual obligation to share in losses. Immediately prior to the completion of the IPO, all of the Company’s outstanding shares of redeemable convertible preferred stock were automatically converted into 167,691,838 shares of voting common stock, all of which were subsequently reclassified into common stock. The Company’s Series A redeemable convertible preferred stock is not considered a participating security for purposes of calculating net income

(loss) per share attributable to common stockholders as the holder is not entitled to participate in undistributed earnings with common stockholders.

Basic net income (loss) per share attributable to common stockholders is calculated by dividing the net income (loss) attributable to common stockholders, adjusted for accretion recognized, as applicable, by the weighted-average number of shares of common stock outstanding during the period. Diluted net income (loss) per share attributable to common stockholders, adjusted for accretion recognized, as applicable, is computed by giving effect to all potentially dilutive securities outstanding for the period. For periods in which the Company reports net losses, diluted net loss per share attributable to common stockholders is the same as basic net loss per share attributable to common stockholders, because the effect of potentially dilutive securities is not dilutive.

Business Combinations - Fair Value of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Millions	Sep. 30, 2023	Dec. 31, 2022	Sep. 02, 2022	Aug. 31, 2022
Business Acquisition [Line Items]
Goodwill	$ 318	$ 317
Eversight
Business Acquisition [Line Items]
Current assets				$ 7
Goodwill				27
Intangible assets				35
Total assets acquired				69
Total liabilities assumed				(10)
Net assets acquired				$ 59
Rosie
Business Acquisition [Line Items]
Current assets			$ 4
Goodwill			28
Intangible assets			21
Total assets acquired			53
Total liabilities assumed			(3)
Net assets acquired			$ 50

- Definition

+ References + Details

Investments

9 Months Ended

Sep. 30, 2023

Investments, Debt and Equity Securities [Abstract]

Investments


5.						Investments

The following tables summarize the amortized cost, gross unrealized gains and losses, and aggregate fair value of the Company’s investments in debt securities classified as available-for-sale:


	As of December 31, 2022
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Aggregate Fair Value
	(in millions)
Cash equivalents
Money market funds	$	480	$	—	$	—	$	480
Commercial paper	24		—		—		24

Total cash equivalents	504		—		—		504
Short-term marketable securities
Commercial paper	60		—		—		60
U.S. government and government agency debt securities	142		—		(2)		140
Corporate debt securities	9		—		—		9
Total short-term marketable securities	211		—		(2)		209
Long-term marketable securities
U.S. government and government agency debt securities	27		—		(1)		26
Corporate debt securities	2		—		—		2

Total long-term marketable securities	29		—		(1)		28
Total	$	744	$	—	$	(3)	$	741


	As of September 30, 2023
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Aggregate Fair Value

	(in millions)
Cash equivalents
Money market funds	$	1,246	$	—	$	—	$	1,246

U.S. government and government agency debt securities	87		—		—		87
Total cash equivalents	1,333		—		—		1,333
Short-term marketable securities

U.S. government and government agency debt securities	54		—		(1)		53
Corporate debt securities	3		—		—		3
Total short-term marketable securities	57		—		(1)		56





Total	$	1,390	$	—	$	(1)	$	1,389

For the purposes of computing realized and unrealized gains and losses, the cost of investments sold is based on the specific-identification method.


		As of December 31, 2022
		Less than 12 Months				12 Months or More				Total
		Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses

	(in millions)
Commercial paper		$	84	$	—	$	—	$	—	$	84	$	—
U.S. government and government agency debt securities		48		(1)		118		(2)		166		(3)
Corporate debt securities		2		—		9		—		11		—
Total		$	134	$	(1)	$	127	$	(2)	$	261	$	(3)


	As of September 30, 2023
	Less than 12 Months				12 Months or More				Total
	Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses

	(in millions)

U.S. government and government agency debt securities	$	—	$	—	$	43	$	(1)	$	43	$	(1)
Corporate debt securities	—		—		2		—		2		—
Total	$	—	$	—	$	45	$	(1)	$	45	$	(1)

The following table summarizes the amortized cost and fair value of the Company’s available-for-sale debt securities with a stated maturity date:


	As of December 31,				As of September 30,
	2022				2023
	Amortized Cost		Fair Value		Amortized Cost		Fair Value

	(in millions)
Within one year	$	715	$	713	$	1,390	$	1,389
One year through five years	29		28		—		—
Total	$	744	$	741	$	1,390	$	1,389

Business Combinations (Tables)

9 Months Ended

Sep. 30, 2023

Business Combination and Asset Acquisition [Abstract]

Schedule of Business Acquisitions, by Acquisition

The following table summarizes the fair value of assets acquired and liabilities assumed as of the date of acquisition:


	Fair value

	(in millions)
Current assets	$	7
Goodwill	27
Intangible assets	35

Total assets acquired	69
Total liabilities assumed	(10)
Net assets acquired	$	59

The Company has accounted for this acquisition as a business combination. The following table summarizes the fair value of assets acquired and liabilities assumed as of the date of acquisition:


	Fair value

	(in millions)
Current assets	$	4
Goodwill	28
Intangible assets	21

Total assets acquired	53
Total liabilities assumed	(3)
Net assets acquired	$	50

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed


	Amount		Weighted-Average Useful Life

	(in millions)		(in years)
Developed technology	$	21	6.0
Customer relationships	9		4.0
Trademarks	2		10.0
Non-compete	3		3.0
Total intangible assets	$	35

The fair value of identified intangible assets and their respective useful lives as at the time of acquisition were as follows:


	Amount		Weighted-Average Useful Life

	(in millions)		(in years)
Developed technology	$	10	5.0
Customer relationships	7		4.0
Trademark	3		10.0
Non-compete	1		3.0
Total intangible assets	$	21

Investments - Amortized Cost Versus Fair Value (Details) - USD ($) $ in Millions	Sep. 30, 2023	Dec. 31, 2022
Debt Securities, Available-for-Sale [Line Items]
Amortized Cost	$ 1,390	$ 744
Gross Unrealized Gains	0	0
Gross Unrealized Losses	(1)	(3)
Total	1,389	741
Cash equivalents
Debt Securities, Available-for-Sale [Line Items]
Amortized Cost	1,333	504
Gross Unrealized Gains	0	0
Gross Unrealized Losses	0	0
Total	1,333	504
Cash equivalents \| Money market funds
Debt Securities, Available-for-Sale [Line Items]
Amortized Cost	1,246	480
Gross Unrealized Gains	0	0
Gross Unrealized Losses	0	0
Total	1,246	480
Cash equivalents \| Commercial paper
Debt Securities, Available-for-Sale [Line Items]
Amortized Cost		24
Gross Unrealized Gains		0
Gross Unrealized Losses		0
Total		24
Cash equivalents \| U.S. government and government agency debt securities
Debt Securities, Available-for-Sale [Line Items]
Amortized Cost	87
Gross Unrealized Gains	0
Gross Unrealized Losses	0
Total	87
Short-term marketable securities
Debt Securities, Available-for-Sale [Line Items]
Amortized Cost	57	211
Gross Unrealized Gains	0	0
Gross Unrealized Losses	(1)	(2)
Total	56	209
Short-term marketable securities \| Commercial paper
Debt Securities, Available-for-Sale [Line Items]
Amortized Cost		60
Gross Unrealized Gains		0
Gross Unrealized Losses		0
Total		60
Short-term marketable securities \| U.S. government and government agency debt securities
Debt Securities, Available-for-Sale [Line Items]
Amortized Cost	54	142
Gross Unrealized Gains	0	0
Gross Unrealized Losses	(1)	(2)
Total	53	140
Short-term marketable securities \| Corporate debt securities
Debt Securities, Available-for-Sale [Line Items]
Amortized Cost	3	9
Gross Unrealized Gains	0	0
Gross Unrealized Losses	0	0
Total	$ 3	9
Long-term marketable securities
Debt Securities, Available-for-Sale [Line Items]
Amortized Cost		29
Gross Unrealized Gains		0
Gross Unrealized Losses		(1)
Total		28
Long-term marketable securities \| U.S. government and government agency debt securities
Debt Securities, Available-for-Sale [Line Items]
Amortized Cost		27
Gross Unrealized Gains		0
Gross Unrealized Losses		(1)
Total		26
Long-term marketable securities \| Corporate debt securities
Debt Securities, Available-for-Sale [Line Items]
Amortized Cost		2
Gross Unrealized Gains		0
Gross Unrealized Losses		0
Total		$ 2

Redeemable Convertible Preferred Stock

9 Months Ended

Sep. 30, 2023

Equity [Abstract]

Redeemable Convertible Preferred Stock


11.						Redeemable Convertible Preferred Stock

Redeemable Convertible Preferred Stock

Immediately prior to the completion of the Company’s IPO, all of the Company’s then-outstanding shares of redeemable convertible preferred stock were automatically converted into 167,691,838 shares of voting common stock and, in connection with the IPO, all shares of voting common stock underlying the redeemable convertible preferred stock were reclassified into an equivalent number of shares of common stock.

In connection with the Company’s IPO, the Restated Certificate became effective, which authorized the issuance of 30,000,000 shares of preferred stock with a par value of $0.0001 per share with rights and preferences, including voting rights, designated from time to time by the Company’s board of directors.

