The following discussion of our financial condition and results of operations
should be read together with our condensed financial statements and related
notes thereto included elsewhere in this Quarterly Report on Form 10-Q and our
audited financial statements and related notes and our Annual Report on Form
10-K filed with the SEC on March 23, 2021. The following discussion contains
forward-looking statements that reflect our plans, estimates and beliefs. See
the discussion under "Note Regarding Forward-Looking Statements" elsewhere in
this Quarterly Report on Form 10-Q for more information. Our actual results
could differ materially from those discussed in the forward-looking statements.
Factors that could cause or contribute to these differences include those
discussed below and particularly in the section titled "Risk Factors" and
elsewhere in this Quarterly Report on Form 10-Q, as well as in our other filings
with the SEC. Our historical results are not necessarily indicative of the
results that may be expected for any period in the future, and our interim
results are not necessarily indicative of the results we expect for the full
calendar year or any other period.

Overview



We are a social marketplace that combines the human connection of a physical
shopping experience with the scale, reach, ease, and selection benefits of
eCommerce. In doing so, we bring the power of community to buying and selling
online. We created Poshmark in 2011 to make buying and selling simple, social,
and fun. Pairing technology with the inherent human desire to socialize, our
marketplace creates passion and personal connections among users. We dynamically
curate our marketplace into lifestyle categories that our users love, including
apparel, accessories, footwear, home, beauty, and pets. Powered by our
proprietary technology, our social marketplace is purpose-built to enable simple
transactions, seamless logistics, and an engaging experience at scale. As of
March 31, 2021, we had 6.7 million Active Buyers.

We empower people to sell a few items or to become successful entrepreneurs by
providing them with end-to-end seller tools. We refer to this as "making selling
a superpower." Our comprehensive infrastructure makes it easy for sellers to
build their businesses with seamless listing, merchandising, promotion, pricing,
and shipping. Sellers use content, inventory selection, and social interactions
to monetize their listings and drive growth. Our transparent fee structure
aligns our success with the success of our sellers. Our fee is 20% of the final
price for sales $15 and over, or a flat rate of $2.95 for sales under $15. We
attract, engage, and retain sellers by offering the community the benefits of
social connection with the ability to combine personal passion and economic
empowerment. We do not own or manage inventory as products are listed, managed,
sold, and shipped by our sellers, utilizing our transaction tool that makes the
selling process seamless and easy. This asset-light model creates scalability
and favorable working capital dynamics.

Our social features make the discovery and purchase process simple and enticing
for buyers, fostering high engagement and retention. The engagement of our
community has fueled strong growth in our business, supported by attractive unit
economics and efficient user acquisition. We enable buyers to discover, connect,
and curate their network and news feed with that of other users who share
similar styles and personal preferences, creating a fun shopping experience. Our
marketplace is vast, with sellers listing millions of secondhand and new items
across multiple categories. We use data-driven personalization to customize each
user's feed to feature the most relevant listings and make it easy to quickly
search for and find products of interest. Furthermore, sellers list a variety of
items across all price points, with the added benefit of being able to negotiate
offers directly with buyers seeking to optimize their budget, allowing sellers
to manage their listings to achieve their individual objectives. Because our
marketplace features a massive selection of secondhand items, buyers are also
able to support their personal style while minimizing their environmental
impact.

As of March 31, 2021, our community has generated over $4.8 billion in GMV since
2011 with $441.0 million in the three months ended March 31, 2021 and $309.3
million in the three months ended March 31, 2020, representing a 43% growth
rate. In the three months ended March 31, 2021 and 2020, we had revenue of $81.0
million and $57.1 million, respectively, representing a 42% growth rate. In the
three months ended March 31, 2021, we generated a net loss of $74.5 million and
Adjusted EBITDA of $4.2 million compared to a net loss of $11.0 million and
Adjusted EBITDA loss of $8.7 million in the three months ended March 31, 2020.

Key Operating and Non-GAAP Financial Metrics



We collect and analyze operating and financial data to evaluate the health of
our community, allocate our resources (such as capital, time, and technology
investments), and assess the performance of our business. In addition to
revenue, net loss, and other results under GAAP, the key operating and financial
metrics we use are GMV, Active Buyers, and Adjusted EBITDA.

