You should read the following discussion and analysis of our financial condition
and results of operations together with our unaudited condensed consolidated
financial statements and related notes included elsewhere in this Quarterly
Report. This discussion contains forward-looking statements based upon current
plans, expectations and beliefs involving risks and uncertainties. Our actual
results may differ materially from those anticipated in these forward-looking
statements as a result of various factors, including those set forth under "Risk
Factors" in Part II-Item 1A of this Quarterly Report and in Part I-Item 1A of
our Annual Report on Form 10-K for the year ended December 31, 2022, and in
other parts of this Quarterly Report. See "Cautionary Note Regarding
Forward-Looking Statements."

Overview

Sprout Social is a powerful, centralized platform that provides the critical
business layer to unlock the massive commercial value of social media. We have
made it increasingly easy to standardize on Sprout Social as the centralized
system of record for social and to help customers maximize the value of this
mission critical channel. Currently, more than 33,000 customers across more than
100 countries rely on our platform.

Introduced in 2011, our cloud software brings together social messaging, data
and workflows in a unified system of record, intelligence and action. Operating
across major networks, including Twitter, Facebook, Instagram, TikTok,
Pinterest, LinkedIn, Google, Reddit, Glassdoor and YouTube, and commerce
platforms Facebook Shops, Shopify and WooCommerce, we provide organizations with
a centralized platform to manage their social media efforts across stakeholders
and business functions. Virtually every aspect of business has been impacted by
social media, from marketing, sales, commerce and public relations to customer
service, product and strategy, creating a need for an entirely new category of
software. We offer our customers a centralized, secure and powerful platform to
manage this broad, complex channel effectively across their organization.

We generate revenue primarily from subscriptions to our social media management
platform under a software-as-a-service model. Our subscriptions can range from
monthly to one-year or multi-year arrangements and are generally non-cancellable
during the contractual subscription term. Subscription revenue is recognized
ratably over the contract terms beginning on the date the product is made
available to customers, which typically begins on the commencement date of each
contract. We also generate revenue from professional services related to our
platform provided to certain customers, which is recognized at the time these
services are provided to the customer. This revenue has historically represented
less than 1% of our revenue and is expected to be immaterial for the foreseeable
future.

Our tiered subscription-based model allows our customers to choose among three
core plans to meet their needs. Each plan is licensed on a per user per month
basis at prices dependent on the level of features offered. Additional product
modules, which offer increased functionality depending on a customer's needs,
can be purchased by the customer on a per user per month basis.

We generated revenue of $75.2 million and $57.4 million during the three months
ended March 31, 2023 and 2022, respectively, representing growth of 31%. In the
three months ended March 31, 2023, software subscriptions contributed 99% of our
revenue.

We generated net losses of $10.3 million and $9.8 million during the three
months ended March 31, 2023 and 2022, respectively, which included stock-based
compensation expense of $13.7 million and $8.4 million, respectively. We expect
to continue investing in the growth of our business and, as a result, generate
net losses for the foreseeable future.




                                       20

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Macroeconomic Conditions



As a company with a global footprint, we are subject to risks and exposures
caused by significant events and their macroeconomic impacts, including, but not
limited to, the COVID-19 pandemic, the Russia-Ukraine war, global geopolitical
tension and more recently, rising inflation and interest rates, volatility in
the capital markets and related market uncertainty. We continuously monitor the
direct and indirect impacts, and the potential for future impacts, of these
circumstances on our business and financial results, as well as the overall
global economy and geopolitical landscape. Given the importance of our
technology platform and heightened market awareness of social media as a
strategic communications channel, these factors have not had a material adverse
impact on our operational and financial performance to date. However, the
potential implications of these macroeconomic events on our business, results of
operations and overall financial position, particularly in the long term,
introduce additional uncertainty.

Our current and prospective customers are impacted by worsening macroeconomic
conditions to varying degrees. We are continuing to monitor for potential future
direct and indirect impacts on our business and results of operations.

Acquisition of Repustate, Inc.



On January 19, 2023, the Company completed the acquisition of Repustate, Inc.
for a total purchase consideration of approximately $8.4 million, consisting of
approximately $6.8 million in cash paid at the closing time of the acquisition
and a holdback of $1.6 million in cash to be paid as purchase consideration
after the one-year anniversary of the closing of the acquisition, assuming no
claims by the Company against the holdback amount for post-closing purchase
price adjustments or indemnification matters.

