The following discussion and analysis of our financial condition and results of
operations should be read in conjunction with the condensed consolidated
financial statements and related notes thereto included elsewhere in this
Quarterly Report on Form 10-Q. This discussion contains forward-looking
statements that involve risks and uncertainties. Our actual results could differ
materially from those discussed below. You should review the sections titled
"Special Note Regarding Forward-Looking Statements" and "Risk Factors" for a
discussion of forward-looking statements and important factors that could cause
actual results to differ materially from the results described in or implied by
the forward-looking statements contained in the following discussion and
analysis.
Overview
We created the first experience management platform to manage customer,
employee, product, and brand experiences. Our platform serves as a business
operating system for Experience Management. The Qualtrics Experience Management
Platform, or Qualtrics XM, is a system of action that helps companies design and
improve the experiences they provide to their many constituents across these
four core experiences.
Our revenue was $238.6 million and $176.1 million for the three months ended
March 31, 2021 and 2020, respectively, representing year-over-year growth of 36%
in each period, respectively. For the three months ended March 31, 2021 and
2020, our net loss was $199.9 million and $44.8 million, respectively. The
results of our operations for the three months ended March 31, 2021 and 2020
were impacted by equity and cash settled stock-based compensation expense.
We generate revenue by selling subscriptions to our XM Platform and integrated
solutions, as well as professional services. Over 99% of our contracts have a
subscription period of one year or longer, and we primarily bill annually in
advance. Subscription revenue comprised 78% of our total revenue for the three
months ended March 31, 2021. We have a diversified customer base consisting of
organizations of various sizes across virtually all industries. Our largest
customer accounted for less than 3% of revenue during the three months ended
March 31, 2021, and our largest industries by annual recurring revenue, or ARR,
as of March 31, 2021 were financial services, professional and business
services, education, technology, government, and healthcare. ARR is calculated
by annualizing subscription revenue in the last month of a period.
We price and package our software subscriptions solutions based on the capacity,
use case, and functionality needs of our customers. This pricing and packaging
includes volume of expected responses, number of users accessing our platform,
number of employees, and level of functionality provided, such as dashboards, iQ
functionality, and integrations. We have also recently begun to offer use case
pricing that simplifies pricing for customers seeking to address specific needs.
Our customers often expand their subscriptions as they increase volume of
responses, add solutions and integrations, grow users and employees, and
increase features and workflows within each solution.
Our professional services consist primarily of research services, through our
DesignXM offering, which allows customers to gain market intelligence by
procuring a curated group of respondents and returning actionable results, while
conforming to best-practice design and methodology, as well as implementations,
configurations, and integration and engineering services to help customers
deploy our XM Platform. Other professional services revenue consists of
consulting and training fees.
Key Factors Affecting Our Performance
We believe that the growth and future success of our business depends on many
factors. While each of these factors presents significant opportunities for our
business, they also pose important challenges that we must successfully address
in order to sustain our growth and improve our results of operations.
Customer Acquisition and Expansion
We are focused on continuing to acquire new customers to support our long-term
growth. We have invested, and expect to continue to invest, heavily in our sales
and marketing efforts to drive customer acquisition. Our
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customers include businesses of all sizes, academic institutions, and government
organizations. We define the number of customers at the end of any particular
period as the number of parties or individual legal entities that have entered
into a separate subscription contract with us. For avoidance of doubt,
international subsidiaries of parent entities are not separately counted, but
business units, brands, and academic institutions are counted if they are
distinct legal entities. A single organization or customer may have multiple
paid business accounts.
Our business model relies on rapidly and efficiently landing new customers and
expanding our relationship with them over time. We have a history of attracting
new customers, driving expanded use through upselling our XM Platform across the
enterprise, and cross-selling through the subsequent deployment of additional
solutions throughout the enterprise. Our relationship with SAP has resulted in
greater access to enterprise customers and increased cross-sell opportunities
through SAP's customer base.
Investing for Growth
Our investment for growth encompasses multiple critical areas, including
international growth, enterprise sales, and product expansion.
Our revenue outside of the United States represented 29% and 27% of our total
revenue in the three months ended March 31, 2021 and 2020. We initially started