                                       24

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Gross Merchandise Value. Our gross merchandise value, or GMV, is the total
dollar value of transactions on our platform in a given period, prior to returns
and cancellations, and excluding shipping and sales taxes. GMV is a measure of
the total economic activity generated by our marketplace, and an indicator of
the scale and growth of our marketplace and the health of our marketplace
ecosystem.

                                      GMV

                                ($ in millions)

                               [[Image Removed]]



Our GMV grew 43% from $309.0 million in the three months ended March 31, 2020 to
$441.0 million in the three months ended March 31, 2021. Our quarterly GMV has
increased year-over-year for the past ten quarters. We have continued to add
users and enhance our social marketplace with the launch of new category
offerings like the launch of the pets category and expansion to Australia in
February 2021.

Active Buyers. Active Buyers are unique users who have purchased at least one
item on our platform in the trailing 12 months preceding the measurement date,
regardless of returns and cancellations. An Active Buyer could have more than
one account if they were to use a separate unique email address to set up each
account. The number of Active Buyers is a key driver of GMV and revenue, as well
as a measure of the scale and growth of our buyer community. We believe it is
also an important indicator of our ability to convert user activity on our
marketplace into transactions. The number of Active Buyers has increased
steadily every quarter as we attract and retain users. Active Buyers can be new
users to our marketplace who make a purchase, existing users who convert into
buyers for the first time as our marketplace strengthens with more sellers and
items, or repeat buyers.

                                 Active Buyers

                                 (in thousands)

                               [[Image Removed]]



5,713 6,032 6,231 5,374 4,952 4,550 4,190 3,734 3,345 2,953 2,657 Q1 Q2 Q3 Q4 Q1
Q2 Q3 Q4 Q1 Q2 Q3 2018 2018 2018 2018 2019 2019 2019 2019 2020 2020 2020 Active
Buyers measured as of the last day of the quarter presented

       Active Buyers measured as of the last day of the quarter presented

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Adjusted EBITDA. We define Adjusted EBITDA as net loss attributable to common
stockholders, excluding depreciation and amortization, stock-based compensation
expense, interest income, other expense, net, and provision (benefit) for income
taxes. Adjusted EBITDA is a key performance measure used by our management and
board of directors to assess our operating performance and the operating
leverage in our business. We believe that Adjusted EBITDA helps identify
underlying trends in our business that could otherwise be masked by the effect
of the loss and expenses that we exclude in Adjusted EBITDA. Accordingly, we
believe that Adjusted EBITDA provides useful information to investors and others
in understanding and evaluating our operating results, enhances the overall
understanding of our past performance and future prospects, and allows for
greater transparency with respect to key financial metrics used by our
management in its financial and operational decision-making. See
"-Reconciliation of Non-GAAP Financial Measures" for more information and for a
reconciliation of net loss, the most directly comparable financial measure
calculated and presented in accordance with GAAP, to Adjusted EBITDA.

                                Adjusted EBITDA

                                ($ in millions)

                               [[Image Removed]]


Key Factors Affecting Our Performance



Growth and Retention of Users. We focus on attracting new users and retaining
existing users. New users and the social and transactional activities they
contribute help keep existing users more active, increasing their lifetime value
over time. Users engage in many ways on our social marketplace: they connect,
they browse, they buy, and they sell. The positive relationship between new
users and existing users illustrates the network effects of our marketplace. As
of March 31, 2021, we had 6.7 million Active Buyers.

User Engagement. The engagement of our community has fueled strong growth in our
business, supported by attractive unit economics and efficient user acquisition.
We believe that cultivating a robust network of users over the longer-term is
crucial to bolstering broader community engagement, growing social interactions,
and increasing GMV. Users can engage on our marketplace in a variety of
activities that range from shopping and social interactions to buying and
selling. The continuous increase in users, social interactions, and listings has
led to steady activations of buyers and sellers across cohorts, resulting in
increasing GMV for these cohorts.

Cumulative % Sellers Activated as Buyers from Year 1 to Year 5 31% of First-Time
Sellers Also Became Buyers in Year 1 40% 42% 44% 37% 31% Year of Seller's Year 2
Year 3 Year 4 Year 5 First Sale



Investments in Growing Our User Community. We have invested substantially in
marketing to grow our user community and drive further awareness of our brand.
These investments have enabled us to grow our base of new users, buyers, and
sellers while continuing to retain buyers and sellers, resulting in strong
growth of our GMV and revenue. Marketing expenses represented 44% and 61% of
revenue in the three months ended March 31, 2021 and 2020, respectively. We
intend to manage our marketing spend to balance growth and profitability. We
will continue to invest in user acquisition and retention while the underlying
user unit economics indicate the return on investment is strong.