The purchase price allocation as of the date of acquisition was based on a
preliminary valuation and is subject to revision as more detailed analyses are
completed and additional information about the fair value of assets and
liabilities acquired become available. We expect to finalize the allocation of
the purchase consideration as soon as practicable, pending any other adjustments
to acquired assets or liabilities, but no later than 12 months from the
acquisition date. The acquisition is expected to increase the Company's power,
breadth and automation of social listening, messaging, and customer care
capabilities with added sentiment analysis, natural language processing (NLP)
and artificial-intelligence (AI). We have included the financial results of
Repustate in our condensed consolidated financial statements from the date of
acquisition. The impact of Repustate's financial results following the date of
acquisition were not significant to Sprout's condensed consolidated financial
statements. Refer to Note 10 - Business Combinations of the Notes to the
Financial Statements (Part 1, Item 1 of this Form 10-Q) for further discussion.

Key Factors Affecting Our Performance

Acquiring new customers



We are focused on continuing to organically grow our customer base by increasing
demand for our platform and penetrating our addressable market. We have
invested, and expect to continue to invest, heavily in expanding our sales force
and marketing efforts to acquire new customers. Currently, we have more than
33,000 customers. In November 2022, we announced a price increase. For the
quarter ended March 31, 2023, as compared to the quarter ended March 31, 2022,
this price increase contributed to an increase in our average revenue per
customer and a decrease in the growth rate of our total number of customers. We
expect this trend to continue as we remain focused on higher-value customers.

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Expanding within our current customer base



We believe that there is a substantial and largely untapped opportunity for
organic growth within our existing customer base. Customers often begin by
purchasing a small number of user subscriptions and then expand over time,
increasing the number of users or social profiles, as well as purchasing
additional product modules. Customers may then expand use-cases between various
departments to drive collaboration across their organizations. Our sales and
customer success efforts include encouraging organizations to expand use-cases
to more fully realize the value from the broader adoption of our platform
throughout an organization. We will continue to invest in enhancing awareness of
our brand, creating additional uses for our products and developing more
products, features and functionality of existing products, which we believe are
vital to achieving increased adoption of our platform. We have a history of
attracting new customers and we have increased our focus on expanding their use
of our platform over time.

Sustaining product and technology innovation



Our success is dependent on our ability to sustain product and technology
innovation and maintain the competitive advantage of our proprietary technology.
We continue to invest resources to enhance the capabilities of our platform by
introducing new products, features and functionality of existing products.

International expansion



We see international expansion as a meaningful opportunity to grow our platform.
Revenue generated from non-U.S. customers during the three months ended
March 31, 2023 was approximately 27% of our total revenue. We have built local
teams in Ireland, Canada, the United Kingdom, Singapore, India, Australia and
the Philippines to support our growth internationally. We believe global demand
for our platform and offerings will continue to increase as awareness of our
platform in international markets grows. We plan to continue adding to our local
sales, customer support and customer success teams in select international
markets over time.

Key Business Metrics

We review the following key business metrics to evaluate our business, measure our performance, identify trends, formulate financial projections and make strategic decisions.

Number of customers



We define a customer as a unique account, multiple accounts containing a common
non-personal email domain, or multiple accounts governed by a single agreement
or entity. We believe that the number of customers using our platform is an
indicator not only of our market penetration, but also of our potential for
future growth as our customers often expand their adoption of our platform over
time based on an increased awareness of the value of our platform and products.

                                As of March 31,
                            2023                 2022
Number of customers       33,861                32,800


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ARR



We define ARR as the annualized revenue run-rate of subscription agreements from
all customers as of the last date of the specified period. We believe ARR is an
indicator of the scale of our entire platform while mitigating fluctuations due
to seasonality and contract term.

           As of March 31,
         2023           2022
            (in thousands)
ARR   $ 309,913      $ 239,091

Number of customers contributing more than $10,000 in ARR

We define customers contributing more than $10,000 in ARR as those on a paid subscription plan that had more than $10,000 in ARR as of a period end.



We view the number of customers that contribute more than $10,000 in ARR as a
measure of our ability to scale with our customers and attract larger
organizations. We believe this represents potential for future growth, including
expanding within our current customer base. Over time, larger customers have
constituted a greater share of our revenue.