our expansion outside of the United States in English-speaking countries, such
as Ireland, the United Kingdom, Canada, and Australia, as we were able to
leverage our core technologies and go-to-market motion. Since opening our first
international office in Dublin, Ireland in 2013, we now have 27 sales offices in
countries around the globe.
We continue to evolve our technology to ensure that we are best serving our
customers' needs. We believe this will lead to continued increased retention and
positive customer referrals that will continue to generate expansion within
current customer organizations and business from new customers. Since 2015, we
have established offices in Seattle and Poland to expand our engineering
headcount. We continue to invest in research and development to drive product
innovation and development.
Strategic Partnerships
In 2018, we announced the launch of QPN. Since then, we have built out our
partner network to include over 200 global member companies partnering with us
on our platform to help drive breakthrough business outcomes for joint
customers. Since the SAP Acquisition in 2019, we have also developed joint
go-to-market and product integrations with SAP. We expect our partnerships to
extend our sales reach and provide implementation leverage both domestically and
internationally, as well as product and technology integrations that will
accelerate our product roadmap.
Key Business Metrics
We review a number of operating and financial metrics, including the following
key metrics to evaluate our business, measure our performance, identify trends
affecting our business, formulate business plans, and make strategic decisions.
Large Customers
We define our large customers as those spending more than $100,000 in ARR on our
XM Platform. We believe that our ability to increase the number of large
customers is an indicator of our market penetration, strategic demand for our
platform, the growth of our business, and our potential future business
opportunities. Increasing awareness of our platform and its broad range of
capabilities, coupled with the mainstream adoption of cloud-based technology,
has expanded the diversity of our large customer base to include organizations
of different sizes across virtually all industries.
We continue to increase the number of customers who have entered into larger
subscriptions with us. We had 1,457 customers with ARR of $100,000 or more as of
March 31, 2021, up from 1,338 as of December 31, 2020. The
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number of customers with ARR of $100,000 or more indicates the strategic
importance of our platform for enterprise customers and our ability to both
initially land significant accounts and grow them over time.
Net Retention Rate
We calculate our dollar-based net retention rate to measure our ability to
retain and expand subscription revenue from our existing customers and is an
indicator of the value our platform delivers to customers and our future
business opportunities. Our net retention rate compares our subscription revenue
from the same set of customers across comparable periods and reflects customer
renewals, expansion, contraction and churn.
We calculate our net retention rate on a trailing four-quarter basis. As of
March 31, 2021, our net retention rate was 120%. Our net retention rate was 125%
as of March 31, 2020.
To calculate our net retention rate, we first calculate the subscription revenue
in one quarter from a cohort of customers that were customers at the beginning
of the same quarter in the prior fiscal year, or cohort customers. We repeat
this calculation for each quarter in the trailing four-quarter period. The
numerator for net retention rate is the sum of subscription revenue from cohort
customers for the four most recent quarters, or numerator period, and the
denominator is the sum of subscription revenue from cohort customers for the
four quarters preceding the numerator period.
SAP Acquisition
Since the SAP Acquisition in January 2019 and until the sale of 6,000,000 shares
of our Class A common stock to Q II in December 2020, we operated as a wholly
owned subsidiary of SAP. Accordingly, our financial results for the three months
ended March 31, 2021 differ in comparison to the three months ended March 31,
2020 primarily with respect to sales and marketing expenses and equity and cash
settled stock-based compensation expense.
The results of our operations include all revenue and costs directly
attributable and/or allocable to the Company, including costs for facilities,
functions, and services used by Qualtrics. Our results also include expenses of
SAP directly charged to Qualtrics for certain functions provided by SAP,
including, but not limited to, sales organization costs, insurance, employee
benefits, human resources and usage of data centers. We expect this revenue and
these cross charges to continue in the near future. These amounts may fluctuate
from period to period based on the nature and extent of the indirect benefits
received and provided. See Note 14 "Related Party Transactions" for further
details in our condensed consolidated financial statements included elsewhere in
this Quarterly Report on Form 10-Q.
During the three months ended March 31, 2021 we recorded $203.0 million in
equity and cash settled stock-based compensation expense compared to $12.5
million during the three months ended March 31, 2020. The increase was primarily
due to the issuance of RSU awards in connection with our initial public offering
partially offset by an increase in forfeitures and a decrease in SAP's stock