Investments in Platform Innovation. We invest in both the people and technology
behind our platform. We also intend to continue to make significant investments
in the technology and infrastructure of our platform to attract and retain
buyers and sellers, expand the capabilities and scope of our platform, and
enhance the user experience. We expect to continue to make significant
investments to attract and retain employees, particularly engineers, data
scientists, designers, product management, and operations personnel. All
functions are important, and we intend to invest in our people to help us drive
additional efficiencies across our marketplace. In addition, we may invest in
new and existing businesses that may lower our margins temporarily but may
enhance our platform capabilities, deliver revenue growth, and enable us to
achieve and maintain long-term profitability.

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International Expansion. We began operations in Canada, the first country we
expanded to after the United States, in May 2019. In February 2021, we expanded
our operations to Australia. As we continue our global expansion, we believe
international demand for our platform will develop and increase. Accordingly, we
believe there is a significant opportunity to grow our international business.
We have invested, and plan to continue to invest, in the adoption of our
platform and solutions internationally, including localization of our platform
and the addition of critical capabilities to our platform required to serve
those local markets.

Impact of the COVID-19 Pandemic. The COVID-19 pandemic has had a variety of
impacts on our business to date and will continue to impact our business in ways
that remain unpredictable. In the initial weeks of the pandemic in the United
States, we experienced a significant decrease in GMV. In the month of March
2020, we had negative 13% year-over-year GMV growth which in turn impacted the
year-over-year GMV growth for the quarter ended March 31, 2020, which was 9%.
Subsequently, in the quarter ended June 30, 2020, the year-over-year GMV growth
rebounded to 42% as buyer and seller activity resumed. However, such trends may
not continue and could be reversed. In particular, to the extent that federal
and state governmental aid programs initiated in connection with the pandemic
are reduced or terminated, consumer discretionary spending would likely
decrease, which would have a negative impact on our business. As a result of the
COVID-19 pandemic, the lives of our users, buyers, and sellers have been
disrupted as people have been required to stay home and many have experienced
significant economic and employment disruption. As many people have shifted to a
work-from-home environment, there has been less of a need for some to purchase
apparel. In some cases, buyers also have a decreased ability to spend on our
marketplace due to economic concerns and pressures. In other cases, physical
stores have remained closed or are viewed as potentially dangerous, leaving
fewer offline shopping alternatives for people and driving demand to online
alternatives, including Poshmark. For our sellers, our marketplace has continued
to serve as a means for additional income, though the requirement to handle
their own logistics amid quarantine has proven difficult for many. Additionally,
the social nature of our platform and the community we have built has attracted
users throughout the pandemic to come shop, interact, and share. We have
temporarily closed our headquarters and offices, with substantially all of our
employees working remotely, temporarily lowering our operating expenses.
Additional disruptions or a resurgence of offline shopping demand could
adversely affect our business, results of operations, liquidity, and financial
condition in future periods. The conditions caused by the pandemic are still
evolving and we will continue to evaluate the potential impact of the pandemic
on our business. See "Part II, Item 1A. Risk Factors" for further discussion of
the possible impact of the COVID-19 pandemic on our business, operations and
financial condition.

Seasonality. Our business is seasonal in nature as it is affected by the
cyclicality of the consumer as well as broader market conditions. Historically,
we have often seen both stronger growth in the number of Active Users and Active
Buyers and in engagement during the first quarter of the year. In addition, we
have seen higher GMV in the fourth quarter of the year, followed by the third
quarter, which we believe is due in part to the higher price points of seasonal
apparel and footwear and the holiday season. We believe the recent growth in our
business, as well as the recent effects of sales taxes and the COVID-19
pandemic, have partially masked these trends to date, and we expect the impact
of seasonality to be more pronounced in our future quarterly results as our
business matures.

Initial Public Offering



Our registration statement on Form S-1 related to our initial public offering
(IPO) was declared effective on January 13, 2021, and our Class A common stock
began trading on the Nasdaq Global Select Market on January 14, 2021. On January
19, 2021, we closed our IPO, in which we issued and sold 6,600,000 shares plus
an additional 990,000 shares subject to the underwriters' over-allotment option
of our Class A common stock at the public offering price of $42.00 per share. We
received net proceeds of $292.3 million after deducting underwriting discounts
and commissions and offering expenses.

