0001549346-24-000007 | 10-K | XBRL Viewer

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Equity-Based Compensation - Summary of Stock Option Awards and Weighted Average Exercise Price per Option (Details)	12 Months Ended
	Dec. 31, 2023 $ / shares shares
Plan Options
Options outstanding at the beginning of the period (in shares) \| shares	831,000
Options exercised (in shares) \| shares	(1,000)
Options canceled or expired (in shares) \| shares	(1,000)
Options outstanding at the end of the period (in shares) \| shares	829,000
Options exercisable at the end of the period (in shares) \| shares	301,000
Weighted Average Exercise Price
Options outstanding at the beginning of the period (in dollars per share) \| $ / shares	$ 61.32
Options exercised (in dollars per share) \| $ / shares	40.30
Options cancelled or expired (in dollars per share) \| $ / shares	64.20
Options outstanding at the end of the period (in dollars per share) \| $ / shares	61.34
Options exercisable at the end of the period (in dollars per shares) \| $ / shares	$ 34.41

Summary of Operations and Significant Accounting Policies - Reportable Segments (Details)	12 Months Ended
	Dec. 31, 2023 segment
Accounting Policies [Abstract]
Number of operating segments	1

Acquisitions

12 Months Ended

Dec. 31, 2023

Business Combination and Asset Acquisition [Abstract]

Acquisitions

Giphy, Inc.

On May 22, 2023, the Company entered into a Stock Purchase Agreement with Meta Platforms, Inc. (“Meta”) dated May 22, 2023 (the “Purchase Agreement”). On June 23, 2023, the Company completed its acquisition of all of the outstanding shares of Giphy, Inc. (“Giphy”) from Meta. The consideration paid by the Company pursuant to the Purchase Agreement was $53 million in net cash, in addition to cash acquired, assumed debt and other working capital adjustments. The consideration was paid with existing cash on hand. Giphy is a New York-based company that operates a collection of GIFs and stickers that supplies casual conversational content. The Company believes its acquisition of Giphy extends Shutterstock’s audience touchpoints beyond primarily professional marketing and advertising use cases and expands into casual conversations.

In January 2023, the United Kingdom Competition and Markets Authority (the “CMA”) issued its final order requiring Meta to divest its ownership of Giphy, which Meta acquired in 2020. In connection with the closing of the acquisition, whose terms were preapproved by the CMA, the Company and Meta entered into a transitional services agreement (the “TSA”) pursuant to which Meta is responsible for certain costs related to retention of Giphy employees, including (i) recurring salary, bonus, and benefits through August 2024, which would be $35.6 million if all employees are retained through August 2024, and (ii) nonrecurring items, totaling $87.9 million, comprised of one-time employment inducement bonuses and the cash value of unvested Meta equity awards (the “Giphy Retention Compensation”).

The Giphy Retention Compensation will be paid to the individuals for being employees of the Company subsequent to the completion of the acquisition. Accordingly, it was determined that the payments by the Company are for future service requirements and will be reflected as operating expenses, less any amounts earned by the employees prior to the acquisition, in the Company’s Statements of Operations as incurred. The Giphy Retention Compensation is reflected as a reduction of the purchase price and has been funded into an escrow account.

The Giphy purchase price was calculated as follows:


	Purchase Price
Purchase price	$	53,000
Cash acquired and other working capital adjustments	4,750
Cash paid on closing	$	57,750

Fair value of Giphy Retention Compensation contingent consideration1	(98,723)
Fair value of consideration attributable to pre-combination service2	34,972

Net purchase price	$	(6,001)

1 - This amount consists of $123.5 million of Giphy Retention Compensation, adjusted for $18.9 million of income tax obligations associated with the receipt of the Giphy Retention Compensation and $5.9 million for the time value of money.

2 - Relates to the cash value of replaced unvested Meta equity awards attributable to pre-combination services.

Upon closing of the acquisition, the Company also entered into an agreement with Meta whereby the Company will provide Meta with Giphy content through API services for a period of two years. The Company allocated and deferred $30 million of the business combination proceeds to this agreement, which will be recognized as revenue as services are provided.

The identifiable intangible assets, which include developed technology and the trade name have weighted average useful lives of approximately 7 years and 15 years, respectively. The fair value of the developed technology and the trade name was determined using the relief-from-royalty method. Determining the fair value requires management to use significant judgement and estimates, including revenue growth rates, the royalty rate and the discount rate related to the trade name and revenue growth rates, the royalty rate and the economic life related to developed technology, among others.

The Giphy transaction was accounted for using the acquisition method and, accordingly, the results of the acquired business has been included in the Company’s results of operations from the acquisition date. For the year ended December 31, 2023, revenue of $10.5 million was included in the Consolidated Statements of Operations related to the Company’s acquisition of Giphy. The fair value of consideration transferred in this business combination has been allocated to the intangible and tangible assets acquired and liabilities assumed at the acquisition date, with the excess of the fair value of the net assets acquired over the net consideration received recorded as a bargain purchase gain. The identifiable intangible assets of these acquisitions are being amortized on a straight-line basis.