price during the three months ended March 31, 2021. On January 28, 2021, we
completed a voluntary exchange offer pursuant to which 5.4 million cash-settled
Qualtrics Rights and 1.3 million cash-settled SAP RSU awards were exchanged into
12.8 million equity-settled Qualtrics RSU awards, representing 93% of the
outstanding Qualtrics Rights and SAP RSU awards.
Our stock-based compensation expense for the three months ended March 31, 2021
of $203.0 million consisted of $203.1 million in equity settled awards and
$(0.1) million in liability-classified awards. We settled $72.0 million of
liability-classified awards during the three months ended March 31, 2021. Our
stock-based compensation expense for the three months ended March 31, 2020 of
$12.5 million consisted entirely of liability-classified awards. We settled
$98.3 million of liability-classified awards during the three months ended March
31, 2020.
As a result of this increase in equity and cash settled stock-based
compensation, our cost of revenue, research and development, sales and
marketing, and general and administrative costs increased significantly in
absolute dollars and as a percentage of revenue during the three months ended
March 31, 2021 compared to the three months ended March 31, 2020. These changes
are described in additional detail within our results of operations.
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SAP Segment Reporting
Since the SAP Acquisition, certain of our financial results have been presented
as an operating segment within SAP's publicly reported financial results. These
Euro-reported financial results are prepared under International Financial
Reporting Standards, or IFRS, and presented on a non-IFRS basis. The SAP segment
results differ from our standalone financial results primarily due to:
differences in reporting currency, differences between IFRS and GAAP,
differences in the reporting of certain related party transactions between
Qualtrics and SAP, SAP's reporting of expenses related to certain corporate
overhead functions, and differences in the reporting related to the SAP
Acquisition.
Response to COVID-19
In response to the COVID-19 pandemic, we have taken broad actions to mitigate
the impact of this public health crisis on our business. In response, we have
implemented, among other measures, a COVID-19 task force, a temporary work from
home policy across all offices globally, new operating guidelines for our
offices based on local conditions, restrictions on work-related travel, and
additional wellness benefits for employees, all of which have the potential to
result in a significant disruption to how we operate our business. Our customers
and partners have similarly been impacted. Our XM Platform enables customers to
focus on managing their customer, employee, product, and brand experiences,
which is increasingly important in a digitally connected world. Although we
believe our business is well-suited to navigate the current environment, the
ultimate duration and extent of the COVID-19 pandemic cannot be accurately
predicted at this time, and the direct and indirect impact on our business,
results of operations, and financial condition will depend on future
developments that are highly uncertain. We have experienced, and may continue to
experience, an adverse impact on certain parts of our business. The conditions
caused by the pandemic have adversely affected or may in the future adversely
affect, among other things, demand, spending by new customers, renewal and
retention rates of existing customers, the length of our sales cycles, sales
productivity, the value and duration of subscriptions, collections of accounts
receivable, our IT and other expenses, our ability to recruit, and the ability
of our employees to travel, all of which could adversely affect our business,
results of operations, and financial condition.
We have also experienced, and may continue to experience, certain positive
impacts on other aspects of our business, including an increase in sales of our
platform to state, local, and federal governments and non-profit organizations
to help them navigate through the pandemic. Moreover, we have seen a reduction
in certain operating expenses due to reduced business travel, deferred hiring
for some positions, and the virtualization or cancellation of customer and
employee events. At our virtual event this year, titled Work Different, we
explored how successful organizations are listening to and taking action on the
feedback from their customers and employees to reimagine the future of work.
Additionally, we believe that the COVID-19 pandemic could also accelerate
customer transformation into digital businesses, which we expect will generate
additional opportunities for us in the future.
The global impact of COVID-19 continues to rapidly evolve, and we will continue
to monitor the situation and the effects on our business and operations closely.
We do not yet know the full extent of potential impacts on our business or
operations. In particular, due to our subscription-based business model, the
effect of the COVID-19 pandemic may not be fully reflected in our revenue until
future periods. Given the uncertainty, we cannot reasonably estimate the impact
on our future results of operations, cash flows, or financial condition. For
additional details, see "Risk Factors."
Components of Our Results of Operations
Revenue
We generate revenue from sales of subscriptions to our XM Platform and related
professional services.
Subscription revenue is recognized ratably over the related contractual term,
generally beginning on the date that our XM Platform is made available to our