Components of Results of Operations

Net Revenue



We generate revenue from sellers for fees earned when they sell items they have
listed on our social marketplace to buyers (20% of the final price for sales $15
and over, or a flat rate of $2.95 for sales under $15). The buyer also pays a
shipping label fee as part of their order. On some orders, the shipping label
fee exceeds our shipping label cost, which we record as revenue. For the three
months ended March 31, 2020 and 2021, this revenue was 3% and 4%, respectively,
of our total net revenue. Our revenue is recognized when we satisfy our
performance obligations. We report both revenue from buyers and revenue from
sellers based upon the net amount earned, which is reduced by certain buyer and
seller incentives.

Costs and Expenses

Cost of Net Revenue. Cost of net revenue primarily consists of costs associated
with credit card processing, transaction fees for order related payments, and
hosting expenses associated with operating our platform. Cost of net revenue
does not include depreciation and amortization.

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We expect cost of net revenue to increase in absolute dollars in future periods and to vary from period to period as a percentage of net revenue for the foreseeable future as we grow our platform by increasing Active Buyers and generating higher GMV.



Operations and Support. Operations and support expense primarily consists of
personnel-related compensation costs, including stock-based compensation,
incurred in providing support to users of our platform including authentication
services that we provide. This expense also includes postage and shipping costs
that we incur primarily from order losses and cancellations, and credits and
incentives issued to buyers for customer satisfaction purposes in excess of
shipping facilitation revenue.

We expect that operations and support expenses will increase in absolute dollars
for the foreseeable future as we continue to grow our operations and hire
additional employees to support the scaling of our business. To the extent we
are successful in becoming more efficient in supporting our users, we would
expect operations and support expenses as a percentage of revenue to decrease
over the long term.

Research and Development. Research and development expense consist primarily of
compensation expenses for engineering, product development, and design
employees, including stock-based compensation, expenses associated with ongoing
improvements to and maintenance and testing of our platform offerings including
website, mobile apps, and other products, and other research and development
programs. Research and development expenses are expensed as incurred. We
capitalize certain costs associated with website development and software for
internal use.

We expect that research and development expenses will increase in absolute
dollars and vary from period to period as a percentage of revenue for the
foreseeable future as we continue to invest in research and development
activities relating to ongoing improvements to and maintenance and testing of
our platform offerings including website, mobile apps, and other products, and
other research and development programs, including the hiring of engineering,
product development, and design employees to support these efforts.

Marketing. Marketing expense primarily consists of expenses associated with
personnel-related compensation costs, including stock-based compensation, and
costs related to user acquisition, public relations, marketing events such as
Posh Parties, and business development. User acquisition costs primarily consist
of costs associated with acquiring new users by spend on advertising channels
such as television, Google, Facebook, Instagram, Snapchat, and TikTok. These
marketing expenses also include promotional credits and incentives issued to
buyers to encourage buyer activity on our platform in excess of shipping
facilitation revenue and cost of referral incentives for new user acquisition.
We plan to continue to invest in our marketing efforts, including hiring
additional employees, in order to attract new users.

We expect that marketing expenses will increase in absolute dollars and vary
from period to period as a percentage of revenue for the foreseeable future as
we plan to continue to invest in marketing to grow the number of Active Users
and Active Buyers and increase our brand awareness. The trend and timing of our
brand marketing expenses will depend in part on the timing of marketing
campaigns.

General and Administrative. General and administrative expense consists
primarily of employee related costs including stock-based compensation for those
employees associated with administrative services such as legal, human
resources, information technology, accounting, and finance, and all related
costs associated with our facilities, such as rent and office administration.
These expenses also include certain third-party consulting services, facilities,
IT shared services, meals and other corporate costs not allocated to other
expense categories.

We expect that general and administrative expenses will increase in absolute
dollars and vary from period to period as a percentage of revenue for the
foreseeable future as we focus on processes, systems, and controls to enable our
internal support functions to scale with the growth of our business. We expect
to incur additional expenses as a result of operating as a public company,
including expenses to comply with the rules and regulations applicable to
companies listed on a national securities exchange, expenses related to
compliance and reporting obligations pursuant to the rules and regulations of
the SEC, and expenses for general and director and officer insurance, investor
relations, and professional services. We also expect rent expense and other
facilities related costs to continue to increase in the future.