The following tables summarize the Company’s redeemable convertible preferred stock, as of December 31, 2022 and prior to the completion of the Company’s IPO:


	Shares Authorized	Shares Issued and Outstanding	Per Share Issuance Price		Conversion Price		Carrying Value, Net of Issuance Costs		Liquidation Value

	(in thousands)						(in millions)
Series A	51,250	51,210	$	0.2374	$	0.2374	$	11	$	12
Series B	16,655	15,115	2.9793		2.9078		40		45
Series B-1	745	745	2.9793		2.9078		2		2
Series C	19,236	16,540	13.3104		13.3104		220		220
Series D	26,998	22,302	18.5201		18.5201		413		413
Series E	17,404	17,359	20.1108		20.1108		349		349
Series F	30,153	30,153	29.7381		29.7381		897		897
Series G	6,758	6,758	48.0919		48.0919		325		325
Series H	5,000	5,000	60.0000		60.0000		300		300
Series I	2,120	2,120	125.0000		125.0000		265		265
Series I-1	2,000	—	125.0000		125.0000		—		—
Total	178,319	167,302					$	2,822	$	2,828

Series A Redeemable Convertible Preferred Stock

Immediately subsequent to the closing of the IPO in September 2023, the Company authorized and issued 5,833,333 shares of Series A redeemable convertible preferred stock at a price of $30.00 per share for proceeds of $175 million. The Company determined the fair value of the Series A redeemable convertible preferred stock at issuance was $175 million and was determined using a Monte Carlo valuation model. The key assumptions used included the closing price of the Company’s common stock on the issuance date of $30.65, an expected term of approximately seven years, an expected volatility of 54%, and a discount for lack of marketability of 35%.

Pursuant to the securities purchase agreement related to the issuance, the Company adopted the Certificate of Designation of Series A redeemable convertible preferred stock, as filed with the Secretary of State of the State of Delaware, setting forth the rights, designations, preferences, limitations, and restrictions applicable to the Series A redeemable convertible preferred stock.

The rights, preferences, and privileges of the Series A redeemable convertible preferred stock are as follows:

Seniority; Liquidation Preference

The Series A redeemable convertible preferred stock, with respect to distribution rights upon the liquidation, winding-up or dissolution of the Company (but excluding a change of control, as described below ranks (i) senior to the Company’s common stock, (ii) on parity with any class or series of the Company’s capital stock expressly designated as ranking on parity with the Series A redeemable convertible preferred stock, and (iii) junior to any class or series of the Company’s capital stock expressly designated as ranking senior to the Series A redeemable convertible preferred stock. The Series A redeemable convertible preferred stock has a liquidation preference equal to the greater of (i) the Stated Value (as defined below), and (ii) the amount that the holder would be entitled to receive on an as-converted to common stock basis based on the then-applicable Conversion Ratio (as defined below), on the date of such liquidation, winding-up or dissolution. Such liquidation, winding-up or dissolution amounts would be paid out of the Company’s assets legally available for distribution to its stockholders, after satisfaction of debt and other liabilities owed to its creditors and holders of shares of any senior securities and before any payment or distribution is made to holders of any junior securities, including, without limitation, the Company’s common stock.

The Stated Value for the Series A redeemable convertible preferred stock on a given date is defined as the sum of (i) the original issue price of the Series A redeemable convertible preferred stock, automatically increased at an annual rate of 5.0%, compounding on each anniversary of the issue date, through such date, and (ii) on an as-converted to common stock basis, the pro rata portion of any cash dividends or distributions that the Company pays on its common stock.

The Conversion Ratio for the Series A redeemable convertible preferred stock means (i) a number of shares of common stock equal to the quotient of the Stated Value divided by the conversion price, plus (ii) if the product of such number of shares of common stock times the 10-Day VWAP (as defined below) is less than the Stated Value on such date, an additional number of shares of common stock that, when multiplied by the 10-Day VWAP, equals the difference.

The 10-Day VWAP is defined as the average of the volume-weighted average price per share of common stock for each of the 10 consecutive trading days ending on, and including, the trading day immediately before the date of determination.

Conversion

From and after the seventh anniversary of the issue date of the Series A redeemable convertible preferred stock, at any time when the 10-Day VWAP exceeds the conversion price of the Series A redeemable convertible preferred stock, all outstanding shares of Series A redeemable convertible preferred stock will automatically convert into a number of shares of the Company’s common stock equal to the Conversion Ratio on such date.

In addition, on the third anniversary of the issue date of the Series A redeemable convertible preferred stock, if the 10-Day VWAP immediately prior to such date exceeds the conversion price of the Series A redeemable convertible preferred stock, the holder will have the option to convert all outstanding shares of Series A redeemable convertible preferred stock at the conversion price on such date plus, if there is a Conversion Shortfall (as defined below), such additional number of shares of Common Stock that, when multiplied by the 10-Day VWAP immediately prior to such date, equals the Conversion Shortfall.

The conversion price for the Series A redeemable convertible preferred stock is not subject to adjustment, except for customary adjustments for stock splits, stock dividends, recapitalizations, reorganizations and similar corporate actions.

The Conversion Shortfall for the Series A redeemable convertible preferred stock on any conversion date is defined as the absolute dollar value by which the product of the Conversion Ratio and the 10-Day VWAP for an applicable conversion is less than the Stated Value plus the Minimum Return Amount on such date.

Redemption

At any time from and after the seventh anniversary of the issue date of the Series A redeemable convertible preferred stock, if the 10-Day VWAP does not exceed the conversion price, the Company has the right to redeem all, but not less than all, outstanding shares of Series A redeemable convertible preferred stock at the Stated Value on such redemption date.

On each of the third anniversary (only if the 10-Day VWAP immediately prior to such date does not exceed the conversion price), the seventh anniversary, the tenth anniversary and the thirteenth anniversary of the issue date, the holder has the right to require the Company to redeem all, but not less than all, outstanding shares of Series A redeemable convertible preferred stock at the Stated Value on such redemption date.

Upon a change of control of the Company, the Company will redeem all, but not less than all, outstanding shares of Series A redeemable convertible preferred stock for an amount equal to the greater of (i) the Stated Value on the date of the change of control and (ii) the amount that the holder would be entitled to receive on an as-converted to common stock basis based on the then-applicable conversion ratio (for which the 10-Day VWAP equals the purchase price or transaction consideration per share of common stock in the change of control transaction).

Under certain regulatory events or strategic actions by the Company or the holder the Company or the holder, as applicable, has the right to elect to redeem all outstanding shares of Series A redeemable convertible preferred stock at the Stated Value, if the 10-Day VWAP immediately prior to the date of such event does not exceed the conversion price, or convert all outstanding shares of Series A redeemable convertible preferred stock into a number of shares of the Company’s common stock equal to the then-applicable conversion ratio, in case the 10-Day VWAP immediately prior to the date of such event exceeds the conversion price.

The Company presents its Series A redeemable convertible preferred stock outside of stockholders’ equity (deficit) as mezzanine equity because the shares contain redemption features that are not solely within the Company’s control. The Company is required to accrete the carrying value of the Series A redeemable preferred stock to its redemption value over

the period from issuance through redemption date. The accretion was not material during the three and nine months ended September 30, 2023.

Voting

The Series A redeemable convertible preferred stock confers no voting rights on the holder, except as required by applicable law and with respect to matters that adversely change the powers, preferences, privileges, rights or restrictions of the Series A redeemable convertible preferred stock, including the authorization or issuance of equity securities that would rank senior to or pari passu with the Series A redeemable convertible preferred stock (other than, in certain cases, new shares of Series A redeemable convertible preferred stock or new series of preferred stock with substantially similar terms as the Series A redeemable convertible preferred stock) and the declaration or payment of cash dividends on shares other than the Series A redeemable convertible preferred stock in excess a 5.0% annual dividend yield.

No dividends were declared or paid during the three or nine months ended September 30, 2022 and 2023.

Goodwill and Intangible Assets, Net (Tables)

9 Months Ended

Sep. 30, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Goodwill

The changes in the carrying amount of goodwill for the nine months ended September 30, 2023 were as follows:


	Amount

	(in millions)
Balance as of January 1, 2023	$	317
Additions related to business acquisitions	—
Effect of foreign currency translation	—
Measurement period adjustments	1
Balance as of September 30, 2023	$	318

Schedule of Acquired Indefinite-Lived Intangible Assets by Major Class

Intangible assets, net, resulting from business combinations and asset purchases consisted of the following:


	As of December 31, 2022
	Gross Carrying Value		Accumulated Amortization		Net Carrying Value		Weighted-Average Remaining Useful Life

	(in millions)						(in years)
Developed technology	$	92	$	(25)	$	67	4.1
Customer relationships	27		(7)		20		3.2
Patents	11		(2)		9		5.8
Other	8		(1)		7		6.3
Total intangible assets, net	$	138	$	(35)	$	103


	As of September 30, 2023
	Gross Carrying Value		Accumulated Amortization		Net Carrying Value		Weighted-Average Remaining Useful Life

	(in millions)						(in years)
Developed technology	$	91	$	(38)	$	53	3.6
Customer relationships	27		(12)		15		2.5
Patents	11		(3)		8		5.1
Other	8		(2)		6		6.0
Total intangible assets, net	$	137	$	(55)	$	82

Schedule of Finite-Lived Intangible Assets, Future Amortization Expense

As of September 30, 2023, the remaining intangible asset amortization was as follows:


	Amount

Year ending December 31,	(in millions)
Remainder of 2023	$	7
2024	26
2025	21
2026	16
2027	7
Thereafter	5
Total	$	82

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 55
-Paragraph 24
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482548/350-20-55-24

Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 3: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 5: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 6: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 7: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 8: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 9: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 10: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 11: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1A
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1A

Reference 12: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-2

+ Details

Fair Value Measurements (Tables)

9 Months Ended

Sep. 30, 2023

Fair Value Disclosures [Abstract]

Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis

The following tables summarize assets and liabilities that are measured at fair value on a recurring basis, by level, within the fair value hierarchy:


	As of December 31, 2022
	Level 1		Level 2		Level 3		Total

	(in millions)
Cash equivalents
Money market funds	$	480	$	—	$	—	$	480
Commercial paper	—		24		—		24

Total cash equivalents	480		24		—		504
Short-term marketable securities
Commercial paper	—		60		—		60
U.S. government and government agency debt securities	—		140		—		140
Corporate debt securities	—		9		—		9
Total short-term marketable securities	—		209		—		209
Long-term marketable securities
U.S. government and government agency debt securities	—		26		—		26
Corporate debt securities	—		2		—		2
Total long-term marketable securities	—		28		—		28
Total	$	480	$	261	$	—	$	741


	As of September 30, 2023
	Level 1		Level 2		Level 3		Total

	(in millions)
Cash equivalents
Money market funds	$	1,246	$	—	$	—	$	1,246

U.S. government and government agency debt securities	—		87		—		87
Total cash equivalents	1,246		87		—		1,333
Short-term marketable securities

U.S. government and government agency debt securities	—		53		—		53
Corporate debt securities	—		3		—		3
Total short-term marketable securities	—		56		—		56




Total	$	1,246	$	143	$	—	$	1,389

Redeemable Convertible Preferred Stock (Tables)

9 Months Ended

Sep. 30, 2023

Equity [Abstract]

Schedule of Convertible Preferred Stock

The following tables summarize the Company’s redeemable convertible preferred stock, as of December 31, 2022 and prior to the completion of the Company’s IPO:


	Shares Authorized	Shares Issued and Outstanding	Per Share Issuance Price		Conversion Price		Carrying Value, Net of Issuance Costs		Liquidation Value

	(in thousands)						(in millions)
Series A	51,250	51,210	$	0.2374	$	0.2374	$	11	$	12
Series B	16,655	15,115	2.9793		2.9078		40		45
Series B-1	745	745	2.9793		2.9078		2		2
Series C	19,236	16,540	13.3104		13.3104		220		220
Series D	26,998	22,302	18.5201		18.5201		413		413
Series E	17,404	17,359	20.1108		20.1108		349		349
Series F	30,153	30,153	29.7381		29.7381		897		897
Series G	6,758	6,758	48.0919		48.0919		325		325
Series H	5,000	5,000	60.0000		60.0000		300		300
Series I	2,120	2,120	125.0000		125.0000		265		265
Series I-1	2,000	—	125.0000		125.0000		—		—
Total	178,319	167,302					$	2,822	$	2,828

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions	Sep. 30, 2023	Dec. 31, 2022
Account receivable, net of allowance	$ 4	$ 2
Temporary equity, shares authorized (in shares)		178,319,000
Temporary equity, shares issued (in shares)		167,302,000
Temporary equity, shares outstanding (in shares)		167,302,000
Temporary equity, liquidation preference		$ 2,828
Preferred stock, par or stated value per share (in dollars per share)	$ 0.0001
Preferred stock, shares authorized (in shares)	24,167,000	0
Preferred stock, shares issued (in shares)		0
Preferred stock, shares outstanding (in shares)	0	0
Common stock, par or stated value per share (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in dollars per share)	2,000,000,000	820,509,000
Common stock, shares, issued (in shares)	280,087,000	72,230,000
Common stock, shares, outstanding (in shares)	280,087,000	72,230,000
Exchangeable share, shares authorized (in shares)	0	702,000
Exchangeable share, shares, issued (in shares)	0	689,000
Exchangeable share, shares, outstanding (in shares)	0	689,000
Redeemable Convertible Preferred Stock
Temporary equity, par or stated value per share (in dollars per share)	$ 0.0001	$ 0.0001
Temporary equity, shares authorized (in shares)	0	178,319,000
Temporary equity, shares issued (in shares)	0	167,302,000
Temporary equity, shares outstanding (in shares)	0	167,302,000
Temporary equity, liquidation preference	$ 0	$ 2,828
Series A Redeemable Convertible Preferred Stock
Temporary equity, par or stated value per share (in dollars per share)	$ 0.0001	$ 0.0001
Temporary equity, shares authorized (in shares)	5,833,000	0
Temporary equity, shares issued (in shares)	5,833,000	0
Temporary equity, shares outstanding (in shares)	5,833,000	0

Significant Accounting Policies (Policies)	9 Months Ended
Significant Accounting Policies (Policies)	Sep. 30, 2023
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and applicable rules and regulations of the SEC regarding interim financial information. Certain information and disclosures normally included in consolidated financial statements prepared in accordance with GAAP have been condensed or omitted. Accordingly, these condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes for the year ended December 31, 2022 which can be found in the Company’s final prospectus dated September 18, 2023 filed with the SEC pursuant to Rule 424(b)(4) (“Prospectus”) under the Securities Act of 1933, as amended (the “Securities Act”). In management’s opinion, the unaudited interim condensed consolidated financial statements have been prepared on the same basis as the annual financial statements and reflect all adjustments, which include only normal recurring adjustments necessary for the fair statement of the condensed consolidated financial statements. The condensed consolidated balance sheet as of December 31, 2022 has been derived from the audited financial statements at that date but does not include all of the disclosures required by GAAP. The condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries after elimination of all intercompany accounts and transactions. The condensed consolidated financial statements reflect all adjustments and reclassifications that, in the opinion of management, are necessary for the fair presentation of the Company’s results of operations and financial condition as of and for the periods presented. The results for the interim periods are not necessarily indicative of the results to be expected for the full year or any other future interim or annual period. Other than those described below, there were no significant changes to the significant accounting policies from those that were disclosed in the audited consolidated financial statements and related notes for the year ended December 31, 2022 included in the Prospectus.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make judgments, estimates, and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenue and expenses during the reporting periods covered by the financial statements and accompanying notes. These judgments, estimates, and assumptions are used for, but not limited to, (i) revenue recognition, including revenue-related reserves, (ii) stock-based compensation, (iii) valuation of the Company’s common stock and equity awards, (iv) fair value of assets acquired and liabilities assumed for business combinations, (v) sales and indirect tax reserves, (vi) legal and other loss contingencies, (vii) income taxes, and (viii) capitalized internal-use software. The Company determines its estimates and judgments on historical experience and on various other assumptions that it believes are reasonable under the circumstances. However, actual results could differ from these estimates, and these differences may be material to the condensed consolidated financial statements. The Company has considered the impacts of the COVID-19 pandemic, macroeconomic trends such as higher inflation, rising interest rates, and associated impacts to consumer discretionary income, the effects of supply chain challenges, cessation of government aid, and uncertainty regarding an economic recession on the assumptions and inputs supporting certain of the Company’s estimates, assumptions, and judgments. The level of uncertainties and volatility in the global financial markets and economies, as well as the uncertainties related to the impact of the pandemic, macroeconomic factors, geopolitical environment, and their effects on the Company’s operations and financial performance, means that these estimates may change in future periods as new events occur and additional information is obtained.
Deferred Offering Costs	Deferred Offering Costs Deferred offering costs, which consist of direct incremental legal, consulting, accounting, and other fees related to the anticipated sale of the Company’s common stock in the IPO, were initially capitalized and recorded in other assets on the condensed consolidated balance sheets. After the IPO, all deferred offering costs were reclassified into additional paid-in capital as a reduction of proceeds, net of underwriting discounts, received from the IPO on the condensed consolidated balance sheets.
Net Income (Loss) Per Share	Net Income (Loss) Per Share The Company calculates basic and diluted net income (loss) per share attributable to common stockholders in conformity with the two-class method required for companies with participating securities. The Company considered all series of the redeemable convertible preferred stock issued prior to December 31, 2022 to be participating securities as the holders were entitled to receive non-cumulative dividends on a pari passu basis in the event that a dividend was paid on common stock. The two-class method requires earnings available to common stockholders for the period to be allocated between common stock and participating securities based upon their respective rights to receive dividends as if all earnings for the period had been distributed. Under the two-class method, net loss attributable to common stockholders was not allocated to the redeemable convertible preferred stock as the holders of redeemable convertible preferred stock did not have a contractual obligation to share in losses. Immediately prior to the completion of the IPO, all of the Company’s outstanding shares of redeemable convertible preferred stock were automatically converted into 167,691,838 shares of voting common stock, all of which were subsequently reclassified into common stock. The Company’s Series A redeemable convertible preferred stock is not considered a participating security for purposes of calculating net income (loss) per share attributable to common stockholders as the holder is not entitled to participate in undistributed earnings with common stockholders. Basic net income (loss) per share attributable to common stockholders is calculated by dividing the net income (loss) attributable to common stockholders, adjusted for accretion recognized, as applicable, by the weighted-average number of shares of common stock outstanding during the period. Diluted net income (loss) per share attributable to common stockholders, adjusted for accretion recognized, as applicable, is computed by giving effect to all potentially dilutive securities outstanding for the period. For periods in which the Company reports net losses, diluted net loss per share attributable to common stockholders is the same as basic net loss per share attributable to common stockholders, because the effect of potentially dilutive securities is not dilutive.