customer. Our subscription agreements generally have annual contractual terms,
with a growing number having multi-year contractual terms. Our agreements
generally cannot be canceled with refund. We primarily bill in advance for our
annual contracts and annually in advance for our multi-
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year contracts. Amounts that have been billed are initially recorded as deferred
revenue until the revenue is recognized. Subscription revenue as a percentage of
total revenue may fluctuate period to period.
Professional services and other revenue consists primarily of research services,
implementation services, and engineering services. Research services revenue is
recognized upon completion of the project. Our agreements generally cannot be
canceled with refund. We typically bill in advance for research services
projects, with a number of customers purchasing annual retainers to fund future
projects. Amounts that have been billed are initially recorded as deferred
revenue until the revenue is recognized. Implementation services and engineering
services include fees associated with new and expanding customers requesting
implementation, integration, customization, consulting, and other services. We
price these services on a fixed fee basis. Our agreements generally cannot be
canceled for a refund. We typically bill in advance for professional services
and other revenue. Amounts that have been billed are initially recorded as
deferred revenue until the revenue is recognized. We continue to increase
deployment of partners to fulfill certain of these services, especially
implementation services, and we generally expect professional services and other
revenue to decrease as a percentage of total revenue in the long term, although
this percentage may fluctuate from period to period.
Cost of revenue and gross margin
Cost of revenue. Our cost of subscription revenue includes expenses related to
operating our XM Platform in data centers, depreciation of our data center
equipment, and the amortization of our capitalized internal-use software and
acquired technology. Subscription cost of revenue also includes employee-related
costs associated with our customer support and XM Platform operations
organizations. Our cost of professional services and other revenue includes
vendor costs and employee-related costs associated with the delivery of these
services. Additionally, we make allocations of certain overhead costs, primarily
based on headcount, to each of these costs of revenue. Allocated overhead
includes costs such as facilities, including lease expense, utilities,
depreciation on leasehold improvements, and shared information technology costs.
We expect our cost of revenue will increase in absolute dollars in future
periods as we continue to invest in our business.
Gross margin. Gross margin is gross profit expressed as a percentage of revenue.
Our gross margin may fluctuate from period to period based on the timing of
capital expenditures and the related depreciation expense, or other changes in
equity and cash settled stock-based compensation, employee-related costs,
infrastructure costs, revenue mix, timing of completion of professional services
projects, as well as revenue fluctuations. Excluding the impact of equity and
cash settled stock-based compensation expense, we generally expect our gross
margin to remain relatively consistent in the near term and to increase modestly
in the long term, although our gross margin may fluctuate from period to period
depending on the interplay of all of these factors.
Operating expenses
Research and development. Our research and development expenses consist
primarily of employee-related costs for our engineering, product, and design
teams, and allocated overhead.
We plan to continue to hire employees for our engineering, product, and design
teams to support our efforts to enhance the functionality and improve the
reliability, availability, and scalability of our XM Platform. Excluding the
impact of equity and cash settled stock-based compensation expense, we expect
our research and development expenses to increase in absolute dollars in future
periods, to remain relatively consistent as a percentage of our revenue in the
near term, and to decrease as a percentage of our revenue over the long term,
although our research and development expenses may fluctuate as a percentage of
our revenue from period to period due to the timing and extent of these
expenses.
Sales and marketing. Our sales and marketing expenses relate to both inside and
outbound sales activities, as well as expansion efforts with our current
customers. The expenses consist primarily of employee-related costs, marketing
programs and events, lead generation fees, indirect benefits received from SAP
net of indirect benefits we provide to SAP, and allocated overhead. Sales
commissions earned by our sales team and the related payroll taxes, that we
consider to be incremental and recoverable costs of obtaining a contract with an
organization, are deferred and amortized over an estimated period of benefit of
five years.
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We plan to continue to invest in sales and marketing to grow our customer base
and increase our brand awareness. The trend and timing of sales and marketing
expenses will depend in part on the timing of marketing campaigns. Excluding the
impact of equity and cash settled stock-based compensation expense, we expect
that sales and marketing expenses will increase in absolute dollars in future
periods; however, we expect our sales and marketing expenses to decrease as a