Depreciation and Amortization. Depreciation and amortization expense primarily consists of depreciation of computer equipment and software, furniture and fixtures, leasehold improvements, and website development and software for internal use.



We expect that depreciation and amortization expense will increase in absolute
dollars as we continue to build out our network infrastructure and establish new
office locations to support our growth.

Interest Income

Interest income primarily relates to amounts earned on our cash and cash equivalents and marketable securities.


                                       28

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Other Expense, Net



Other expense, net mainly relates to changes in fair value of the Convertible
Notes and redeemable convertible preferred stock warrants, and foreign exchange
remeasurement gains and losses recorded from consolidating our foreign
subsidiaries at each period end. Upon the closing on our IPO, the Convertible
Notes converted into 1,400,560 shares of our Class A common stock. As a result,
we expect other expense, net to be immaterial in future periods.

Provision (Benefit) for Income Taxes



Our provision (benefit) for income taxes consists primarily of foreign taxes and
state minimum taxes in the United States. As we expand the scale of our
international business activities, any changes in the U.S. and foreign taxation
of such activities may increase our overall provision (benefit) for income taxes
in the future. We have established a valuation allowance for our U.S. deferred
tax assets, including federal and state NOLs.

We expect to maintain this valuation allowance until it becomes more likely than not that the benefit of our federal and state deferred tax assets will be realized by way of expected future taxable income in the United States.

Results of Operations



The following tables set forth our condensed consolidated results of operations
data and such data as a percentage of net revenue for the periods presented:



                                                              Three Months Ended March 31,
                                                                2020                 2021
                                                                     (in thousands)
Net revenue                                                $       57,108       $       80,956
Costs and expenses (1):
Cost of net revenue, exclusive of depreciation and
  amortization                                                      9,897               12,970
Operations and support                                              8,536               14,894
Research and development                                            7,076               18,800
Marketing                                                          34,596               35,478
General and administrative                                          7,458               18,743
Depreciation and amortization                                         711                  790
Total costs and expenses                                           68,274              101,675
Loss from operations                                              (11,166 )            (20,719 )
Interest income                                                       328                   86
Other expense, net
Change in fair value of redeemable convertible preferred
  stock warrant liability                                             (97 )             (2,816 )
Change in fair value of the convertible notes                           -              (49,481 )
Loss on extinguishment of the convertible notes                         -               (1,620 )
Other, net                                                              6                  (42 )
                                                                      (91 )            (53,959 )
Loss before provision (benefit) for income taxes                  (10,929 )            (74,592 )
Provision (benefit) for income taxes                                   58                  (70 )
Net loss attributable to common stockholders               $      (10,987 )     $      (74,522 )

(1) Costs and expenses include stock-based compensation expense as follows:






                                Three Months Ended March 31,
                                 2020                 2021
                                       (in thousands)
Operations and support       $         163       $         2,218
Research and development               536                10,641
Marketing                              307                 3,289
General and administrative             793                 7,993
Total                        $       1,799       $        24,141


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Comparison of Three Months Ended March 31, 2020 and 2021



Net Revenue



                 Three Months Ended March 31,              Change
                   2020                 2021             $          %
                               (dollars in thousands)
Net revenue   $       57,108       $       80,956     $ 23,848       42 %




Net revenue increased $23.8 million for the three months ended March 31, 2021
compared to the same period in 2020. This growth was primarily due to an
increase in the volume of GMV on our marketplace to a total of $0.4 billion, an
increase of 43% for the three months ended March 31, 2021 compared to the same
period in 2020. The increase in GMV was substantially driven by the increase
in Active Buyers on the platform to 6.7 million for the trailing 12 months ended
March 31, 2021, a 18% increase compared to the same period in 2020, and a 17%
increase in GMV per Active Buyer for the trailing 12 months ended March 31,
2021 compared to the same period in 2020.

Cost of Net Revenue



                         Three Months Ended March 31,              Change
                          2020                 2021              $         %
                                       (dollars in thousands)
Cost of net revenue   $       9,897       $        12,970     $ 3,073       31 %




Cost of net revenue increased $3.1 million for three months ended March 31, 2021
compared to the same period in 2020. The increase was driven by a $3.0 million
increase in costs related to overall volume increases on our marketplace,
including increased credit card processing fees and associated expenses, and an
increase in data hosting costs of $0.1 million to support the increased usage of
our platform and upgrades we made to our systems which were required to support
our growth.