                                                                  As of 

March 31,


                                                               2023         

2022

Number of customers contributing more than $10,000 in ARR 7,107

5,349

Number of customers contributing more than $50,000 in ARR

We define customers contributing more than $50,000 in ARR as those on a paid subscription plan that had more than $50,000 in ARR as of a period end.



We view the number of customers that contribute more than $50,000 in ARR as a
measure of our ability to scale with our largest customers and attract more
sophisticated organizations. We believe this represents potential for future
growth, including expanding within our current customer base. Over time, our
largest customers have constituted a greater share of our revenue.

                                                                 As of 

March 31,


                                                               2023         

2022

Number of customers contributing more than $50,000 in ARR 1,008

692

Components of our Results of Operations

Revenue

Subscription



We generate revenue primarily from subscriptions to our social media management
platform under a software-as-a-service model. Our subscriptions can range from
monthly to one-year or multi-year arrangements and are generally non-cancellable
during the contractual subscription term. Subscription revenue is recognized
ratably over the contract terms beginning on the date our product is made
available to customers, which typically begins on the commencement date of each
contract. Our customers do not have the right to take possession of the online
software solution. We also generate a small portion of our subscription revenue
from third-party resellers.

                                       23

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Professional Services



We sell professional services consisting of, but not limited to, implementation
fees, specialized training, one-time reporting services and recurring periodic
reporting services. Professional services revenue is recognized at the time
these services are provided to the customer. This revenue has historically
represented less than 1% of our revenue and is expected to be immaterial for the
foreseeable future.

Cost of Revenue

Subscription

Cost of revenue primarily consists of expenses related to hosting our platform
and providing support to our customers. These expenses are comprised of fees
paid to data providers, hosted data center costs and personnel costs directly
associated with cloud infrastructure, customer success and customer support,
including salaries, benefits, bonuses and allocated overhead. These costs also
include depreciation expense and amortization expense related to acquired
developed technologies. Overhead associated with facilities and information
technology is allocated to cost of revenue and operating expenses based on
headcount. Although we expect our cost of revenue to increase in absolute
dollars as our business and revenue grows, we expect our cost of revenue to
decrease as a percentage of our revenue over time.

Professional Services and Other

Cost of professional services primarily consists of expenses related to our professional services organization and are comprised of personnel costs, including salaries, benefits, bonuses and allocated overhead.

Gross Profit and Gross Margin



Gross margin is calculated as gross profit as a percentage of total revenue. Our
gross margin may fluctuate from period to period based on revenue earned, the
timing and amount of investments made to expand our hosting capacity, our
customer support and professional services teams and in hiring additional
personnel, and the impact of acquisitions. We expect our gross profit and gross
margin to increase as our business grows over time.

Operating Expenses

Research and Development



Research and development expenses primarily consist of personnel costs,
including salaries, benefits and allocated overhead. Research and development
expenses also include depreciation expense and other expenses associated with
product development. We plan to increase the dollar amount of our investment in
research and development for the foreseeable future as we focus on developing
new features and enhancements to our plan offerings.

Sales and Marketing



Sales and marketing expenses primarily consist of personnel costs directly
associated with our sales and marketing department, online advertising expenses,
as well as allocated overhead, including depreciation expense and amortization
related to acquired developed technologies. Sales force commissions and bonuses
are considered incremental costs of obtaining a contract with a customer. Sales
commissions are earned and recorded at contract commencement for both new
customer contracts and expansion of contracts with existing customers. Sales
commissions are deferred and amortized on a straight-line basis over a period of
benefit of three years. We plan to increase the dollar amount of our

                                       24

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investment in sales and marketing for the foreseeable future, primarily for increased headcount for our sales department.

General and Administrative



General and administrative expenses primarily consist of personnel expenses
associated with our finance, legal, human resources and other administrative
employees. Our general and administrative expenses also include professional
fees for external legal, accounting and other consulting services, depreciation
and amortization expense, as well as allocated overhead. We expect to increase
the size of our general and administrative functions to support the growth of
our business. We expect the dollar amount of our general and administrative
expenses to increase for the foreseeable future. However, we expect our general
and administrative expenses to decrease as a percentage of revenue over time.