The aggregate purchase price for this acquisition has been allocated to the assets acquired and liabilities assumed as follows (in thousands):


Assets acquired and liabilities assumed:	Giphy
Cash and cash equivalents	$	4,030

Prepaid expenses and other current assets	1,416

Right of use assets	1,243
Intangible assets:

Trade name	21,000
Developed technology2	19,500

Intangible assets	40,500

Deferred tax asset1	1,463
Other assets	1,647
Total assets acquired	$	50,299

Accounts payable, accrued expenses and other liabilities	(4,949)



Lease liability	(1,090)
Total liabilities assumed	(6,039)
Net assets acquired	$	44,260
Net purchase price	(6,001)
Bargain purchase gain	$	50,261

1 - During the three months ended September 30, 2023, the Company revised its preliminary allocation of the Giphy purchase price to the assets acquired and liabilities assumed by $9.9 million associated with additional information analyzed related to the deferred income tax balances. The measurement and allocation of the purchase price is preliminary and will be finalized within the allowable measurement period once the Company finalizes its assessment of fair value of intangible assets, income tax balances and other assets acquired and liabilities assumed.

2 - During the three months ended December 31, 2023, the Company revised its preliminary allocation of the Giphy purchase price to the assets acquired and liabilities assumed by $1.6 million associated with additional information analyzed related to the valuation of the Developed Technology asset. The measurement and allocation of the purchase price is preliminary and will be finalized within the allowable measurement period once the Company finalizes its assessment of fair value of intangible assets, income tax balances and other assets acquired and liabilities assumed.

The Company recognized a non-taxable bargain purchase gain of $50.3 million, representing the excess of the fair value of the net assets acquired in addition to the net consideration to be received from Meta. The bargain purchase gain is the result of the CMA’s regulatory order requiring Meta’s divestiture of Giphy and the Giphy Retention Compensation payments. In connection with the acquisition, the Company incurred approximately $3.0 million of transaction costs, which is included in general and administrative expenses on the Consolidated Statements of Operations.

As of December 31, 2023, Shutterstock’s receivable of $88.2 million is against an escrow fully funded by Meta. $64.5 million and $23.7 million are included within Prepaid expenses and other current assets and Other assets, respectively, on the Consolidated Balance Sheet.

2022 Acquisitions

Pond5, Inc.

On May 11, 2022, the Company completed its acquisition of all of the outstanding shares of Pond5, for approximately $218.0 million. The total purchase price was paid with existing cash on hand as well as a $50 million drawdown on a newly established revolving credit facility (See Note 7). In connection with the acquisition, the Company incurred approximately $4.0 million of transaction costs, which is included in general and administrative expenses on the Consolidated Statements of Operations.

Pond5 is a New York based company that operates a video-first content marketplace for royalty-free and editorial video. The Company believes its acquisition of this video-first content marketplace provides expanded offerings across footage, image and music.

The identifiable intangible assets, which include customer relationships, developed technology and trade names have weighted average useful lives of approximately 14.2 years, 5 years and 10 years, respectively. The goodwill arising from the transaction is primarily attributable to expected operational synergies and is not deductible for income tax purposes.

Splash News

On May 28, 2022, the Company completed its acquisition of all of the outstanding shares of Splash News, for approximately $6.3 million. The total purchase price was paid with existing cash on hand in the three months ended June 30, 2022. In connection with the acquisition, the Company incurred approximately $0.3 million of transaction costs, which is included in general and administrative expenses on the Consolidated Statements of Operations.

Splash News is a United Kingdom based entertainment news network and is a source for image and video content across celebrity, red carpet and live events. The Company believes this acquisition expands Shutterstock Editorial’s Newsroom offering for access to premium exclusive content.

The identifiable intangible asset, developed technology, has a useful life of approximately 4 years. The goodwill arising from the transaction is primarily attributable to expected operational synergies and is not deductible for income tax purposes.

The Pond5 and Splash News transactions were accounted for using the acquisition method and, accordingly, the results of the acquired businesses have been included in the Company’s results of operations from the respective acquisition dates. For the twelve months ended December 31, 2022, revenue of $36.7 million was included in the Consolidated Statements of Operations related to these acquired companies. The fair value of consideration transferred in these business combinations has been allocated to the intangible and tangible assets acquired and liabilities assumed at the acquisition date, with the remaining unallocated amount recorded as goodwill. The identifiable intangible assets of these acquisitions are being amortized on a straight-line basis. The fair value of the customer relationships was determined using a variation of the income approach known as the multiple-period excess earnings method. The fair value of the trade name was determined using the relief-from-royalty method, and the fair value of the developed technology was determined using the relief-from-royalty and the cost to recreate methods. Determining the fair value of the customer relationships intangible assets requires management to use significant judgment and estimates, including estimates of future revenue growth rates for existing customers, the discount rate, earnings before interest, taxes and amortization (“EBITA”) margins and the customer attrition rate, among others.