percentage of our revenue over the long term, although our sales and marketing
expenses may fluctuate as a percentage of our revenue from period to period due
to the timing and extent of these expenses.
General and administrative. Our general and administrative expenses consist
primarily of employee-related costs for our finance, legal, people operations,
and other administrative teams, as well as certain executives. In addition,
general and administrative expenses include allocated overhead, outside legal,
accounting and other professional fees, and non-income based taxes.
We expect to incur additional general and administrative expenses to support our
growth as well as our transition to being a publicly traded company. Excluding
the impact of equity and cash settled stock-based compensation expense, we
expect that general and administrative expenses will increase in absolute
dollars in future periods. Our general and administrative expenses may fluctuate
as a percentage of our revenue from period to period due to the timing and
extent of these expenses.
Other non-operating income (expense), net
Other non-operating income (expense), net consists of other non-operating gains
or losses, including those related to interest income and foreign currency
transaction gains and losses.
Provision for income taxes
Provision for income taxes consists primarily of income taxes related to the
U.S. and other foreign jurisdictions in which we conduct business. We maintain a
full valuation allowance against our U.S. deferred tax assets as we have
concluded that it is not more likely than not that the deferred tax assets will
be realized. Our effective tax rate is affected by tax rates in foreign
jurisdictions and the relative amounts of income we earn in those jurisdictions,
as well as non-deductible expenses, such as share-based compensation, and
changes in our valuation allowance.
Income taxes as presented in our condensed consolidated financial statements
attribute current and deferred income taxes of SAP to our standalone financial
statements in a manner that is systematic, rational and consistent with the
asset and liability method prescribed by FASB ASC Topic 740: Income Taxes, or
ASC 740. Accordingly, our income tax provision was prepared following the
separate return method. The separate return method applies ASC 740 to the
standalone financial statements of each member of the consolidated group as if
the group members were a separate taxpayer and a standalone enterprise. As a
result, actual transactions included in the consolidated financial statements of
SAP may not be included in our separate condensed consolidated financial
statements. Similarly, the tax treatment of certain items reflected in our
condensed consolidated financial statements may not be reflected in the
consolidated financial statements and tax returns of SAP. Therefore, such items
as net operating losses, credit carry-forwards and valuation allowances may
exist in the standalone financial statements that may or may not exist in SAP's
consolidated financial statements. As such, our income taxes as presented in
these condensed consolidated financial statements may not be indicative of the
income taxes that we will generate in the future.
As described above, we have calculated the income taxes in our condensed
consolidated financial statements on a separate return basis. However, we were
in actuality included in the consolidated, combined or unitary U.S. federal and
state income tax returns with SAP America and its affiliates. As a result, a
portion of our net operating loss and credit carryforwards would not be
available for our use in future tax periods as the net operating losses, or
underlying deductions, and credits have already been partially absorbed by SAP
America.
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Results of Operations
The following table sets forth our results of operations for the periods
presented:
                                                    Three Months Ended March 31,
                                                        2021                   2020
                                                           (In thousands)
Revenue:
Subscription                                 $        186,896               $ 128,265
Professional services and other                        51,747                  47,799
Total revenue                                         238,643                 176,064
Cost of revenue(1)(2):
Subscription                                           20,370                  13,716
Professional services and other                        41,411                  34,208
Total cost of revenue                                  61,781                  47,924
Gross profit                                          176,862                 128,140
Operating expenses(1)(2):
Research and development                               62,806                  35,489
Sales and marketing                                   136,181                 107,095
General and administrative                            174,449                  22,487
Total operating expenses                              373,436                 165,071
Operating loss                                       (196,574)                (36,931)
Other non-operating income (expense), net              (1,740)                    485
Loss before income taxes                             (198,314)                (36,446)
Provision for income taxes                              1,540                   8,389
Net loss                                     $       (199,854)              $ (44,835)