Income Taxes (Details)	3 Months Ended		9 Months Ended
Income Taxes (Details)	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Income Tax Disclosure [Abstract]
Effective income tax rate reconciliation, percent	18.00%	(8.90%)	17.60%	5.20%

Net Income (Loss) per Share Attributable to Common Stockholders (Tables)

9 Months Ended

Sep. 30, 2023

Earnings Per Share [Abstract]

Schedule of Earnings Per Share, Basic and Diluted

The following table sets forth the computation of basic and diluted net income (loss) per share attributable to common stockholders:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2023		2022		2023

	(in millions, except share amounts, which are reflected in thousands, and per share amounts)
Numerator:
Net income (loss)	$	36	$	(1,999)	$	(38)	$	(1,757)
Less: Undistributed earnings attributable to preferred stockholders	(36)		—		—		—
Net income (loss) attributable to common stockholders, basic and diluted	$	—	$	(1,999)	$	(38)	$	(1,757)



Denominator:







Weighted-average shares used in computing net income (loss) per share attributable to common stockholders, basic and diluted	72,010		95,836		71,783		80,180

Net income (loss) per share attributable to common stockholders, basic and diluted	$	—	$	(20.86)	$	(0.52)	$	(21.92)

Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share

The following potentially dilutive outstanding securities were excluded from the computation of diluted income (loss) per share attributable to common stockholders because their effect was not dilutive:


	As of September 30,
	2022	2023

	(in thousands)
Redeemable convertible preferred stock	167,692	—
Series A redeemable convertible preferred stock	—	5,833
Stock options	30,059	19,996
Restricted stock units	—	28,559

Unvested restricted non-voting common stock	399	375
Non-voting common stock warrants	7,431	—
Total	205,581	54,763

The following potentially dilutive outstanding securities were excluded from the table above because they are subject to performance-based and / or market-based vesting conditions that were not achieved as of those dates:


	As of September 30,
	2022	2023

	(in thousands)
Restricted stock units	48,309	2,158
Unvested restricted non-voting common stock	450	—
Non-voting common stock warrants	1,858	—
Total	50,617	2,158

Net Income (Loss) per Share Attributable to Common Stockholders

9 Months Ended

Sep. 30, 2023

Earnings Per Share [Abstract]

Net Income (Loss) per Share Attributable to Common Stockholders


14.						Net Income (Loss) per Share Attributable to Common Stockholders

Prior to the IPO, the rights, including the liquidation and dividend rights, of the holders of voting and non-voting common stock were identical, except with respect to voting. As the liquidation and dividend rights were identical, the undistributed earnings were allocated on a proportionate basis and the resulting net income (loss) per share attributable to common stockholders were, therefore, the same for both voting and non-voting common stock on an individual or combined basis.

Immediately prior to the completion of the IPO, all outstanding shares of the Company’s non-voting common stock were converted into shares of voting common stock, all of which were subsequently reclassified into common stock. The shares issued in the IPO and the shares of common stock issued upon conversion of the then-outstanding shares of redeemable convertible preferred stock in connection with the IPO, as well as vested RSUs that have been settled, are included in the table below weighted for the period outstanding during the three and nine months ended September 30, 2022 and 2023.

The following table sets forth the computation of basic and diluted net income (loss) per share attributable to common stockholders:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2023		2022		2023

	(in millions, except share amounts, which are reflected in thousands, and per share amounts)
Numerator:
Net income (loss)	$	36	$	(1,999)	$	(38)	$	(1,757)
Less: Undistributed earnings attributable to preferred stockholders	(36)		—		—		—
Net income (loss) attributable to common stockholders, basic and diluted	$	—	$	(1,999)	$	(38)	$	(1,757)



Denominator:







Weighted-average shares used in computing net income (loss) per share attributable to common stockholders, basic and diluted	72,010		95,836		71,783		80,180

Net income (loss) per share attributable to common stockholders, basic and diluted	$	—	$	(20.86)	$	(0.52)	$	(21.92)


	As of September 30,
	2022	2023

	(in thousands)
Redeemable convertible preferred stock	167,692	—
Series A redeemable convertible preferred stock	—	5,833
Stock options	30,059	19,996
Restricted stock units	—	28,559

Unvested restricted non-voting common stock	399	375
Non-voting common stock warrants	7,431	—
Total	205,581	54,763


	As of September 30,
	2022	2023

	(in thousands)
Restricted stock units	48,309	2,158
Unvested restricted non-voting common stock	450	—
Non-voting common stock warrants	1,858	—
Total	50,617	2,158

Investments - Investments Classified by Contractual Maturity Date (Details) - USD ($) $ in Millions	Sep. 30, 2023	Dec. 31, 2022
Debt Securities, Available-for-Sale [Line Items]
Debt securities, AFS, continuous unrealized loss position, less than 12 months	$ 0	$ 134
Debt securities, AFS, continuous unrealized loss position, less than 12 months, accumulated loss	0	(1)
Debt securities, AFS, continuous unrealized loss position, 12 months or longer	45	127
Debt securities, AFS, continuous unrealized loss position, 12 months or longer, accumulated loss	(1)	(2)
Debt securities, AFS, unrealized loss position	45	261
Debt securities, available-for-sale, unrealized loss position, accumulated loss	(1)	(3)
Commercial paper
Debt Securities, Available-for-Sale [Line Items]
Debt securities, AFS, continuous unrealized loss position, less than 12 months		84
Debt securities, AFS, continuous unrealized loss position, less than 12 months, accumulated loss		0
Debt securities, AFS, continuous unrealized loss position, 12 months or longer		0
Debt securities, AFS, continuous unrealized loss position, 12 months or longer, accumulated loss		0
Debt securities, AFS, unrealized loss position		84
Debt securities, available-for-sale, unrealized loss position, accumulated loss		0
U.S. government and government agency debt securities
Debt Securities, Available-for-Sale [Line Items]
Debt securities, AFS, continuous unrealized loss position, less than 12 months	0	48
Debt securities, AFS, continuous unrealized loss position, less than 12 months, accumulated loss	0	(1)
Debt securities, AFS, continuous unrealized loss position, 12 months or longer	43	118
Debt securities, AFS, continuous unrealized loss position, 12 months or longer, accumulated loss	(1)	(2)
Debt securities, AFS, unrealized loss position	43	166
Debt securities, available-for-sale, unrealized loss position, accumulated loss	(1)	(3)
Corporate debt securities
Debt Securities, Available-for-Sale [Line Items]
Debt securities, AFS, continuous unrealized loss position, less than 12 months	0	2
Debt securities, AFS, continuous unrealized loss position, less than 12 months, accumulated loss	0	0
Debt securities, AFS, continuous unrealized loss position, 12 months or longer	2	9
Debt securities, AFS, continuous unrealized loss position, 12 months or longer, accumulated loss	0	0
Debt securities, AFS, unrealized loss position	2	11
Debt securities, available-for-sale, unrealized loss position, accumulated loss	$ 0	$ 0

Revenue (Tables)

9 Months Ended

Sep. 30, 2023

Revenue from Contract with Customer [Abstract]

Reconciliation of Revenue from Segments to Consolidated

The Company believes this depicts how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors.


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2023		2022		2023

	(in millions)
Transaction	$	482	$	542	$	1,281	$	1,611
Advertising and other	186		222		513		628
Total revenue	$	668	$	764	$	1,794	$	2,239

Revenue from External Customers by Geographic Areas

Revenue by geographic areas based on bill-to location was as follows:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2023		2022		2023

	(in millions)
United States	$	648	$	737	$	1,741	$	2,163
International (1)	20		27		53		76
Total revenue	$	668	$	764	$	1,794	$	2,239

___________

(1) No individual international country represented 10% or more of the Company’s total revenue for the three or nine months ended September 30, 2022 or 2023.

Net Income (Loss) per Share Attributable to Common Stockholders - Anti-dilutive (Details) - shares shares in Thousands	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation	54,763	205,581
Performance And Or Market-Based Conditions
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation	2,158	50,617
Redeemable Convertible Preferred Stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation	0	167,692
Series A Redeemable Convertible Preferred Stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation	5,833	0
Stock options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation	19,996	30,059
Restricted stock units
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation	28,559	0
Restricted stock units \| Performance And Or Market-Based Conditions
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation	2,158	48,309
Unvested restricted non-voting common stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation	375	399
Unvested restricted non-voting common stock \| Performance And Or Market-Based Conditions
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation	0	450
Non-voting common stock warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation	0	7,431
Non-voting common stock warrants \| Performance And Or Market-Based Conditions
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation	0	1,858

Goodwill and Intangible Assets, Net

9 Months Ended

Sep. 30, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Intangible Assets, Net


8.						Goodwill and Intangible Assets, Net

Goodwill

The changes in the carrying amount of goodwill for the nine months ended September 30, 2023 were as follows:


	Amount

	(in millions)
Balance as of January 1, 2023	$	317
Additions related to business acquisitions	—
Effect of foreign currency translation	—
Measurement period adjustments	1
Balance as of September 30, 2023	$	318

Intangible Assets, Net

Intangible assets, net, resulting from business combinations and asset purchases consisted of the following:


	As of December 31, 2022
	Gross Carrying Value		Accumulated Amortization		Net Carrying Value		Weighted-Average Remaining Useful Life

	(in millions)						(in years)
Developed technology	$	92	$	(25)	$	67	4.1
Customer relationships	27		(7)		20		3.2
Patents	11		(2)		9		5.8
Other	8		(1)		7		6.3
Total intangible assets, net	$	138	$	(35)	$	103


	As of September 30, 2023
	Gross Carrying Value		Accumulated Amortization		Net Carrying Value		Weighted-Average Remaining Useful Life

	(in millions)						(in years)
Developed technology	$	91	$	(38)	$	53	3.6
Customer relationships	27		(12)		15		2.5
Patents	11		(3)		8		5.1
Other	8		(2)		6		6.0
Total intangible assets, net	$	137	$	(55)	$	82

Amortization expense totaled $5 million and $6 million for the three months ended September 30, 2022 and 2023, respectively, and $14 million and $20 million for the nine months ended September 30, 2022 and 2023.