The aggregate purchase price for these acquisitions has been allocated to the assets acquired and liabilities assumed as follows (in thousands):


Assets acquired and liabilities assumed (in thousands):	Pond5		Splash News		Total
Cash and cash equivalents	$	11,675	$	180	$	11,855
Accounts receivable	1,273		500		$	1,773
Other assets	1,102		525		1,627

Right of use asset	1,674		—		1,674
Intangible assets:
Customer relationships	34,900		—		34,900
Trade name	5,300		—		5,300
Developed technology	27,600		1,263		28,863

Intangible assets	67,800		1,263		69,063
Goodwill	158,957		5,565		164,522

Total assets acquired	$	242,481	$	8,033	$	250,514

Accounts payable, accrued expenses and other liabilities	(9,304)		(1,528)		(10,832)
Contributor royalties payable	(3,039)				(3,039)

Deferred revenue	(3,705)		—		(3,705)
Deferred tax liability	(6,381)		(189)		(6,570)
Lease liability	(2,038)		—		(2,038)
Total liabilities assumed	(24,467)		(1,717)		(26,184)
Net assets acquired	$	218,014	$	6,316	$	224,330

2021 Acquisitions

PicMonkey, LLC

On September 3, 2021, the Company completed the acquisition of substantially all of the assets and assumption of certain liabilities from PicMonkey, LLC (“PicMonkey”), for approximately $109.4 million. The total purchase price was paid with existing cash on hand in the three months ended September 30, 2021. In connection with the acquisition, the Company incurred approximately $2 million of transaction costs, which is included in general and administrative expenses in the Consolidated Statements of Operations.

PicMonkey is a Washington-based company that operates an online graphic design and image editing platform that enables creators of any skill level to design high-quality visual assets. The Company believes this acquisition provides Shutterstock’s global customer community with professional-grade, easy-to-use design tools.

The identifiable intangible assets, which include customer relationships, developed technology and trade names, have weighted average useful lives of approximately 12 years, 5 years and 10 years, respectively. The goodwill arising from the transaction is primarily attributable to expected operational synergies and is expected to be deductible for income tax purposes.

TurboSquid, Inc.

On February 1, 2021, the Company completed its acquisition of all of the outstanding shares of TurboSquid, Inc. (“TurboSquid”), for approximately $77.3 million. The total purchase price was paid with existing cash on hand in the three months ended March 31, 2021. In connection with the acquisition, the Company incurred approximately $1.6 million of transaction costs, which is included in general and administrative expenses on the Consolidated Statements of Operations.

TurboSquid is a Louisiana-based company that operates a marketplace offering more than one million 3D models, a marketplace for 2 dimensional (“2D”) images derived from 3D objects and a digital asset management solution. The Company believes this acquisition establishes Shutterstock as the premium destination for 3D models as well as 3D models in an easy-to-use 2D format.

The identifiable intangible assets, which include customer relationships, developed technology, trade names and contributor content, have weighted average useful lives of approximately 12 years, 4.7 years, 10 years and 4 years, respectively. The goodwill arising from the transaction is primarily attributable to expected operational synergies and is not deductible for income tax purposes.

The PicMonkey and TurboSquid transactions were accounted for using the acquisition method and, accordingly, the results of the acquired businesses have been included in the Company’s results of operations from the respective acquisition dates. For the twelve months ended December 31, 2021, PicMonkey revenues of $8.9 million are included in the Consolidated Statements of Operations. For the twelve months ended December 31, 2021, TurboSquid revenues of $25.9 million are included in the Consolidated Statements of Operations. The fair value of consideration transferred in these business combinations have been allocated to the intangible and tangible assets acquired and liabilities assumed at the acquisition date, with the remaining unallocated amount recorded as goodwill. The identifiable intangible assets of these acquisitions are being amortized on a straight-line basis. The fair value of the customer relationships was determined using a variation of the income approach known as the multiple-period excess earnings method. The fair value of the trade names and developed technology were determined using the relief-from-royalty method, and the fair value of the contributor content was determined using the cost-to-recreate method. Determining the fair value requires management to use significant judgment and estimates, including estimates of future revenue growth rates, research and development expense adjustments, sales and marketing expense adjustments, the discount rate, earnings before interest, taxes, and amortization (“EBITA”) margins and the customer attrition rate, among others.

The aggregate purchase price for these acquisitions have been allocated to the assets acquired and liabilities assumed as follows (in thousands):


Assets acquired and liabilities assumed (in thousands):	PicMonkey		TurboSquid		Total
Cash and cash equivalents	$	—	$	5,165	$	5,165

Other assets	502		1,553		2,055
Property and equipment	—		472		472
Right of use asset	1,420		—		1,420
Intangible assets:
Customer relationships	28,800		9,000		37,800
Trade name	3,000		2,200		5,200
Developed technology	12,900		7,800		20,700
Contributor content	—		2,500		2,500
Intangible assets	44,700		21,500		66,200
Goodwill	71,607		59,491		131,098
Deferred tax asset	2,456		—		2,456
Total assets acquired	$	120,685	$	88,181	$	208,866