Interest Income (Expense), Net

Interest income (expense), net consists primarily of interest income earned on our cash and investment balances.

Other Expense, Net

Other expense, net primarily consists of foreign currency transaction gains and losses.



Income Tax Provision

The income tax provision consists of current and deferred taxes for our United
States and foreign jurisdictions. We have historically reported a taxable loss
in our most significant jurisdiction, the United States, and have a full
valuation allowance against our deferred tax assets. We expect this trend to
continue for the foreseeable future.

                                       25

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Results of Operations



The following tables set forth information comparing the components of our
results of operations in dollars and as a percentage of total revenue for the
periods presented.

                                              Three Months Ended March 31,
                                                                      2023           2022

                                                                        (in thousands)
Revenue
Subscription                                                       $  74,742      $ 56,780
Professional services and other                                          470           649
Total revenue                                                         75,212        57,429
Cost of revenue(1)
Subscription                                                          16,633        13,757
Professional services and other                                          242           234
Total cost of revenue                                                 16,875        13,991
Gross profit                                                          58,337        43,438
Operating expenses
Research and development(1)                                           17,876        13,065
Sales and marketing(1)                                                36,905        25,612
General and administrative(1)                                         15,489        14,370
Total operating expenses                                              70,270        53,047
Loss from operations                                                 (11,933)       (9,609)
Interest expense                                                         (28)          (71)
Interest income                                                        2,020           123
Other expense, net                                                      (209)         (108)
Loss before income taxes                                             (10,150)       (9,665)
Income tax expense                                                       102            90
Net loss                                                           $ (10,252)     $ (9,755)


_______________

(1)Includes stock-based compensation expense as follows:



                                           Three Months Ended March 31,
                                                                    2023         2022

                                                                     (in thousands)
Cost of revenue                                                  $    501      $   448
Research and development                                            3,602        1,725
Sales and marketing                                                 6,570        4,218
General and administrative                                          2,983        2,001
Total stock-based compensation                                   $ 13,656      $ 8,392



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                                                                  Three Months Ended March 31,
                                                                                   2023                    2022

                                                                                (as a percentage of total revenue)
Revenue
Subscription                                                                             99  %                   99  %
Professional services and other                                                           1  %                    1  %
Total revenue                                                                           100  %                  100  %
Cost of revenue
Subscription                                                                             22  %                   24  %
Professional services and other                                                           -  %                    -  %
Total cost of revenue                                                                    22  %                   24  %
Gross profit                                                                             78  %                   76  %
Operating expenses
Research and development                                                                 24  %                   23  %
Sales and marketing                                                                      49  %                   45  %
General and administrative                                                               21  %                   25  %
Total operating expenses                                                                 93  %                   92  %
Loss from operations                                                                    (16) %                  (17) %
Interest expense                                                                          -  %                    -  %
Interest income                                                                           3  %                    -  %
Other expense, net                                                                        -  %                    -  %
Loss before income taxes                                                                (13) %                  (17) %
Income tax expense                                                                        -  %                    -  %
Net loss                                                                                (14) %                  (17) %

Note: Certain amounts may not sum due to rounding


                                       27

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Three Months Ended March 31, 2023 Compared to Three Months Ended March 31, 2022

Revenue

                                           Three Months Ended March 31,                          Change
                                             2023                  2022               Amount                 %

                                                                   (dollars in thousands)
Revenue
Subscription                           $      74,742           $   56,780          $   17,962                   32  %
Professional services and other                  470                  649                (179)                 (28) %
Total revenue                          $      75,212           $   57,429          $   17,783                   31  %
Percentage of Total Revenue
Subscription                                      99   %               99  %
Professional services and other                    1   %                1  %


The increase in subscription revenue was primarily driven by revenue from new
customers and expansion within existing customers. The total number of customers
grew from 32,800 as of March 31, 2022 to 33,861 as of March 31, 2023. Customers
contributing over $10,000 in ARR grew 33% versus the prior year and customers
contributing over $50,000 in ARR grew 46% versus the prior year. The increase in
new customers was primarily driven by our growing sales force capacity to meet
market demand. Expansion within existing customers was driven by our ability to
increase the number of users, social profiles and products purchased by
customers. This is in part attributable to the expansion of use-cases across
various functions within our existing customers' organizations.