As of September 30, 2023, the remaining intangible asset amortization was as follows:


	Amount

Year ending December 31,	(in millions)
Remainder of 2023	$	7
2024	26
2025	21
2026	16
2027	7
Thereafter	5
Total	$	82

Income Taxes

9 Months Ended

Sep. 30, 2023

Income Tax Disclosure [Abstract]

Income Taxes


13.						Income Taxes

The Company’s provision for (benefit from) income taxes for interim periods is determined using an estimated annual effective tax rate, adjusted for discrete items arising in that quarter.

The Company’s effective tax rates for each period presented are the result of the mix of income earned in various tax jurisdictions that apply a broad range of income tax rates. The Company’s effective tax rate was (8.9)% and 18.0% for the three months ended September 30, 2022 and 2023, respectively, and 5.2% and 17.6% for the nine months ended September 30, 2022 and 2023, respectively.

For the three months ended September 30, 2022 and 2023, the Company’s benefit from income taxes varied from the tax computed at the U.S. federal statutory income tax rate primarily due to the Company maintaining a U.S. valuation allowance on the Company’s deferred tax asset during the three months ended September 30, 2022, which was released during the fourth quarter of 2022, the tax effects of stock-based compensation, including certain restructurings, recognized during the three months ended September 30, 2023 in connection with the Company’s IPO, and an increase in U.S. research and development credit generation during the three months ended September 30, 2023.

For the nine months ended September 30, 2022 and 2023, the Company’s provision for income taxes varied from the tax computed at the U.S. federal statutory income tax rate primarily due to the Company maintaining a U.S. valuation allowance on the Company’s deferred tax assets during the nine months ended September 2022, which was released during the fourth quarter of 2022, being subject to minimal state income taxes during the nine months ended September 30, 2022, the tax effects of stock-based compensation, including certain restructurings, recognized during the nine months ended September 30, 2023 in connection with the Company’s IPO, and an increase in U.S. research and development credit generation during the nine months ended September 30, 2023.

- 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
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-13

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

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//740/tableOfContent

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-14

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 21
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-21

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 270
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482526/740-270-50-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 17
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-17

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB TOPIC 6.I.5.Q1)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479360/740-10-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479360/740-10-S99-2

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 30
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482603/740-30-50-2

+ Details

Stockholders’ Equity (Deficit) -Narrative (Details) - USD ($)		1 Months Ended	3 Months Ended		9 Months Ended
	Sep. 21, 2023	Aug. 31, 2023	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022
Class of Stock [Line Items]
Dividends			$ 0	$ 0	$ 0	$ 0
Common stock, shares authorized (in dollars per share)	2,000,000,000		2,000,000,000		2,000,000,000		820,509,000
Share-based compensation arrangement by share-based payment award, options, exercises in period, intrinsic value					$ 244,000,000	7,000,000
Share-based compensation arrangement by share-based payment award, options, vested in period, fair value					$ 4,000,000	15,000,000
Common stock, capital shares reserved for future issuance (in shares)			105,776,000		105,776,000		266,488,000
Share-based payment arrangement, nonvested award, cost not yet recognized, amount			$ 711,000,000		$ 711,000,000
Share-based payment arrangement, nonvested award, cost not yet recognized, period for recognition					2 years 1 month 24 days
Share-based payment arrangement, amount capitalized	$ 39,000,000		41,000,000	0	$ 41,000,000	0
Share-based payment arrangement, expense, tax benefit			$ 247,000,000	$ 0	$ 247,000,000	$ 0
2023 Plan
Class of Stock [Line Items]
Share-based compensation arrangement by share-based payment award, number of shares authorized		114,875,120
Percentage of outstanding stock maximum		5.00%
Stock options
Class of Stock [Line Items]
Common stock, capital shares reserved for future issuance (in shares)			19,996,000		19,996,000		30,033,000
Stock options \| 2023 Plan
Class of Stock [Line Items]
Share-based compensation arrangement by share-based payment award, maximum shares issued upon exercise		344,625,360
Shares available for issuance under the 2023 Employee Stock Purchase Plan
Class of Stock [Line Items]
Percentage of outstanding stock maximum					1.00%
Common stock, capital shares reserved for future issuance (in shares)			7,000,000		7,000,000		0
Share-based compensation arrangement by share-based payment award, number of additional shares allowable under the plan (in shares)			7,000,000		7,000,000

Investments - Amortized Cost and Fair Value by Maturity Dates (Details) - USD ($) $ in Millions	Sep. 30, 2023	Dec. 31, 2022
Amortized Cost
Within one year	$ 1,390	$ 715
One year through five years	0	29
Total	1,390	744
Fair Value
Within one year	1,389	713
One year through five years	0	28
Total	$ 1,389	$ 741

Revenue

9 Months Ended

Sep. 30, 2023

Revenue from Contract with Customer [Abstract]

Revenue


3.						Revenue

Disaggregation of Revenue

The following table depicts the disaggregation of revenue according to type of revenue and is consistent with how the Company evaluates financial performance. The Company believes this depicts how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors.


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2023		2022		2023

	(in millions)
Transaction	$	482	$	542	$	1,281	$	1,611
Advertising and other	186		222		513		628
Total revenue	$	668	$	764	$	1,794	$	2,239

Revenue by geographic areas based on bill-to location was as follows:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2023		2022		2023

	(in millions)
United States	$	648	$	737	$	1,741	$	2,163
International (1)	20		27		53		76
Total revenue	$	668	$	764	$	1,794	$	2,239

___________

(1) No individual international country represented 10% or more of the Company’s total revenue for the three or nine months ended September 30, 2022 or 2023.

Contract Assets and Liabilities

The Company records deferred revenue, which is a contract liability, when the Company receives customer payments in advance of the performance obligations being satisfied on the Company’s contracts. Deferred revenue is primarily comprised of balances related to Instacart+ memberships. Substantially all of the Company’s deferred revenue as of December 31, 2022 and September 30, 2023 is expected to be recognized within a year. During the nine months ended September 30, 2022 and 2023, the Company recognized $137 million and $166 million of revenue, respectively, from the deferred revenue balance as of December 31, 2021 and 2022.

There were no material contract assets as of December 31, 2022 or September 30, 2023.

Equity Agreements with Retailers

From time to time, the Company has entered into equity agreements with retailers for the purchase or grant of non-voting common stock warrants, and non-voting common stock (collectively, the “Equity Agreements”). These Equity Agreements are generally executed at or near the time of execution of commercial agreements for the Company’s services.

In accordance with ASC 606, the Company considers any excess of the fair value of the equity instruments issued over any cash payments received in exchange for the instrument to be consideration paid to the retailers and therefore, a reduction of revenue. No adjustments to revenue were recorded during the three or nine months ended September 30, 2022 or 2023. Immediately prior to the completion of the IPO, shares of non-voting common stock underlying the Equity Agreements, including shares subject to related warrant agreements, were converted into shares of voting common stock which were subsequently reclassified into an equivalent number of shares of common stock.

November 2017 Retailer Warrants

In November 2017, the Company entered into a commercial agreement with a retailer, and in connection with the commercial agreement, the Company entered into a warrant agreement to issue warrants for the purchase of up to 9,289,410 shares of non-voting common stock with an exercise price of $18.52. The warrants vest subject to the achievement of three time-based or performance-based milestones. The first milestone is a time-based milestone in which 5,573,650 shares vest after 36 months have elapsed subsequent to the execution date of the commercial agreement. The second and third milestones are performance-based milestones in which 1,857,880 shares each vest based on achievement of certain performance metrics by the Company. These warrants are exercisable, solely with respect to the shares that have vested in connection with a particular milestone, in whole or in part, and in all cases only prior to the expiration of the warrant. These warrants were exercisable as of the earlier of a Deemed Liquidation Event, defined as the liquidation, dissolution, or wind-up the business, or the consummation of any merger or consolidation or any sale, lease, transfer, exclusive license, or other disposition of all or substantially all the assets of the Company, or the six-year anniversary of the date of the commercial agreement, after a modification of the warrants in October 2022 to extend the expiration period. During the year ended December 31, 2020, the first and second milestones were achieved, and an aggregate of 7,431,530 shares vested.

As of December 31, 2022, 7,431,530 warrants were outstanding, vested, and exercisable. The weighted-average remaining contractual term and the aggregate intrinsic value as of December 31, 2022 of the warrants outstanding and vested was 0.88 years and $87 million, respectively. During the three and nine months ended September 30, 2022, no warrants were exercised, cancelled, or expired.