________________

(1)Includes equity and cash settled stock-based compensation expense, as follows:


                                                                      Three 

Months Ended March 31,


                                                                        2021                   2020
                                                                             (In thousands)
Cost of subscription revenue                                     $          2,624          $      169
Cost of professional services and other revenue                             4,430                  89
Research and development                                                   21,332               1,964
Sales and marketing                                                        22,777               3,783
General and administrative                                                151,836               6,497
Total stock-based compensation, including cash settled           $        

202,999 $ 12,502

(2)Includes amortization of acquired intangible assets as follows:


                                                                      Three Months Ended March 31,
                                                                        2021                  2020
                                                                             (In thousands)
Cost of subscription revenue                                     $           266          $      266

Sales and marketing                                                              51                  51
General and administrative                                                       47                  47
Total amortization of acquired intangible assets                 $          

364 $ 364


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The following table sets forth our results of operations for the periods presented as a percentage of our total revenue for those periods:


                                          Three Months Ended March 31,
                                                2021                  2020
                                              (as a % of revenue)
Revenue:
Subscription                                                78         73
Professional services and other                             22         27
Total revenue                                              100  %     100  %
Cost of revenue:
Subscription                                                 9          8
Professional services and other                             17         19
Total cost of revenue                                       26         27
Gross profit                                                74         73
Operating expenses:
Research and development                                    26         20
Sales and marketing                                         57         61
General and administrative                                  73         13
Total operating expenses                                   156         94
Operating loss                                             (82)       (21)
Other non-operating income, net                             (1)         -
Loss before income taxes                                   (83)       (21)
Provision for income taxes                                   1          5
Net loss                                                   (84) %     (26) %


Comparison of the three months ended March 31, 2021 and 2020
Revenue
                                            Three Months Ended March 31,
                                              2021                  2020              $ Change               % Change
                                                             (In thousands)
Subscription revenue                   $       186,896          $  128,265          $   58,631                        46  %
Professional services and other
revenue                                         51,747              47,799               3,948                         8  %
Total revenue                          $       238,643          $  176,064          $   62,579                        36  %


Subscription revenue increased by $58.6 million, or 46%, for the three months
ended March 31, 2021 as compared to the three months ended March 31, 2020. This
increase was due primarily to increased demand for our solutions from new and
existing customers. Of the increase in subscription revenue for the three months
ended March 31, 2021 compared to the three months ended March 31, 2020,
approximately $34.8 million was attributable to existing customers and
approximately $23.8 million was attributable to new customers. The increase in
revenue from existing customers was driven by upgrades of current subscription
solutions and the purchase of additional solutions within our platform. Pricing
changes were not material to the increase in revenue. Professional services and
other revenue increased $3.9 million, or 8%, for the three months ended March
31, 2021 compared to the three months ended March 31, 2020. This increase was
primarily due to an increase in revenue from large customers, who generally
require more services.
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Cost of revenue, gross profit, and gross margin


                                            Three Months Ended March 31,
                                              2021                  2020              $ Change               % Change
                                                             (In thousands)
Cost of subscription revenue           $       20,370           $   13,716          $    6,654                        49  %
Cost of professional services and
other revenue                                  41,411               34,208               7,203                        21  %
Total cost of revenue                          61,781               47,924              13,857                        29  %

Subscription gross profit                     166,526              114,549              51,977                        45  %
Professional services and other gross
profit                                         10,336               13,591              (3,255)                      (24) %
Total gross profit                     $      176,862           $  128,140          $   48,722                        38  %

Subscription gross margin                          89   %               89  %
Professional services and other gross
margin                                             20   %               28  %
Total gross margin                                 74   %               73  %


Cost of subscription revenue increased $6.7 million, or 49%, for the three
months ended March 31, 2021, as compared to the three months ended March 31,
2020, consistent with the increase in subscription revenue growth over the same
period. This increase was driven by a $2.5 million increase in stock-based
compensation expense, a $0.8 million increase in server costs, a $2.0 million
increase in employee-related costs from headcount growth, and a $1.4 million
increase in amortization of internal use software. Cost of professional services
and other revenue increased $7.2 million, or 21%, for the three months ended
March 31, 2021, as compared to the three months ended March 31, 2020. This
increase was driven by a $2.0 million increase in employee-related costs from
headcount growth, a $1.4 million increase in professional services vendor costs,
and a $4.3 million increase in stock-based compensation expense, partially
offset by a $0.5 million decrease in travel-related expenses.
Our gross margins increased from 73% during the three months ended March 31,
2020 to 74% during the three months ended March 31, 2021, due primarily to an
increase in subscription gross margins, partially offset by a decrease in
professional services and other gross margins based on the changes discussed
above.
Operating Expenses
Research and development
                                  Three Months Ended March 31,
                                       2021                    2020        $ Change      % Change
                                                (In thousands)
Research and development   $        62,806                  $ 35,489      $ 27,317           77  %