Cost of Revenue and Gross Margin



                                           Three Months Ended March 31,                          Change
                                             2023                  2022               Amount                 %

                                                                   (dollars in thousands)
Cost of revenue
Subscription                           $      16,633           $   13,757          $    2,876                   21  %
Professional services and other                  242                  234                   8                    3  %
Total cost of revenue                         16,875               13,991               2,884                   21  %
Gross profit                           $      58,337           $   43,438          $   14,899                   34  %
Gross margin
Total gross margin                                78   %               76  %


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The increase in cost of subscription revenue for the three months ended
March 31, 2023 compared to the three months ended March 31, 2022 was primarily
due to the following:

                                      Change
                                  (in thousands)
Data provider fees               $        2,488
Personnel costs                             160
Other                                       228
Subscription cost of revenue     $        2,876


Fees paid to our data providers increased due to revenue growth. Personnel costs
increased primarily as a result of a 11% increase in headcount as we continue to
grow our customer support and customer success teams to support our customer
growth.

Operating Expenses

Research and Development



                                     Three Months Ended March 31,                  Change
                                    2023                        2022         Amount         %

                                                    (dollars in thousands)
Research and development      $      17,876                  $ 13,065       $ 4,811        37  %
Percentage of total revenue              24   %                    23  %


The increase in research and development expense for the three months ended
March 31, 2023 compared to the three months ended March 31, 2022 was primarily
due to the following:

                                         Change
                                     (in thousands)
Personnel costs                     $        2,849
Stock-based compensation expense             1,877
Other                                           85
Research and development            $        4,811


Personnel costs increased primarily as a result of a 21% increase in headcount
to grow our research and development teams to drive our technology innovation
through the development and maintenance of our platform. The increase in
stock-based compensation expense was primarily due to the increased headcount.

                                       29

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Sales and Marketing

                                     Three Months Ended March 31,                  Change
                                    2023                        2022          Amount         %

                                                    (dollars in thousands)
Sales and marketing           $      36,905                  $ 25,612       $ 11,293        44  %
Percentage of total revenue              49   %                    45  %


The increase in sales and marketing expense for the three months ended March 31,
2023 compared to the three months ended March 31, 2022 was primarily due to the
following:

                                         Change
                                     (in thousands)
Personnel costs                     $         8,927
Stock-based compensation expense              2,352
Other                                            14
Sales and marketing                 $        11,293


Personnel costs increased primarily as a result of a 32% increase in headcount
as we continue to expand our sales teams to grow our customer base, as well as
additional sales commission expense due to the year-over-year sales growth,
which increased the amortization of contract acquisition costs. The increase in
stock-based compensation expense was primarily due to the increased headcount.

General and Administrative

                                     Three Months Ended March 31,                 Change
                                    2023                        2022         Amount        %

                                                   (dollars in thousands)
General and administrative    $      15,489                  $ 14,370       $ 1,119       8  %
Percentage of total revenue              21   %                    25  %


The increase in general and administrative expense for the three months ended
March 31, 2023 compared to the three months ended March 31, 2022 was primarily
due to the following:

                                            Change
                                        (in thousands)

Stock-based compensation expense $ 982 Credit losses on accounts receivable

              262
Other                                            (125)
General and administrative             $        1,119

Stock-based compensation expense increased primarily as a result of a 13% increase in headcount. The increase in credit losses on accounts receivable was primarily driven by higher accounts receivable balances.


                                       30

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Interest Income, Net

                                       Three Months Ended March 31,                     Change
                                      2023                             2022       Amount         %

                                                       (dollars in thousands)
Interest income, net          $          1,992                        $ 52       $ 1,940        n/m(1)
Percentage of total revenue                  3    %                      -  %


_________________

(1)Calculated metric is not meaningful.

The increase in interest income, net was primarily driven by the increased investment in marketable securities and higher interest rates.



Other Expense, Net

                                     Three Months Ended March 31,                  Change
                                    2023                          2022        Amount        %

                                                    (dollars in thousands)
Other expense net             $       (209)                     $ (108)      $ (101)       94  %
Percentage of total revenue              -   %                       -  %


The change in other expense, net was primarily driven by foreign exchange
transaction losses.

Income Tax Expense

                                       Three Months Ended March 31,                    Change
                                     2023                              2022       Amount        %

                                                      (dollars in thousands)
Income tax expense            $          102                          $ 90       $   12        13  %
Percentage of total revenue                -    %                        -  %


The increase in income tax expense is due to higher earnings in foreign jurisdictions.