On August 22, 2023, the Company entered into an amendment to provide for the net exercise of the warrants solely in connection with an initial public offering whereby any shares issued upon exercise would equal the difference in value between the fair value of the shares and the exercise price of the warrants on the exercise date. No reductions to revenue were recorded as there was no change to the fair value of the warrant as a result of the modification. In September 2023, the retailer net exercised warrants to purchase 7,431,530 shares of non-voting common stock in connection with the IPO, which resulted in the net issuance of 2,483,784 shares of non-voting common stock, which were subsequently reclassified into an equivalent number of shares of common stock. There were no warrants outstanding under this warrant agreement as of September 30, 2023.

July 2018 Retailer Warrants

In July 2018, the Company entered into a warrant agreement with another retailer to issue warrants for the purchase of up to 14,863,040 shares of non-voting common stock with an exercise price of $18.52. The warrants vest subject to achievement of time-based milestones. Vesting commenced on January 1, 2018, the vesting start date, with 3,715,760 shares each vesting on the 12 and 24-month anniversaries of the vesting commencement date and four tranches of 1,857,880 shares each vesting every six months thereafter. The retailer can exercise any or all shares vested for a given milestone on or within 90 days following the date of the milestone being achieved. These warrants expire the earliest of 90 days subsequent to the 48-month anniversary of the warrant agreement, a Deemed Liquidation Event (as defined above), or the date the warrant is no longer eligible to be exercised or vest with respect to any shares.

During the three and nine months ended September 30, 2022, 1,857,880 of these warrants vested. During the nine months ended September 30, 2022, the retailer exercised warrants to purchase 1,857,880 shares of non-voting common stock, at a price of $18.52 per share with total proceeds of $34 million. There were no warrants outstanding under this warrant agreement as of December 31, 2022.

July 2018 Retailer Subscription Agreement

In July 2018, in conjunction with the warrant agreement with the same retailer, the Company also entered into a subscription agreement that provided for the issuance of 3,715,760 shares of non-voting common stock for no cash consideration. The shares issuable pursuant to the subscription agreement vest upon four time-based milestones, subject to continued compliance with the commercial agreement. Vesting commenced on January 1, 2018, the vesting start date, with 1,393,410 shares vesting on the 12 and 24-month anniversary, and 464,470 shares vesting on the 36 and 48-month anniversary of the vesting start date.

During the three and nine months ended September 30, 2022, 464,470 shares vested and were issued. None of the shares issuable pursuant to the subscription agreement were cancelled during the three and nine months ended September 30, 2022. No shares remain issuable pursuant to this subscription agreement as of December 31, 2022.

Refer to Note 12 — Stockholders' Equity (Deficit) for further discussion.

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-9

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 10
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-10

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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-Name Accounting Standards Codification
-Section 50
-Paragraph 15
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-15

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (a)
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-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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-Subparagraph (b)
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-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (c)
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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-Subparagraph (d)
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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-Paragraph 13
-Subparagraph (b)(2)
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Name Accounting Standards Codification
-Topic 606
-Publisher FASB
-URI https://asc.fasb.org//606/tableOfContent

+ Details

Revenue - Reconciliation of Revenue from Segments to Consolidated (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Disaggregation of Revenue [Line Items]
Revenue	$ 764	$ 668	$ 2,239	$ 1,794
Transaction
Disaggregation of Revenue [Line Items]
Revenue	542	482	1,611	1,281
Advertising and other
Disaggregation of Revenue [Line Items]
Revenue	$ 222	$ 186	$ 628	$ 513

- Definition

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

+ References + Details

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 924
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 11.L)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479941/924-10-S99-1

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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-Section 50
-Paragraph 5
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-5

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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-Paragraph 30
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-Paragraph 32
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Name Accounting Standards Codification
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-URI https://asc.fasb.org//1943274/2147482810/280-10-50-40

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-4

+ Details

Accrued and Other Current Liabilities (Details) - USD ($) $ in Millions	Sep. 30, 2023	Dec. 31, 2022
Payables and Accruals [Abstract]
Accrued losses related to legal matters	$ 60	$ 164
Accrued shopper and merchant liability	120	103
Accrued advertising	35	58
Accrued compensation and benefits	38	35
Income and other taxes	2	17
Accrued professional, legal, and contractor services	40	44
Sales and indirect tax payable	33	25
Other	84	69
Total	$ 412	$ 515

Cover - shares	9 Months Ended
Cover - shares	Sep. 30, 2023	Oct. 31, 2023
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2023
Document Transition Report	false
Entity File Number	001-41805
Entity Registrant Name	MAPLEBEAR INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	46-0723335
Entity Address, Address Line One	50 Beale Street
Entity Address, Address Line Two	Suite 600
Entity Address, City or Town	San Francisco
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94105
City Area Code	888
Local Phone Number	246-7822
Title of 12(b) Security	Common Stock, par value $0.0001 per share
Trading Symbol	CART
Security Exchange Name	NASDAQ
Entity Current Reporting Status	No
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		280,215,950
Amendment Flag	false
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q3
Entity Central Index Key	0001579091
Current Fiscal Year End Date	--12-31

Net Income (Loss) per Share Attributable to Common Stockholders - Computation of Basic and Diluted (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions	3 Months Ended						9 Months Ended
	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Sep. 30, 2023	Sep. 30, 2022
Numerator:
Net income (loss)	$ (1,999)	$ 114	$ 128	$ 36	$ 8	$ (82)	$ (1,757)	$ (38)
Undistributed earnings attributable to preferred stockholders	0			(36)			0	0
Net income (loss) attributable to common stockholders, basic	(1,999)			0			(1,757)	(38)
Net income (loss) attributable to common stockholders, diluted	$ (1,999)			$ 0			$ (1,757)	$ (38)
Denominator:
Weighted-average shares used in computing net income (loss) per share attributable to common stockholders, basic (in shares)	95,836			72,010			80,180	71,783
Weighted-average shares used in computing net income (loss) per share attributable to common stockholders, diluted (in shares)	95,836			72,010			80,180	71,783
Net income (loss) per share attributable to common stockholders, diluted (in dollars per share)	$ (20.86)			$ 0			$ (21.92)	$ (0.52)
Net income (loss) per share attributable to common stockholders, basic (in dollars per share)	$ (20.86)			$ 0			$ (21.92)	$ (0.52)

Property and Equipment, Net (Tables)

9 Months Ended

Sep. 30, 2023

Property, Plant and Equipment [Abstract]

Property, Plant and Equipment

Property and equipment, net of accumulated depreciation and amortization, consisted of the following:


	Estimated Useful Life	As of December 31,		As of September 30,
		2022		2023

	(in years)	(in millions)
Computer equipment	3	$	15	$	16
Furniture and fixtures	5	13		11
Leasehold improvements	2-8	22		21
Capitalized internal-use software	2-5	25		106
Total property and equipment		75		154
Less: accumulated depreciation and amortization		(37)		(46)
Total property and equipment, net		$	38	$	108

The Company’s long-lived assets, net of accumulated depreciation and amortization, by geographic area were as follows:


	As of December 31,		As of September 30,
	2022		2023

	(in millions)
United States	$	65	$	122
Canada	13		18
Other	1		1
Total long-lived assets, net	$	79	$	141

Revenue - Revenue from External Customers by Geographic Areas (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Disaggregation of Revenue [Line Items]
Revenue	$ 764	$ 668	$ 2,239	$ 1,794
United States
Disaggregation of Revenue [Line Items]
Revenue	737	648	2,163	1,741
International
Disaggregation of Revenue [Line Items]
Revenue	$ 27	$ 20	$ 76	$ 53

- Definition

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

+ References + Details

- Definition

+ References

+ Details

Stockholders’ Equity (Deficit)

9 Months Ended

Sep. 30, 2023

Equity [Abstract]

Stockholders’ Equity (Deficit)


12.						Stockholders’ Equity (Deficit)

Common Stock Reserved for Future Issuance

The following table summarizes the Company’s shares of common stock reserved for future issuance on an as-converted basis:


	As of December 31,	As of September 30,
	2022	2023

	(in thousands)
Redeemable convertible preferred stock	167,692	—
Series A redeemable convertible preferred stock	—	5,833
Non-voting common stock warrants	7,431	—
Restricted stock units	57,015	30,717
Exchangeable shares outstanding	689	—
Stock options outstanding	30,033	19,996

Shares available for future issuance	3,628	42,230
Shares available for issuance under the 2023 Employee Stock Purchase Plan	—	7,000
Total	266,488	105,776

The holders of common stock are entitled to receive dividends out of funds that are legally available, when and if declared by the board of directors and subject to the rights of the holders of redeemable convertible preferred stock and approval from the holders of the Series A redeemable convertible preferred stock, as applicable. For the three and nine months ended September 30, 2022 and 2023, no dividends were declared or paid.

Equity Incentive Plans

The 2013 Equity Incentive Plan, which was terminated in August 2018, allowed the Company to issue awards for its voting common stock only. The 2018 Equity Incentive Plan (the “2018 Plan”) allowed the Company to issue awards for its non-voting common stock only. In connection with the IPO, the 2018 Plan was terminated effective immediately prior to the effectiveness of the 2023 Equity Incentive Plan (the “2023 Plan”) and all reserved shares under the 2018 Plan were transferred to the 2023 Plan.