Accounts payable, accrued expenses and other liabilities	(780)		(4,685)		(5,465)
Contributor royalties payable	—		(2,243)		(2,243)

Deferred revenue	(8,557)		—		(8,557)
Deferred tax liability	(533)		(3,923)		(4,456)
Lease liability	(1,420)		—		(1,420)
Total liabilities assumed	(11,290)		(10,851)		(22,141)
Net assets acquired	$	109,395	$	77,330	$	186,725

Pro-Forma Financial Information (unaudited)

The following unaudited pro forma consolidated financial information (in thousands) reflects the results of operations of the Company for the twelve months ended December 31, 2023 and 2022, as if the Giphy acquisition had been completed on January 1, 2022 and as if the Pond5 and Splash News acquisitions had been completed on January 1, 2021, after giving effect to certain purchase accounting adjustments, primarily related to bargain purchase gain, Giphy Retention Compensation - non-recurring, intangible assets and transaction costs. These pro forma results have been prepared for comparative purposes only and are based on estimates and assumptions that have been made solely for purposes of developing such pro forma information and are not necessarily indicative of what the Company’s operating results would have been, had the acquisitions actually taken place at the beginning of the previous annual period.


	Year Ended December 31,
		2023		2022
Revenue
As Reported		$	874,587	$	827,826
Pro Forma		884,587		868,976
Income before income taxes
As Reported		$	122,468	$	91,037
Pro Forma		66,723		69,896

Asset Acquisitions

In July 2021, the Company completed the acquisitions of Pattern89, Inc., Datasine Limited and assets from Shotzr, Inc. These three entities provide data driven insights through their artificial intelligence platforms. The aggregate purchase price for these transactions was approximately $35 million and is subject to customary working capital and other adjustments and was paid from existing cash on hand. Approximately $3.4 million of the total purchase consideration was subject to contractual holdback provisions and was paid during 2022. The Company has accounted for these transactions as asset acquisitions and has recorded a total of $41 million of developed technology intangible assets, which are being amortized on a straight-line basis over a useful life of 3 years.

Summary of Operations and Significant Accounting Policies - Contributor Royalties and Internal Sales Commissions (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Deferred Revenue Arrangement [Line Items]
Deferred royalty advances	$ 3.9	$ 6.3	$ 7.2
Amortization of advance royalty	4.0	7.1	$ 5.8
Prepaid expenses and other current assets
Deferred Revenue Arrangement [Line Items]
Deferred contributor royalties	$ 0.6	$ 0.6

Commitments and Contingencies - Schedule of Other Non-Lease Obligations (Details) $ in Thousands	Dec. 31, 2023 USD ($)
Other Obligations
2024	$ 45,400
2025	31,600
2026	4,500
2027	200
2028	200
Thereafter	0
Total non-lease unconditional obligations	$ 81,900

Summary of Operations and Significant Accounting Policies - Equity-Based Compensation (Details) - 2012 Plan	12 Months Ended
	Dec. 31, 2023
Minimum \| PRSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting as percent of recipient's target shares	0.00%
Minimum \| Employee Stock Option
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period	3 years
Maximum \| PRSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting as percent of recipient's target shares	150.00%
Maximum \| Employee Stock Option
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period	4 years

- Definition

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

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+ Details

Geographic Financial Information - Schedule of Geographic Revenue (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Segment Reporting Information [Line Items]
Revenue	$ 874,587	$ 827,826	$ 773,415
North America
Segment Reporting Information [Line Items]
Revenue	427,746	353,197	290,979
Europe
Segment Reporting Information [Line Items]
Revenue	231,048	243,025	253,479
Rest of the world
Segment Reporting Information [Line Items]
Revenue	$ 215,793	$ 231,604	$ 228,957
United States \| Revenue Benchmark \| Geographic Concentration Risk
Segment Reporting Information [Line Items]
Concentration risk percentage	46.00%	40.00%	34.00%

- Definition

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

+ References

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

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

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 30
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-30

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 42
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-42

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-22

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 40
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-40

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-22

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 41
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-41

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

+ Details

Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Disaggregation of Revenue [Line Items]
Total Revenues	$ 874,587	$ 827,826	$ 773,415
Content
Disaggregation of Revenue [Line Items]
Total Revenues	737,264	789,306	757,470
Data, Distribution, and Services
Disaggregation of Revenue [Line Items]
Total Revenues	137,323	38,520	15,945
E-commerce
Disaggregation of Revenue [Line Items]
Total Revenues	439,941	501,384	490,212
Enterprise
Disaggregation of Revenue [Line Items]
Total Revenues	$ 434,646	$ 326,442	$ 283,203

- Definition

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

+ References + Details

- Definition

+ References

+ Details

Commitments and Contingencies

12 Months Ended

Dec. 31, 2023

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Other Non-Lease Obligations

As of December 31, 2023, the Company’s other unconditional cash obligations, consisting primarily of unconditional purchase obligations related to contracts for cloud-based services, infrastructure and other business services as well as minimum royalty guarantees in connection with certain content licenses, are as follows:


Year Ending December 31,	Other Obligations
2024	$	45,400
2025	31,600
2026	4,500
2027	200
2028	200
Thereafter	—
Total non-lease unconditional obligations	$	81,900

Legal Matters

From time to time, the Company may become party to litigation in the ordinary course of business, including direct claims brought by or against the Company with respect to intellectual property, contracts, employment and other matters, as well as claims brought against the Company’s customers for whom the Company has a contractual indemnification obligation. The Company assesses the likelihood of any adverse judgments or outcomes with respect to these matters and determines loss contingency assessments on a gross basis after assessing the probability of incurrence of a loss and whether a loss is reasonably estimable. In addition, the Company considers other relevant factors that could impact its ability to reasonably estimate a loss. A determination of the amount of reserves required, if any, for these contingencies is made after analyzing each matter. The Company reviews reserves, if any, at least quarterly and may change the amount of any such reserve in the future due to new developments or changes in strategy in handling these matters. Although the results of litigation and threats of litigation, investigations and claims cannot be predicted with certainty, the Company currently believes that the final outcome of these matters will not have a material adverse effect on its business, consolidated financial position, results of operations, or cash flows. Regardless of the outcome, litigation can have an adverse impact on the Company because of defense and settlement costs, diversion of management resources and other factors. The Company currently has no material active litigation matters and, accordingly, no material reserves related to litigation.

Customer Indemnifications

In the ordinary course of business, the Company enters into contractual arrangements under which it agrees to provide indemnification of varying scope and terms to customers with respect to certain matters, including, but not limited to, losses arising out of the breach of the Company’s intellectual property warranties for damages to the customer directly attributable to the Company’s breach. The Company is not responsible for any damages, costs, or losses to the extent such damages, costs or losses arise as a result of the modifications made by the customer, or the context in which an image is used. The standard maximum aggregate obligation and liability to any one customer for all claims is generally limited to ten thousand dollars. The Company offers certain of its customers greater levels of indemnification, including unlimited indemnification. As of December 31, 2023, the Company has recorded no liabilities related to indemnification for loss contingencies. Additionally, the Company believes that it has the appropriate insurance coverage in place to adequately cover such indemnification obligations, if necessary.

Employment Agreements and Indemnification Agreements

The Company has entered into employment arrangements and indemnification agreements with certain executive officers and with certain employees. The agreements specify various employment-related matters, including annual compensation, performance incentive bonuses, and severance benefits in the event of termination with or without cause.

Property and Equipment - Narrative (Details) - USD ($)	12 Months Ended
Property and Equipment - Narrative (Details) - USD ($)	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Property and Equipment
Depreciation and amortization expense	$ 37,700,000	$ 34,000,000	$ 31,700,000
Impairment charge for property plant equipment	0	0	0
Impairment of lease and related assets		2,800,000
Capitalized costs	45,100,000	40,700,000	27,800,000
Amortization expense	34,900,000	29,600,000	26,900,000
Capitalized internal-use software	60,300,000	50,100,000
Cost of revenue
Property and Equipment
Depreciation and amortization expense	36,100,000	31,000,000	28,400,000
General and Administrative Expenses
Property and Equipment
Depreciation and amortization expense	$ 1,700,000	$ 3,000,000	$ 3,300,000

Revenue - Narrative (Details) $ in Millions	12 Months Ended
Revenue - Narrative (Details) $ in Millions	Dec. 31, 2023 USD ($)
Segment Reporting Information [Line Items]
Disposal group deferred revenue	$ 182.2
Revenue, remaining performance obligation	$ 59.6
Data, Distribution, and Services \| Revenue Benchmark \| Product Concentration Risk
Segment Reporting Information [Line Items]
Concentration risk percentage	16.00%
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01
Segment Reporting Information [Line Items]
Period of performance obligation recognition	5 years

Fair Value Measurements and Other Long-term Investments (Details) - USD ($) $ in Millions		12 Months Ended
	Feb. 02, 2024	Dec. 31, 2020	Dec. 31, 2018	Dec. 31, 2023	Dec. 31, 2022
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Money market accounts				$ 0.0
Variable interest investment				$ 20.0	$ 20.0
Zcool Network Technology Limited \| Convertible Preferred Stock \| Variable Interest Entity, Not Primary Beneficiary
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Payment to acquire interest in subsidiaries and affiliates			$ 15.0
Other Equity Investment \| Convertible Preferred Stock
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Payment to acquire interest in subsidiaries and affiliates		$ 5.0
Equity method investment, ownership percentage		2.00%
Meitu, Inc. \| Common Stock \| Subsequent Event
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Payment to acquire interest in subsidiaries and affiliates	$ 15.0

Audit Information	12 Months Ended
Audit Information	Dec. 31, 2023
Audit Information [Abstract]
Auditor Firm ID	238
Auditor Name	PricewaterhouseCoopers LLP
Auditor Location	New York, New York