Non-GAAP Financial Measures



In addition to our results determined in accordance with U.S. generally accepted
accounting principles, or GAAP, we believe the following non-GAAP measures are
useful in evaluating our operating performance. We use the below non-GAAP
financial information, collectively, to evaluate our ongoing operations and for
internal planning and forecasting purposes. We believe that non-GAAP financial
information, when taken collectively, may be helpful to investors because it
provides consistency and comparability with past financial performance by
excluding certain items that may not be indicative of our business, operating
results or future outlook.

However, non-GAAP financial information is presented for supplemental
informational purposes only, has limitations as an analytical tool and should
not be considered in isolation or as a substitute for financial information
presented in accordance with GAAP. In addition, other companies, including
companies in our industry, may calculate non-GAAP financial measures differently
or may use other measures to evaluate their performance, all of which could
reduce the usefulness of our non-GAAP

                                       31

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financial measures as tools for comparison. Investors are encouraged to review
the related GAAP financial measures and the reconciliation of these non-GAAP
financial measures to their most directly comparable GAAP financial measures,
and not to rely on any single financial measure to evaluate our business.

Non-GAAP Gross Profit



We define non-GAAP gross profit as GAAP gross profit, excluding stock-based
compensation expense. We believe non-GAAP gross profit provides our management
and investors consistency and comparability with our past financial performance
and facilitates period-to-period comparisons of operations, as this non-GAAP
financial measure eliminates the effect of stock-based compensation, which is
often unrelated to overall operating performance.

                                                                        Three Months Ended March
                                                                                  31,
                                                                                     2023                    2022
Reconciliation of Non-GAAP gross profit                                               (dollars in thousands)
Gross profit                                                                 $     58,337               $    43,438
Stock-based compensation expense                                                      501                       448
Non-GAAP gross profit                                                        $     58,838               $    43,886

Non-GAAP Operating Income (Loss)



We define non-GAAP operating income (loss) as GAAP loss from operations,
excluding stock-based compensation expense. We believe non-GAAP operating income
(loss) provides our management and investors consistency and comparability with
our past financial performance and facilitates period-to-period comparisons of
operations, as this non-GAAP financial measure eliminates the effect of
stock-based compensation, which is often unrelated to overall operating
performance.

                                                                        Three Months Ended March
                                                                                  31,
                                                                                     2023                    2022
Reconciliation of Non-GAAP operating income (loss)                                    (dollars in thousands)
Loss from operations                                                         $     (11,933)             $    (9,609)
Stock-based compensation expense                                                    13,656                    8,392
Non-GAAP operating income (loss)                                             $       1,723              $    (1,217)


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Non-GAAP Net Income (Loss)



We define non-GAAP net income (loss) as GAAP net loss, excluding stock-based
compensation expense. We believe non-GAAP net income (loss) provides our
management and investors consistency and comparability with our past financial
performance and facilitates period-to-period comparisons of operations, as this
non-GAAP financial measure eliminates the effect of stock-based compensation,
which is often unrelated to overall operating performance.

                                                                        Three Months Ended March
                                                                                  31,
                                                                                     2023                    2022
Reconciliation of Non-GAAP net income (loss)                                          (dollars in thousands)
Net loss                                                                     $     (10,252)             $    (9,755)
Stock-based compensation expense                                                    13,656                    8,392
Non-GAAP net income (loss)                                                   $       3,404              $    (1,363)

Non-GAAP Net Income (Loss) per Share



We define non-GAAP net income (loss) per share as GAAP net loss per share
attributable to common shareholders, basic and diluted, excluding stock-based
compensation expense. We believe non-GAAP net income (loss) per share provides
our management and investors consistency and comparability with our past
financial performance and facilitates period-to-period comparisons of
operations, as this non-GAAP financial measure eliminates the effect of
stock-based compensation, which is often unrelated to overall operating
performance.
                                                                       Three Months Ended
                                                                            March 31,
                                                                                 2023                 2022

Reconciliation of Non-GAAP net income (loss) per share Net loss per share attributable to common shareholders, basic and diluted