Operations and Support



                            Three Months Ended March 31,              Change
                             2020                 2021              $         %
                                          (dollars in thousands)
Operations and support   $       8,536       $        14,894     $ 6,358       74 %




Operations and support expense increased $6.4 million for the three months ended
March 31, 2021 compared to the same period in 2020. The increase was primarily
driven by the combined effect from a $3.5 million increase in customer service
and support personnel costs, including $2.1 million in stock-based compensation,
mainly due to the satisfaction of the performance-based vesting condition for
our outstanding RSUs upon the effectiveness of our IPO in January 2021, a $1.8
million increase in net shipping costs as a result of our growth, and a $1.0
million increase in credits and incentives issued to users for the purposes of
dispute resolution.

Research and Development



                              Three Months Ended March 31,               Change
                               2020                 2021              $           %
                                             (dollars in thousands)
Research and development   $       7,076       $        18,800     $ 11,724       166 %




Research and development expense increased $11.7 million for the three months
ended March 31, 2021 compared to the same period in 2020. The increase was
primarily due to an increase of $11.8 million in engineering personnel costs
required to support the growth of our business as we launch new innovations and
improve functionality on our platform, including $10.1 million in stock-based
compensation, mainly due to the satisfaction of the performance based vesting
condition for our outstanding RSUs upon the effectiveness of our IPO in January
2021.

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Marketing



               Three Months Ended March 31,            Change
                 2020                 2021            $        %
                           (dollars in thousands)
Marketing   $       34,596       $       35,478     $ 882       3 %




Marketing expense increased $0.9 million for the three months ended March 31,
2021 compared to the same period in 2020. The increase was primarily driven by a
$3.6 million increase in marketing personnel costs, including $3.0 million in
stock-based compensation, mainly due to the satisfaction of the
performance-based vesting condition for our outstanding RSUs upon the
effectiveness of our IPO in January 2021, offset by $2.6 million decrease in
spending on marketing programs, including decreased spending on television ad
campaigns and digital marketing.



General and Administrative



                                Three Months Ended March 31,               Change
                                 2020                 2021              $           %
                                               (dollars in thousands)
General and administrative   $       7,458       $        18,743     $ 11,285       151 %




General and administrative expense increased $11.3 million for the three months
ended March 31, 2021 compared to the same period in 2020. This increase was
primarily driven by the net effect from increases of $8.7 million increase in
personnel costs which were required to support our growth and transition to a
public company and included $7.2 million in stock-based compensation mainly due
to the satisfaction of the performance-based vesting condition for our
outstanding RSUs upon the effectiveness of our IPO in January 2021, increased
legal and consulting fees of $1.8 million required to support our public company
transition, and increased insurance costs of $1.1 million required as a result
of becoming a public company. These increases were partially offset by a $0.4
million decrease in chargeback costs due to lower fraud activity in the current
period.

Depreciation and Amortization





                                   Three Months Ended March 31,            Change
                                    2020                  2021           $        %
                                               (dollars in thousands)

Depreciation and amortization $ 711 $ 790 $ 79 11 %






Depreciation and amortization expense increased $0.1 million for the three
months ended March 31, 2021 compared to the same period in 2020, primarily
driven by an increase in capitalization of website and software development.



Interest Income



                    Three Months Ended March 31,             Change
                       2020                  2021         $          %
                                  (dollars in thousands)
Interest income   $           328           $    86     $ (242 )     (74 )%



The decrease in interest income is due to the lower balance of our marketable securities and lower interest rates earned from our marketable securities.


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Other Expense, Net



                        Three Months Ended March 31,                Change
                        2020                2021                $            %
                                         (dollars in thousands)
Other expenses, net   $     (91 )     $         (53,959 )   $ (53,868 )     59,196 %




The increase in other expense, net is primarily due to an increase in fair value
of the Convertible Notes for the three months ended March 31, 2021 with no
comparable activity in the same period in 2020, and the change in fair value of
the redeemable convertible preferred stock warrant liability which was driven by
an increase in the fair value of the underlying redeemable convertible preferred
stock.

Provision (Benefit) for Income Taxes





                                                Three Months Ended March 31,                  Change
                                               2020                    2021               $             %
                                                                 (dollars in thousands)
Provision (benefit) for income taxes       $         58           $           (70 )   $    (128 )        (221 )%



The change in our provision (benefit) for income taxes is primarily attributable to a state income tax benefit related to 2020 state income taxes over-accrued.