Goodwill and Intangible Assets - Narrative (Details) - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Amortizing intangible assets
Impairment of goodwill	$ 0	$ 0	$ 0
Amortization expense	42,000,000	34,500,000	17,100,000
2023	37,900,000
2024	27,400,000
2025	25,100,000
2026	18,800,000
2027	16,100,000
Thereafter	59,100,000
Cost of Revenue
Amortizing intangible assets
Amortization expense	38,700,000	32,100,000	13,100,000
General and Administrative Expenses
Amortizing intangible assets
Amortization expense	$ 3,300,000	$ 2,400,000	$ 4,000,000

Leasing (Tables)

12 Months Ended

Dec. 31, 2023

Leases [Abstract]

Balance Sheet Information for Leases

Balance sheet information for the Company’s leases as of December 31, 2023, is as follows:


	December 31,
(in thousands)	2023		2022

Right-of-use assets	$	15,395	$	17,593

Lease liabilities, current	$	9,076	$	8,910
Lease liabilities, non-current	29,404		35,611
Total lease liabilities	$	38,480	$	44,521

Schedule of Maturity of Operating Lease Liabilities

Future undiscounted lease payments for the Company’s operating lease liabilities and a reconciliation of these payments to its lease liabilities at December 31, 2023 are as follows (in thousands):


Reconciliation of future undiscounted lease payments to lease liabilities	Lease Commitments
Year ending December 31,

2024	10,240
2025	9,269
2026	7,299
2027	7,662
2028	7,843
Thereafter	2,615
Total undiscounted lease payments	44,928
Less: imputed interest	(6,448)
Total lease liabilities	$	38,480

Income Taxes - Changes in Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Reconciliation of unrecognized tax benefits
Balance of unrecognized tax benefits at January 1	$ 13,021	$ 10,229	$ 9,592
Gross additions for tax positions for prior years	399	139	0
Gross additions for tax positions for current year	1,054	2,844	795
Gross reductions for tax positions of prior years	(958)	(191)	(158)
Balance of unrecognized tax benefits at December 31	$ 13,516	$ 13,021	$ 10,229

Acquisitions - Schedule of Business Acquisitions by Acquisition, Contingent Consideration (Details) - USD ($) $ in Thousands		12 Months Ended
	Jun. 23, 2023	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Asset Acquisition, Contingent Consideration [Line Items]
Net cash to acquire business		$ 53,721	$ 211,843	$ 181,609
Giphy, Inc.
Asset Acquisition, Contingent Consideration [Line Items]
Net cash to acquire business	$ 53,000
Cash acquired and other working capital adjustments	4,750
Cash payment	57,750
Net purchase price	(6,001)
Nonrecurring benefits receivable	123,500
Income tax obligation	18,900
Time value of money	5,900
Fair value of Giphy Retention Compensation contingent consideration \| Giphy, Inc.
Asset Acquisition, Contingent Consideration [Line Items]
Fair value consideration	(98,723)
Fair value of consideration attributable to pre-combination service \| Giphy, Inc.
Asset Acquisition, Contingent Consideration [Line Items]
Fair value consideration	$ 34,972

Other Income/(Expense), net (Tables)

12 Months Ended

Dec. 31, 2023

Other Nonoperating Income (Expense) [Abstract]

Summary of Other Income / (Expense) Activity

The following table presents a summary of the Company’s other income / (expense) activity included in the accompanying Consolidated Statements of Operations (in thousands):


	Year Ended December 31,
	2023		2022		2021
Foreign currency gain / (loss)	$	879	$	(1,338)	$	(3,303)


Interest expense	(1,856)		(1,336)		—
Interest income / (expense) and other	4,784		87		(67)

Other income / (expense), net	$	3,807	$	(2,587)	$	(3,370)

Summary of Operations and Significant Accounting Policies - Advertising Costs (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Advertising Costs
Advertising costs	$ 93.1	$ 97.2	$ 112.9