$    (0.19)         $     (0.18)
Stock-based compensation expense per share                                         0.25                 0.15
Non-GAAP net income (loss) per share                                         $     0.06          $     (0.03)


Free Cash Flow

Free cash flow is a non-GAAP financial measure that we define as net cash
provided by operating activities less purchases of property and equipment. We
believe that free cash flow is a useful indicator of liquidity that provides
information to management and investors about the amount of cash provided by our
core operations that, after the purchases of property and equipment, is
available to be used for strategic initiatives. For example, if free cash flow
is negative, we may need to access cash reserves or other sources of capital to
invest in strategic initiatives. One limitation of free cash flow is that it
does not reflect our future contractual obligations. Additionally, free cash
flow does not represent the

                                       33

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total increase or decrease in our cash balance for a given period.


                                                                        Three Months Ended
                                                                             March 31,
                                                                                  2023                  2022
Reconciliation of Free cash flow                                                    (dollars in thousands)
Net cash provided by operating activities                                    $      8,284          $     5,402
Purchases of property and equipment                                                  (383)                (313)
Free cash flow                                                               $      7,901          $     5,089

Liquidity and Capital Resources



As of March 31, 2023, our principal sources of liquidity were cash and cash
equivalents of $78.4 million, marketable securities of $108.8 million and net
accounts receivable of $36.7 million. Historically, we have generated losses
from operations as evidenced by our accumulated deficit and in previous years,
we had negative cash flows from operations. However, for the three months ended
March 31, 2023 and 2022, we generated positive cash flows from operations. We
expect to continue to incur operating losses and may have negative operating
cash flows for the foreseeable future due to the investments in our business we
intend to make as described above. We may experience greater than anticipated
operating losses in the short- and long-term due to macroeconomic, financial,
and other factors that are beyond our control, such as rising inflation rates
and a potential recession. The impact of these factors on our customers and our
operations going forward remains uncertain, and we continue to proactively
monitor our liquidity position.

Prior to our IPO in December 2019, we financed our operations primarily through
private issuance of equity securities and line of credit borrowings. In our IPO,
we received net proceeds of $134.3 million after deducting underwriting
discounts and commissions of $10.5 million and offering expenses of $5.2
million. We subsequently received an additional $10.0 million of net proceeds
after deducting underwriting discounts and commissions in January 2020 as a
result of the over-allotment option exercise by the underwriters of our IPO. In
August 2020, we received $42.1 million of net proceeds from our equity follow-on
offering after deducting underwriting discounts and commissions. Our principal
uses of cash in recent periods have been to fund operations and invest in
capital expenditures.

We believe our existing cash and cash equivalents will be sufficient to meet our
operating and capital needs for at least the next 12 months. We believe we will
meet longer-term expected future cash requirements and obligations through a
combination of cash flows from operating activities, available cash, investment
balances, and potential future equity or debt transactions. Our future capital
requirements will depend on many factors, including our subscription growth
rate, subscription renewal activity, billing frequency, the impact of
macroeconomic conditions on our customers and our operations, the timing and
extent of spending to support our research and development efforts, the
expansion of sales and marketing activities, the introduction of new and
enhanced product offerings, and the continuing market acceptance of our product.
We have in the past, and may in the future, enter into arrangements to acquire
or invest in complementary businesses, products 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 or generate cash flows necessary to
expand our operations, our business, results of operations and financial
condition could be adversely affected.


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The following table summarizes our cash flows for the periods presented:



                                                                    Three Months Ended March 31,
                                                                     2023                   2022

                                                                           (in thousands)
Net cash provided by operating activities                      $        8,284          $     5,402
Net cash used in investing activities                                  (8,691)             (29,898)
Net cash used in financing activities                                  (1,099)                (956)
Net (decrease) increase in cash and cash equivalents           $       (1,506)         $   (25,452)



Operating Activities

Our largest source of operating cash is cash collections from our customers for
subscription services. Our primary uses of cash from operating activities are
for personnel costs across the sales and marketing and research and development
departments and hosting costs. Historically, we have generated negative cash
flows from operating activities. However, for the three months ended March 31,
2023 and 2022, we generated positive cash flows from operating activities.