GAAP and Non-GAAP Financial Measures



We also review the following GAAP and non-GAAP financial measures to evaluate
our business, measure our performance, identify trends affecting our business,
formulate business plans, and make strategic decisions.



                                Three Months Ended March 31,
                                 2020                  2021
                                       (in thousands)
Net Loss                    $      (10,987 )      $      (74,522 )
Net Loss Income Margin(1)              (19 )%                (92 )%
Adjusted EBITDA             $       (8,656 )      $        4,212
Adjusted EBITDA Margin(2)              (15 )%                  5 %



(1) Net Loss Margin is calculated by dividing Net Loss for a period by revenue

for the same period.

(2) Adjusted EBITDA Margin is calculated by dividing Adjusted EBITDA for a period

by revenue for the same period.

Adjusted EBITDA



Adjusted EBITDA is a key performance measure that we use to assess our operating
performance and the operating leverage in our business. Because Adjusted EBITDA
facilitates internal comparisons of our historical operating performance on a
more consistent basis, we use this measure for business planning purposes.

We calculate Adjusted EBITDA as net loss attributable to common stockholders, adjusted to exclude:



  • depreciation and amortization;


  • stock-based compensation expense;


  • interest income;


  • other expense, net; and


  • provision (benefit) for income taxes.

Adjusted EBITDA increased $12.9 million for the three months ended March 31, 2021 compared to the same period in 2020 primarily due to an increase in revenue.


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Reconciliation of Non-GAAP Financial Measures



We use Adjusted EBITDA and Adjusted EBITDA Margin in conjunction with GAAP
measures as part of our overall assessment of our performance, including the
preparation of our annual operating budget and quarterly forecasts, and to
evaluate the effectiveness of our business strategies. Our definition may differ
from the definitions used by other companies and therefore comparability may be
limited. In addition, other companies may not publish similar metrics.
Furthermore, this metric has certain limitations in that it does not include the
impact of certain expenses that are reflected in our condensed consolidated
statements of operations that are necessary to run our business. Thus, our
Adjusted EBITDA and Adjusted EBITDA Margin should be considered in addition to,
not as a substitute for, or in isolation from, measures prepared in accordance
with GAAP.

We compensate for these limitations by providing a reconciliation of Adjusted
EBITDA and Adjusted EBITDA Margin to the related GAAP financial measure, net
loss attributable to common stockholders. We encourage investors and others to
review our financial information in its entirety, not to rely on any single
financial measure, and to view Adjusted EBITDA and Adjusted EBITDA Margin in
conjunction with their respective related GAAP financial measures.

The following table provides a reconciliation of net loss to Adjusted EBITDA (in
thousands):



                                                  Three Months Ended March 31,
                                                    2020                 2021
                                                         (in thousands)
Net loss attributable to common stockholders   $      (10,987 )     $      (74,522 )
Adjusted to exclude the following:
Depreciation and amortization                             711                  790
Stock-based compensation                                1,799               24,141
Interest income                                          (328 )                (86 )
Other expense, net                                         91               53,959
Provision (benefit) for income taxes                       58                  (70 )
Adjusted EBITDA                                $       (8,656 )     $        4,212

Liquidity and Capital Resources



As of March 31, 2021, our principal sources of liquidity were cash and cash
equivalents of $551.4 million, and marketable securities of $23.3 million. Cash
equivalents consisted of institutional money market funds, and cash in transit
from third-party credit card providers that we receive within approximately
three to five business days from the date of the underlying transaction.
Marketable securities consisted of commercial paper, corporate bonds, and U.S.
Treasury securities, which mature in twelve months or less.

As of March 31, 2021, our cash and cash equivalents held by our foreign subsidiaries were not material.



Since our inception, we have most often generated negative cash flows from
operations and as of March 31, 2021, we had an accumulated deficit of $201.0
million, and we have financed our operations primarily through private sales of
equity securities, payments received through our platform, and the issuance of
convertible debt. Upon the closing of our IPO in January 2021, we received net
proceeds of $292.3 million after deducting underwriting discounts and
commissions and offering expenses. We believe our existing cash, cash
equivalents, and marketable securities will be sufficient to meet our working
capital and capital expenditures needs over at least the next 12 months.
However, our liquidity assumptions may prove to be incorrect, and we could
exhaust our available financial resources sooner than we currently expect. We
may seek to raise additional funds at any time through the issuance of debt,
equity, and equity-linked arrangements.

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