In August 2023, the Company’s board of directors adopted the 2023 Plan, which became effective in connection with the IPO. The 2023 Plan provides for grants of incentive stock options within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended to the Company’s employees of any parent or subsidiary, and for the grant of nonstatutory stock options, stock appreciation rights, restricted stock awards, restricted stock units (“RSUs”), awards, performance awards, and other forms of awards to the Company’s employees, directors, and consultants, including employees and consultants of the Company’s affiliates. Initially, the maximum number of shares of the Company’s

common stock that may be issued under its 2023 Plan will not exceed 114,875,120 shares of the Company’s common stock. In addition, the number of shares of common stock reserved for issuance under the Company’s 2023 Plan will automatically increase on January 1 of each calendar year, starting on January 1, 2024 through January 1, 2033, in an amount equal to (1) 5% of the total number of shares of common stock outstanding on December 31 of the year before the date of each automatic increase or (2) a lesser number of shares determined by the Company’s board of directors prior to the applicable January 1. The maximum number of shares of the Company’s common stock that may be issued on the exercise of incentive stock options under the Company’s 2023 Plan will be 344,625,360 shares.

Stock Options

Activity under equity incentive plans are set forth below:


	Shares Available for Future Grant	Number of Options	Weighted-Average Exercise Price		Weighted-Average Remaining Contractual Life	Aggregate Intrinsic Value

	(in thousands)				(in years)	(in millions)
As of January 1, 2023	3,628	30,033	$	7.65	4.16	$	685
Additional shares reserved	24,800	—
Options exercised	—	(10,033)	$	5.81
Options cancelled and forfeited	4	(4)	$	3.79
Restricted stock units granted	(10,127)	—
Shares withheld related to net share settlement	20,671	—
Restricted stock units forfeited	3,091	—
Restricted stock cancelled	163	—
As of September 30, 2023	42,230	19,996	$	8.57	3.61	$	430
Options vested and expected to vest as of September 30, 2023		19,996	$	8.57	3.61	$	430
Options exercisable as of September 30, 2023		19,846	$	8.28	3.58	$	430

The total intrinsic value of the stock options exercised during the nine months ended September 30, 2022 and 2023 was $7 million and $244 million, respectively. The total fair value of stock options vested was $15 million and $4 million for the nine months ended September 30, 2022 and 2023, respectively.

Restricted Stock

The following table summarizes the activity related to the Company’s restricted stock for the nine months ended September 30, 2023:


	Number of Shares	Weighted-Average Grant-Date Fair Value per Share

	(in thousands)
Unvested and outstanding as of January 1, 2023	828	$	97.99
Granted	—	$	—
Vested (1)	(453)	$	106.44
Forfeited	—	$	—
Unvested and outstanding as of September 30, 2023	375	$	87.80

___________

During the nine months ended September 30, 2022, the Company issued restricted stock in connection with business acquisitions. Refer to Note 7 — Business Combinations for further discussion.

RSUs

The following table summarizes the activity related to the Company’s RSUs for the nine months ended September 30, 2023:


	Number of Shares	Weighted-Average Grant-Date Fair Value per Share

	(in thousands)
Unvested and outstanding as of January 1, 2023	56,969	$	54.85
Granted	10,127	$	35.32
Vested (1)	(33,288)	$	49.73
Vested and not settled	(1,043)	$	36.13
Forfeited	(3,091)	$	66.72
Unvested and outstanding as of September 30, 2023	29,674	$	53.40

___________

Exchangeable Shares

In connection with the acquisition of Unata in 2018, through the Company’s subsidiary, Aspen, issued exchangeable shares that were exchangeable by the holders for the shares of the Company’s non-voting common stock on a one-for-one basis (subject to customary adjustments for stock splits or other reorganizations). The exchangeable shares were legally issued and outstanding. The exchangeable shares were held in escrow until such shares were released to the recipient upon the first, second, and third anniversaries of the issuance date, subject to the continued employment of the recipient.

Holders of the exchangeable shares were entitled to receive dividends economically equivalent to noncumulative dividends declared by the Company with respect to its common stock. The released shares could be exchanged for shares of the Company’s common stock, on a one-to-one basis as adjusted for any dividends or withholding tax obligation, at any time at the Company’s option, or upon certain change of control events including a merger, sale of assets, certain changes in law, or the effective date of a registration statement on Form S-1 filed pursuant to the Securities Act for an initial public offering of the Company’s common stock, or automatically on the 10th anniversary of the issuance date. Immediately prior to the IPO, the exchangeable shares were exchanged for shares of the Company’s non-voting common stock, which were converted to shares of voting common stock, and subsequently reclassified into common stock.


	Number of Shares	Weighted-Average Grant-Date Fair Value per Share

	(in thousands)










Outstanding and vested as of January 1, 2023	689	$	18.52
Issued	—	$	—
Forfeited	(1)	$	18.52
Shares exchanged	(688)	$	18.52
Outstanding and vested as of September 30, 2023	—	$	—

2023 Employee Stock Purchase Plan

The Company’s board of directors adopted, and the Company's stockholders approved, the 2023 Employee Stock Purchase Plan (“the ESPP”), which became effective immediately prior to the effectiveness of the registration statement on Form S-1 related to the IPO. A total of 7,000,000 shares of common stock were initially reserved for sale under the ESPP. The number of shares of the Company’s common stock reserved for issuance will automatically increase on January 1 of each calendar year, beginning on January 1, 2024 through January 1, 2033, by the lesser of (1) 1% of the total number of shares of common stock outstanding on the last day of the year before the date of the automatic increase and (2) 7,000,000

shares; provided that before the date of any such increase, the Company’s board of directors may determine that such increase will be less than the amount set forth in clauses (1) and (2). Subject to any limitations contained therein, the ESPP allows eligible employees to contribute (in the form of payroll deductions or otherwise to the extent permitted by the administrator) an amount established by the administrator from time to time in its discretion to purchase common stock at a discounted price per share.

As of September 30, 2023, there had been no offering period or purchase period under the ESPP, and no such period will begin unless and until determined by the Company’s board of directors, or its compensation committee under its delegation, as the administrator of the ESPP.

Stock-Based Compensation Expense Summary

Stock-based compensation expense by line item in the condensed consolidated statements of operations related to stock options, restricted stock, and RSUs, as applicable, is as follows:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2023		2022		2023

	(in millions)
Cost of revenue	$	—	$	17	$	—	$	17
Operations and support	—		85		—		85
Research and development	3		1,711		10		1,715
Sales and marketing	1		292		3		294
General and administrative	6		500		10		503
Total stock-based compensation expense (1)	$	10	$	2,605	$	23	$	2,614

___________

As of September 30, 2023, there was $711 million of unrecognized stock-based compensation expense related to all unvested awards, which is expected to be recognized over a weighted-average period of 2.15 years.

The amount of stock-based compensation capitalized related to the development of internal-use software was not material and $41 million during the three months ended September 30, 2022 and 2023, respectively, and was not material and $41 million during the nine months ended September 30, 2022 and 2023, respectively.

The Company recognized an income tax benefit of zero and $247 million in the condensed consolidated statements of operations related to stock-based awards in the three months ended September 30, 2022 and 2023, respectively. The income tax benefit recognized was zero and $247 million for the nine months ended September 30, 2022 and 2023, respectively.

Related Party Transactions (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022
Related Party Transaction [Line Items]
Operating expenses	$ 3,018,000	$ 452,000	$ 3,858,000	$ 1,294,000
Prepaid expenses and other current assets	91,000		91,000		$ 109,000
Accounts payable	57,000		57,000		88,000
Related Party
Related Party Transaction [Line Items]
Related party transaction, amounts of transaction	0	0	0	37,000
Operating expenses	7,000	$ 6,000	18,000	$ 22,000
Prepaid expenses and other current assets	5,000		5,000		23,000
Accounts payable	$ 0		$ 0		$ 0

Subsequent Events

9 Months Ended

Sep. 30, 2023

Subsequent Events [Abstract]

Subsequent Events


16.						Subsequent Events

On November 8, 2023, the Company announced that its board of directors approved a share repurchase program with authorization to purchase up to $500 million of the Company’s common stock at management’s discretion. Repurchases may be made from time to time through open market purchases or through privately negotiated transactions subject to market conditions, applicable legal requirements, and other relevant factors. Open market repurchases may be structured to occur in accordance with the requirements of Rule 10b-18 of the Exchange Act. The Company may also, from time to time, enter into Rule 10b5-1 plans to facilitate repurchases of its common stock under this authorization. The timing and actual number of shares repurchased may depend on a variety of factors, including price, general business and market conditions, and alternative investment opportunities.