Net cash provided by operating activities during the three months ended
March 31, 2023 was $8.3 million, which resulted from a net loss of $10.3 million
adjusted for non-cash charges of $20.4 million and net cash outflow of $1.9
million from changes in operating assets and liabilities. Non-cash charges
primarily consisted of $13.7 million of stock-based compensation expense, $5.9
million for amortization of deferred contract acquisition costs, which were
primarily commissions, $0.4 million of amortization of right-of-use, or ROU,
operating lease assets, and $1.1 million of depreciation and intangible asset
amortization expense. The net cash outflow from changes in operating assets and
liabilities was primarily the result of a $7.8 million increase in deferred
commissions due to the addition of new customers and expansion of the business,
a $4.1 million increase in prepaid expenses and other assets, a $0.8 million
decrease in operating lease liabilities, a $1.1 million increase in accounts
receivable and a $1.6 million decrease in accounts payable and accrued expenses.
These outflows were primarily offset by a $13.6 million increase in deferred
revenue.

Net cash provided by operating activities during the three months ended March
31, 2022 was $5.4 million, which resulted from a net loss of $9.8 million
adjusted for non-cash charges of $13.8 million and net cash inflow of $1.4
million from changes in operating assets and liabilities. Non-cash charges
primarily consisted of $8.4 million of stock-based compensation expense, $1.0
million of depreciation and intangible asset amortization expense, $4.0 million
for amortization of deferred contract acquisition costs, which were primarily
commissions, and $0.2 million of amortization of ROU operating lease assets. The
net cash inflow from changes in operating assets and liabilities was primarily
the result of a $7.3 million increase in deferred revenue, a $1.5 million
increase in accounts payable and accrued expenses and a $2.3 million decrease in
gross accounts receivable. These inflows were primarily offset by a $6.3 million
increase in deferred commissions due to the addition of new customers and
expansion of the business, a $2.9 million decrease in prepaid expenses and other
assets as well as a $0.7 million decrease in operating lease liabilities.

Investing Activities



Net cash used in investing activities for the three months ended March 31, 2023
was $8.7 million, which was primarily due to $30.1 million in purchases of
marketable securities and $6.4 million for the acquisition of Repustate,
partially offset by $28.2 million in proceeds from the maturities and sale of
marketable securities.

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Net cash used in investing activities for the three months ended March 31, 2022 was $29.9 million, which was primarily due to $66.1 million in purchases of marketable securities, partially offset by $36.5 million in proceeds from maturities of marketable securities.

Financing Activities

Net cash used in financing activities for the three months ended March 31, 2023 was $1.1 million, primarily driven by $1.1 million in payments related to employee withholding taxes as a result of the net settlement of stock-based awards.

Net cash used in financing activities for the three months ended March 31, 2022 was $1.0 million, primarily driven by $0.9 million in payments related to employee withholding taxes as a result of the net settlement of stock-based awards.

Contractual Obligations



As of March 31, 2023, we have non-cancellable contractual obligations related
primarily to operating leases and minimum guaranteed purchase commitments for
data and services. As of March 31, 2023, the total obligation for operating
leases was $24.4 million, of which $3.5 million is expected to be paid in the
next twelve months. As of March 31, 2023, our purchase commitment for primarily
data and services was $17.4 million, of which $12.4 million is expected to be
paid in the next twelve months. See Note 3 and Note 6 of the notes to our
unaudited condensed consolidated financial statements included in this Quarterly
Report for more information regarding these obligations.

Recent Accounting Pronouncements

Refer to section titled "Summary of Significant Accounting Policies" in Note 1 of the notes to our unaudited condensed consolidated financial statements included in this Quarterly Report for more information.

Critical Accounting Policies and Estimates



Our unaudited condensed consolidated financial statements are prepared in
accordance with accounting principles generally accepted in the United States.
The preparation of these unaudited condensed consolidated financial statements
in conformity with GAAP requires management to make estimates, judgments and
assumptions that affect the reported amounts of assets and liabilities and the
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenue and expenses during the reporting
periods. On an ongoing basis, we evaluate our estimates and assumptions. Our
actual results may differ from these estimates.

Our significant accounting policies are discussed in Note 1, "Nature of
Operations and Summary of Significant Accounting Policies" in the Notes to
Consolidated Financial Statements as of and for the year ended December 31, 2022
included in our Annual Report on Form 10-K for the year ended December 31, 2022,
filed with the SEC on February 22, 2023. There have been no significant changes
to these policies during the three months ended March 31, 2023.

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