Research and development expenses increased $27.3 million, or 77%, for the three
months ended March 31, 2021, as compared to the three months ended March 31,
2020. This increase was driven by a $19.4 million increase in stock-based
compensation expense and a $6.5 million increase in employee-related costs from
headcount growth as we continue to add to and enhance our products.
Sales and marketing
                               Three Months Ended March 31,
                                   2021                   2020         $ Change      % Change
                                             (In thousands)
Sales and marketing     $       136,181                $ 107,095      $ 29,086           27  %


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Sales and marketing expenses increased $29.1 million, or 27%, for the three
months ended March 31, 2021, as compared to the three months ended March 31,
2020. The increase in sales and marketing was primarily driven by a $19.0
million increase in stock-based compensation expense and a $18.0 million
increase in employee-related costs from headcount growth, partially offset by a
$5.4 million decrease in travel-related expenses and a $2.5 million decrease in
marketing spend.
General and administrative
                                     Three Months Ended March 31,
                                          2021                    2020        $ Change       % Change
                                                    (In thousands)
General and administrative    $        174,449                 $ 22,487      $ 151,962          676  %


General and administrative expenses increased $152.0 million, or 676%, for the
three months ended March 31, 2021, as compared to the three months ended March
31, 2020. The increase in general and administrative expenses was primarily
driven by a $145.3 million increase in stock-based compensation expense.
Other non-operating income (expense), net
Other non-operating income (expense), net decreased $2.2 million for the three
months ended March 31, 2021, as compared to the three months ended March 31,
2020. This change for the periods was primarily driven by a $1.2 million
increase in interest expense, the results of changes in interest income due to
differences in average cash balances and interest rates, and immaterial changes
in foreign currency transactions gains and losses.
Provision for income taxes
Provision for income taxes decreased $6.8 million for the three months ended
March 31, 2021, as compared to the three months ended March 31, 2020, due to
lower foreign net income and a decrease in current year tax reserve expense.
Our effective tax rate was (0.8)% for the three months ended March 31, 2021, as
compared to (23.0)% for the three months ended March 31, 2020. The change was
primarily driven by differences in our effective tax rate for the respective
years, as described below.
Our effective tax rate for the three months ended March 31, 2020 was (23.0)%.
The difference between the U.S. statutory rate of 21% and our effective tax rate
is primarily driven by rate adjustments due to tax reserves, foreign taxes, and
the impact of valuation allowances recorded against current year losses in the
United States.
Liquidity and Capital Resources
As of March 31, 2021 we had cash and cash equivalents of $586.5 million. Our
cash and cash equivalents consist primarily of cash and money market funds. As
of March 31, 2021, we had $22.1 million of our cash and cash equivalents held by
our foreign subsidiaries.
We have financed our operations primarily through cash generated from our
operations, equity issuances, and proceeds from capital contributions received
from SAP in conjunction with the SAP Acquisition and funding of cash settled
stock-based compensation expense. Our principal uses of cash in recent periods
have been funding our operations, making capital expenditures, and settling
equity-based awards.
We believe our existing cash and cash equivalents, together with cash provided
by operations, will be sufficient to meet our needs for at least the next 12
months. Our future capital requirements will depend on many factors, including
our revenue growth rate, subscription renewal activity, the timing and extent of
spending to support further infrastructure development and research and
development efforts, the timing and extent of additional capital expenditures to
invest in existing and new office spaces, the satisfaction of tax withholding
obligations for the settlement of future share-based awards, the expansion of
sales and marketing and international operation activities, the introduction of
new product capabilities and enhancement of our XM Platform, and the continuing
market
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acceptance of our platform. On January 28, 2021, we completed a voluntary
exchange offer pursuant to which 5.4 million cash-settled Qualtrics Rights and
1.3 million cash-settled SAP RSU awards were exchanged into 12.8 million
equity-settled Qualtrics RSU awards, representing 93% of the outstanding
Qualtrics Rights and SAP RSU awards, significantly reducing our stock-based
awards liability. We may in the future enter into arrangements to acquire or
invest in complementary businesses, services, and technologies, including
intellectual property rights. We may be required to seek additional equity or
debt financing. In the event that additional financing is required from outside
sources, we may not be able to raise it on terms acceptable to us or at all. If
we are unable to raise additional capital when desired, our business, results of
operations, and financial condition would be materially and adversely affected.
Our cash flow activities were as follows for the periods presented:

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