Annual report pursuant to Section 13 and 15(d)

Stockholders' Equity

v3.22.1
Stockholders' Equity
 12 Months Ended
Jan. 31, 2022
Equity [Abstract]  
Stockholders' Equity Stockholders’ Equity
Common Stock

During the year ended January 31, 2021, the Company amended its Certificate of Incorporation to increase the total number of shares of all classes of stock which the Company shall have authority to issue to 299,000,000 share of Common Stock, $0.00003 par value per share and 122,309,253 shares of Preferred Stock, $0.00003 par value per share.

In connection with the IPO, on June 25, 2021, the Company filed an Amended and Restated Certificate of Incorporation that authorizes the issuance of 2,000,000,000 shares of Class A common stock with a par value of $0.00003 per share, 310,000,000 shares of Class B common stock with a par value of $0.00003 per share, and 20,000,000 shares of undesignated preferred stock with a par value of $0.00003 per share. The rights of the holders of Class A common stock and Class B common stock are identical, except with respect to voting and conversion rights. Each share of Class A common stock is entitled to one vote per share. Each share of Class B common stock is entitled to ten votes per share and is convertible into one share of Class A common stock. Subject to preferences that may apply to any shares of preferred stock outstanding at the time, the holders of Class A common stock and Class B common stock will be entitled to share equally, identically and ratably, on a per share basis, with respect to any dividend or distribution of cash or property paid or distributed by the company, unless different treatment of the shares of the affected class is approved by the affirmative vote of the holders of a majority of the outstanding shares of such affected class, voting separately as a class.

Convertible Preferred Stock
In fiscal year 2021, the Company closed on a private placement and issuance of 10,800,000 shares of its Series G-1 convertible preferred stock (the “Series G-1”) at a price per share of $9.25 and 9,100,000 shares of its Series G-2 convertible preferred stock (the “Series G-2”), at a price per share of $11.00 for total gross proceeds of $200.0 million (collectively, “Series G”), before deducting placement agent fees, offering expenses and issued warrants. Compared to Series G-1, Series G-2 include, among other provisions, certain protective provisions not available to the holders of Series G-1.
Upon the completion of the Company’s IPO, all of the then-outstanding shares of convertible preferred stock were automatically converted into an aggregate of 120,902,273 of shares of Class B common stock on a one-to-one basis and the carrying value was reclassified into Class B common stock and additional paid-in capital on the consolidated balance sheet.
The following table summarizes convertible preferred stock authorized, issued and outstanding, aggregate liquidation preference and the aggregate maximum participation amount as of January 31, 2021:
Series Shares authorized Shares issued and outstanding Net proceeds Aggregate liquidation preference Aggregate maximum participation amount
(in thousands) (in thousands) (in thousands)
A 26,000,001  26,000,001  $ 5,170  $ 5,200  $ — 
B 28,928,898  28,928,898  14,888  15,000  15,000 
C 11,441,559  11,441,559  17,468  17,500  17,500 
D 13,465,443  13,465,443  39,943  40,000  40,000 
D-2 5,557,644  5,557,644  30,000  30,000  39,000 
E-1 4,347,942  4,276,602  22,303  25,817  25,817 
E-2 975,114  947,341  3,659  7,768  7,768 
F 11,690,933  10,383,066  105,074  105,250  105,250 
G-1 10,810,810  10,810,810  95,876  100,000  100,000 
G-2 9,090,909  9,090,909  95,876  100,000  100,000 
122,309,253  120,902,273  $ 430,257  $ 446,535  $ 450,335 
Common Stock Warrants
In fiscal year 2021, the Company issued warrants allowing the holders of both the Series G-1 and Series G-2 preferred stock to purchase up to 2.5 million shares of common stock for $10.00 per share. The warrants expire on October 7, 2025. The Company recognized the fair value of the warrants of $7.6 million as additional-paid-in capital using the Black-Scholes option
pricing model and an equivalent discount that reduced the carrying value of the Series G-1 and Series G-2 preferred stock to $95.9 million and $95.9 million, respectively.
During 2012, the Company issued fully vested warrants to purchase 231,000 shares of common stock at an exercise price of $0.08 to SVB as part of a loan agreement. On June 29, 2021, 230,259 shares of Class B common stock were issued upon the cashless exercise of these common stock warrants.