Business Combinations - Fair Value of Identified Intangible Assets (Details) - USD ($) $ in Millions	Sep. 02, 2022	Aug. 31, 2022
Business Acquisition [Line Items]
Weighted-Average Useful Life		5 years
Eversight
Business Acquisition [Line Items]
Amount		$ 35
Eversight \| Developed technology
Business Acquisition [Line Items]
Amount		$ 21
Weighted-Average Useful Life		6 years
Eversight \| Customer relationships
Business Acquisition [Line Items]
Amount		$ 9
Weighted-Average Useful Life		4 years
Eversight \| Trademarks
Business Acquisition [Line Items]
Amount		$ 2
Weighted-Average Useful Life		10 years
Eversight \| Non-compete
Business Acquisition [Line Items]
Amount		$ 3
Weighted-Average Useful Life		3 years
Rosie
Business Acquisition [Line Items]
Amount	$ 21
Weighted-Average Useful Life	5 years
Rosie \| Developed technology
Business Acquisition [Line Items]
Amount	$ 10
Weighted-Average Useful Life	5 years
Rosie \| Customer relationships
Business Acquisition [Line Items]
Amount	$ 7
Weighted-Average Useful Life	4 years
Rosie \| Trademarks
Business Acquisition [Line Items]
Amount	$ 3
Weighted-Average Useful Life	10 years
Rosie \| Non-compete
Business Acquisition [Line Items]
Amount	$ 1
Weighted-Average Useful Life	3 years

Stockholders’ Equity (Deficit) - Schedule of Nonvested Restricted Stock Shares Activity (Details) - $ / shares		9 Months Ended
	Sep. 21, 2023	Sep. 30, 2023
Weighted-Average Grant-Date Fair Value per Share
Non-voting common stock withheld for tax obligation and net settlement (in shares)	20,810,882
Restricted Stock
Number of Shares
Unvested and outstanding, beginning of period (in shares)		828,000
Granted (in shares)		0
Vested (in shares)		(453,000)
Options forfeited (in shares)		0
Unvested and outstanding, ending of period (in shares)		375,000
Weighted-Average Grant-Date Fair Value per Share
Unvested and outstanding, beginning of period, weighted average exercise price (in dollars per share)		$ 97.99
Granted, weighted average exercise price (in dollars per share)		0
Vested, weighted average exercise price (in dollars per share)		106.44
Forfeited, weighted average exercise price (in dollars per share)		0
Unvested and outstanding, ending of period, weighted average exercise price (in dollars per share)		$ 87.80
Non-voting common stock withheld for tax obligation and net settlement (in shares)		162,886

Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Income Statement [Abstract]
Revenue	$ 764	$ 668	$ 2,239	$ 1,794
Cost of revenue	203	183	569	540
Gross profit	561	485	1,670	1,254
Operating expenses:
Operations and support	145	57	273	187
Research and development	1,850	127	2,107	370
Sales and marketing	455	172	782	488
General and administrative	568	96	696	249
Total operating expenses	3,018	452	3,858	1,294
Income (loss) from operations	(2,457)	33	(2,188)	(40)
Other expense, net	(5)	(5)	(2)	(7)
Interest income	23	5	57	7
Income (loss) before benefit from income taxes	(2,439)	33	(2,133)	(40)
Benefit from income taxes	(440)	(3)	(376)	(2)
Net income (loss)	(1,999)	36	(1,757)	(38)
Undistributed earnings attributable to preferred stockholders	0	(36)	0	0
Net income (loss) attributable to common stockholders, basic	(1,999)	0	(1,757)	(38)
Net income (loss) attributable to common stockholders, diluted	$ (1,999)	$ 0	$ (1,757)	$ (38)
Net income (loss) per share attributable to common stockholders, basic (in dollars per share)	$ (20.86)	$ 0	$ (21.92)	$ (0.52)
Net income (loss) per share attributable to common stockholders, diluted (in dollars per share)	$ (20.86)	$ 0	$ (21.92)	$ (0.52)
Weighted-average shares used in computing net income (loss) per share attributable to common stockholders, basic (in shares)	95,836	72,010	80,180	71,783
Weighted-average shares used in computing net income (loss) per share attributable to common stockholders, diluted (in shares)	95,836	72,010	80,180	71,783

Stockholders’ Equity (Deficit) - Share-Based Payment Arrangement, Expensed and Capitalized, Amount (Details) - USD ($) $ / shares in Units, $ in Millions		3 Months Ended		9 Months Ended
	Sep. 21, 2023	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Total stock-based compensation expense	$ 2,581	$ 2,605	$ 10	$ 2,614	$ 23
Share-based payment arrangement, amount capitalized	$ 39	41	0	$ 41	0
Non-voting common stock withheld for tax obligation and net settlement (in shares)	20,810,882
Options (in shares)	43,052,572
Shares issued in period (in shares)				22,241,690
Taxes paid related to net share settlement of equity awards		570		$ 570	0
IPO
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Sale of stock, price per share (in dollars per share)	$ 30.00
Cost of revenue
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Total stock-based compensation expense		17	0	17	0
Operations and support
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Total stock-based compensation expense		85	0	85	0
Research and development
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Total stock-based compensation expense		1,711	3	1,715	10
Sales and marketing
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Total stock-based compensation expense		292	1	294	3
General and administrative
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Total stock-based compensation expense		$ 500	$ 6	$ 503	$ 10

Fair Value Measurements - Summary of Assets and Liabilities Measured at Fair Value (Details) - USD ($) $ in Millions	Sep. 30, 2023	Dec. 31, 2022
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value	$ 1,389	$ 741
Cash equivalents
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value	1,333	504
Short-term marketable securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value	56	209
Long-term marketable securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value		28
Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total	1,389	741
Fair Value, Recurring \| Cash equivalents
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value	1,333	504
Fair Value, Recurring \| Short-term marketable securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value	56	209
Fair Value, Recurring \| Long-term marketable securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value		28
Money market funds \| Cash equivalents
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value	1,246	480
Money market funds \| Fair Value, Recurring \| Cash equivalents
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value	1,246	480
Commercial paper \| Cash equivalents
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value		24
Commercial paper \| Short-term marketable securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value		60
Commercial paper \| Fair Value, Recurring \| Cash equivalents
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value		24
Commercial paper \| Fair Value, Recurring \| Short-term marketable securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value		60
U.S. government and government agency debt securities \| Cash equivalents
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value	87
U.S. government and government agency debt securities \| Short-term marketable securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value	53	140
U.S. government and government agency debt securities \| Long-term marketable securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value		26
U.S. government and government agency debt securities \| Fair Value, Recurring \| Cash equivalents
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value	87
U.S. government and government agency debt securities \| Fair Value, Recurring \| Short-term marketable securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value	53	140
U.S. government and government agency debt securities \| Fair Value, Recurring \| Long-term marketable securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value		26
Corporate debt securities \| Short-term marketable securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value	3	9
Corporate debt securities \| Long-term marketable securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value		2
Corporate debt securities \| Fair Value, Recurring \| Short-term marketable securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value	3	9
Corporate debt securities \| Fair Value, Recurring \| Long-term marketable securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value		2
Level 1 \| Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total	1,246	480
Level 1 \| Fair Value, Recurring \| Cash equivalents
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value	1,246	480
Level 1 \| Fair Value, Recurring \| Short-term marketable securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value	0	0
Level 1 \| Fair Value, Recurring \| Long-term marketable securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value		0
Level 1 \| Money market funds \| Fair Value, Recurring \| Cash equivalents
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value	1,246	480
Level 1 \| Commercial paper \| Fair Value, Recurring \| Cash equivalents
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value		0
Level 1 \| Commercial paper \| Fair Value, Recurring \| Short-term marketable securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value		0
Level 1 \| U.S. government and government agency debt securities \| Fair Value, Recurring \| Cash equivalents
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value	0
Level 1 \| U.S. government and government agency debt securities \| Fair Value, Recurring \| Short-term marketable securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value	0	0
Level 1 \| U.S. government and government agency debt securities \| Fair Value, Recurring \| Long-term marketable securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value		0
Level 1 \| Corporate debt securities \| Fair Value, Recurring \| Short-term marketable securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value	0	0
Level 1 \| Corporate debt securities \| Fair Value, Recurring \| Long-term marketable securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value		0
Level 2 \| Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total	143	261
Level 2 \| Fair Value, Recurring \| Cash equivalents
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value	87	24
Level 2 \| Fair Value, Recurring \| Short-term marketable securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value	56	209
Level 2 \| Fair Value, Recurring \| Long-term marketable securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value		28
Level 2 \| Money market funds \| Fair Value, Recurring \| Cash equivalents
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value	0	0
Level 2 \| Commercial paper \| Fair Value, Recurring \| Cash equivalents
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value		24
Level 2 \| Commercial paper \| Fair Value, Recurring \| Short-term marketable securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value		60
Level 2 \| U.S. government and government agency debt securities \| Fair Value, Recurring \| Cash equivalents
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value	87
Level 2 \| U.S. government and government agency debt securities \| Fair Value, Recurring \| Short-term marketable securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value	53	140
Level 2 \| U.S. government and government agency debt securities \| Fair Value, Recurring \| Long-term marketable securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value		26
Level 2 \| Corporate debt securities \| Fair Value, Recurring \| Short-term marketable securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value	3	9
Level 2 \| Corporate debt securities \| Fair Value, Recurring \| Long-term marketable securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value		2
Level 3 \| Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total	0	0
Level 3 \| Fair Value, Recurring \| Cash equivalents
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value	0	0
Level 3 \| Fair Value, Recurring \| Short-term marketable securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value	0	0
Level 3 \| Fair Value, Recurring \| Long-term marketable securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value		0
Level 3 \| Money market funds \| Fair Value, Recurring \| Cash equivalents
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value	0	0
Level 3 \| Commercial paper \| Fair Value, Recurring \| Cash equivalents
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value		0
Level 3 \| Commercial paper \| Fair Value, Recurring \| Short-term marketable securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value		0
Level 3 \| U.S. government and government agency debt securities \| Fair Value, Recurring \| Cash equivalents
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value	0
Level 3 \| U.S. government and government agency debt securities \| Fair Value, Recurring \| Short-term marketable securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value	0	0
Level 3 \| U.S. government and government agency debt securities \| Fair Value, Recurring \| Long-term marketable securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value		0
Level 3 \| Corporate debt securities \| Fair Value, Recurring \| Short-term marketable securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value	$ 0	0
Level 3 \| Corporate debt securities \| Fair Value, Recurring \| Long-term marketable securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate Fair Value		$ 0