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands	Total	Common Stock	Treasury Stock	Additional Paid-in Capital	Accumulated Other Comprehensive Income / (Loss)	Retained Earnings
Beginning balance (in shares) at Dec. 31, 2020		38,803
Beginning balance at Dec. 31, 2020	$ 421,925	$ 389	$ (100,027)	$ 360,939	$ (7,681)	$ 168,305
Beginning balance (in shares) at Dec. 31, 2020			2,558
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Equity-based compensation	36,179			36,179
Issuance of common stock in connection with employee stock option exercises and RSU vesting (in shares)		660
Issuance of common stock in connection with employee stock option exercises and RSU vesting	2,148	$ 7		2,141
Common shares withheld for settlement of taxes in connection with equity-based compensation (in shares)		(254)
Common shares withheld for settlement of taxes in connection with equity-based compensation	(22,726)	$ (4)		(22,722)
Repurchase of treasury shares (in shares)			234
Repurchase of treasury shares	(27,169)		$ (27,169)
Cash dividends paid	(30,651)					(30,651)
Other comprehensive income / (loss)	(3,107)				(3,107)
Net income	91,883					91,883
Ending balance (in shares) at Dec. 31, 2021		39,209
Ending balance at Dec. 31, 2021	468,482	$ 392	$ (127,196)	376,537	(10,788)	229,537
Ending balance (in shares) at Dec. 31, 2021			2,792
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Equity-based compensation	35,740			35,740
Issuance of common stock in connection with employee stock option exercises and RSU vesting (in shares)		654
Issuance of common stock in connection with employee stock option exercises and RSU vesting	1,810	$ 7		1,803
Common shares withheld for settlement of taxes in connection with equity-based compensation (in shares)		(258)
Common shares withheld for settlement of taxes in connection with equity-based compensation	(22,601)	$ (3)		(22,598)
Repurchase of treasury shares (in shares)			984
Repurchase of treasury shares	(72,812)		$ (72,812)
Cash dividends paid	(34,589)					(34,589)
Other comprehensive income / (loss)	(4,651)				(4,651)
Net income	$ 76,103					76,103
Ending balance (in shares) at Dec. 31, 2022	39,605	39,605
Ending balance at Dec. 31, 2022	$ 447,482	$ 396	$ (200,008)	391,482	(15,439)	271,051
Ending balance (in shares) at Dec. 31, 2022	3,776		3,776
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Equity-based compensation	$ 48,577			48,577
Issuance of common stock in connection with employee stock option exercises and RSU vesting (in shares)		634
Issuance of common stock in connection with employee stock option exercises and RSU vesting	2	$ 5		(3)
Common shares withheld for settlement of taxes in connection with equity-based compensation (in shares)		(257)
Common shares withheld for settlement of taxes in connection with equity-based compensation	(15,829)	$ (2)		(15,827)
Repurchase of treasury shares (in shares)			634
Repurchase of treasury shares	(28,205)		$ (28,205)
Cash dividends paid	(38,667)					(38,667)
Other comprehensive income / (loss)	3,465				3,465
Net income	$ 110,269					110,269
Ending balance (in shares) at Dec. 31, 2023	39,981	39,982
Ending balance at Dec. 31, 2023	$ 527,094	$ 399	$ (228,213)	$ 424,229	$ (11,974)	$ 342,653
Ending balance (in shares) at Dec. 31, 2023	4,410		4,410

Summary of Operations and Significant Accounting Policies - Capitalized Internal Use Software and Impairment of Long-Lived Assets (Details)	Dec. 31, 2023
Software
Property, Plant and Equipment [Line Items]
Useful lives	3 years

Pay vs Performance Disclosure - USD ($) $ in Thousands	12 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Pay vs Performance Disclosure
Net income	$ 110,269	$ 76,103	$ 91,883

- Definition

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

+ References

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

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

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

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

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

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
-Section 50
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480175/815-40-65-1

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-8

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

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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-11

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
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-Name Accounting Standards Codification
-Section 50
-Paragraph 4
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-4

Reference 13: http://www.xbrl.org/2003/role/exampleRef
-Topic 946
-SubTopic 830
-Name Accounting Standards Codification
-Section 55
-Paragraph 10
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480167/946-830-55-10

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section 45
-Paragraph 7
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483581/946-220-45-7

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 944
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-Name Accounting Standards Codification
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-Paragraph 1
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Reference 20: http://www.xbrl.org/2009/role/commonPracticeRef
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+ Details

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
CASH FLOWS FROM OPERATING ACTIVITIES
Net income	$ 110,269	$ 76,103	$ 91,883
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	79,729	68,470	48,771
Deferred taxes	(26,176)	(10,587)	(1,771)
Non-cash equity-based compensation	48,577	35,740	36,179
Impairment of lease and related assets	0	18,664	0
Bad debt expense	1,894	3,697	137
Bargain purchase gain	(50,261)	0	0
Changes in operating assets and liabilities:
Accounts receivable	(24,409)	(22,105)	(4,093)
Prepaid expenses and other current and non-current assets	(50,501)	532	(13,184)
Accounts payable and other current and non-current liabilities	20,892	(24,328)	34,444
Contributor royalties payable	15,841	7,772	898
Deferred revenue	14,697	4,493	23,108
Net cash provided by operating activities	140,552	158,451	216,372
CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditures	(44,645)	(43,296)	(28,125)
Business combination, net of cash acquired	(53,721)	(211,843)	(181,609)
Asset acquisitions	0	(3,417)	(31,639)
Cash received related to Giphy Retention Compensation	53,657	0	0
Acquisition of content	(11,096)	(16,821)	(8,874)
Security deposit release / (payment)	1,489	(173)	(191)
Net cash used in investing activities	(54,316)	(275,550)	(250,438)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from exercise of stock options	2	1,810	2,148
Cash paid related to settlement of employee taxes related to RSU vesting	(15,834)	(22,601)	(22,726)
Payment of cash dividends	(38,667)	(34,589)	(30,651)
Proceeds from credit facility	30,000	50,000	0
Repayment of credit facility	(50,000)	0	0
Repurchase of treasury shares	(28,205)	(73,488)	(26,493)
Payment of debt issuance costs	0	(619)	0
Net cash used in financing activities	(102,704)	(79,487)	(77,722)
Effect of foreign exchange rate changes on cash	1,804	(2,277)	(2,769)
Net decrease in cash, cash equivalents and restricted cash	(14,664)	(198,863)	(114,557)
Cash, cash equivalents and restricted cash, beginning of period	115,154	314,017	428,574
Cash, cash equivalents and restricted cash, end of period	100,490	115,154	314,017
Supplemental Disclosure of Cash Information:
Cash paid for income taxes	33,067	23,444	19,092
Cash paid for interest	$ 1,724	$ 1,045	$ 0

CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Allowance for doubtful accounts	$ 6,335	$ 5,830
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	200,000,000	200,000,000
Common stock, shares issued (in shares)	39,981,000	39,605,000
Common stock, shares outstanding (in shares)	35,571,000	35,829,000
Treasury stock, shares (in shares)	4,410,000	3,776,000

Income Taxes - Narrative (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Deferred tax assets	$ 15,922	$ 14,947
Valuation allowance, foreign net operating loss carryforwards	(6,800)
Impact on effective tax rate on recognition of unrecognized tax benefits	12,500
Reasonably possible reversal of unrecognized tax benefits in the next fiscal year	(6,800)
Operating loss carryforwards	77,400
Undistributed earnings attributable to foreign subsidiaries	32,400
Performance Shares And Restricted Stock Units (RSUs) \| Chief Executive Officer
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Deferred tax assets	$ 6,200

- Definition

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

+ References

+ Details

Summary of Operations and Significant Accounting Policies (Policies)	12 Months Ended
	Dec. 31, 2023
Accounting Policies [Abstract]
Principles of Consolidation and Basis of Presentation	Principles of Consolidation and Basis of Presentation The consolidated financial statements and accompanying notes have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and include the accounts of the Company and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. Certain immaterial changes in presentation have been made to conform the prior period presentation to current period reporting.
Use of Estimates	Use of Estimates The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported and disclosed in the financial statements. Actual results could differ from those estimates. Such estimates include, but are not limited to, the determination of the allowance for doubtful accounts, the volume of expected unused licenses for our subscription-based products, the assessment of recoverability of property and equipment, the fair value of acquired goodwill and intangible assets, the amount of non-cash equity-based compensation, the assessment of recoverability of deferred tax assets, the measurement of income tax and contingent non-income tax liabilities and the determination of the incremental borrowing rate used to calculate the lease liability.
Concentration of Risk	Concentration of Risk Financial instruments that are exposed to concentration of credit risk consist primarily of cash and cash equivalents and accounts receivable balances. Cash and cash equivalents are held with financial institutions of high quality. Balances may exceed the amount of insurance provided on such deposits. A significant portion of the Company’s revenues are derived from customers who license content using electronic payments at the time of a transaction. The Company’s accounts receivable are primarily from enterprise customers who require invoicing. The Company performs initial and ongoing credit reviews on these customers, which involve consideration of the customers’ financial information, their location, and other factors to assess the customers’ ability to pay. The Company also performs ongoing financial condition evaluations for its existing customers.
Cash, Cash Equivalents and Restricted Cash	Cash, Cash Equivalents and Restricted Cash As of December 31, 2023 and 2022, the Company’s cash and cash equivalents were $100.5 million and $115.2 million, respectively. The Company’s cash balance consist primarily of bank deposits. Cash equivalents consists primarily of money market accounts and are stated at cost, which approximates fair value.
Fair Value Measurements	Fair Value Measurements The Company records its financial assets and liabilities at fair value. Fair value is determined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the reporting date. Fair value is estimated by applying inputs which are classified into the following levels of a three-tier hierarchy as follows: Level 1 - quoted prices (unadjusted) in active markets for identical assets or liabilities; Level 2- inputs other than quoted prices included within Level 1 that are either directly or indirectly observable; and Level 3 - unobservable inputs in which little or no market activity exists, therefore requiring an entity to develop its own assumptions regarding what market participants would use in pricing.
Accounts Receivable and Allowance for Doubtful Accounts	Accounts Receivable and Allowance for Doubtful Accounts The Company’s accounts receivable consists of customer obligations due under normal trade terms, carried at their face value less an allowance for doubtful accounts, if required. The Company determines its allowance for doubtful accounts based on an evaluation of (i) the aging of its accounts receivable considering historical receivables loss rates, (ii) on a customer-by-customer basis, where appropriate, and (iii) the economic environments in which the Company operates.
Chargeback and Sales Refund Allowance, Revenue Recognition	Revenue Recognition A significant portion of the Company’s revenue is earned from the license of content. Content licenses are generally purchased on a monthly or annual basis, whereby a customer pays for a predetermined quantity of content that may be downloaded over a specific period of time, or, on a transactional basis, whereby a customer pays for individual content licenses at the time of download. The Company also generates revenue from tools available through the Company’s platform. For contracts that contain multiple performance obligations, the Company allocates the transaction price to each performance obligation based on a relative standalone selling price. The standalone selling price is determined based on the price at which the performance obligation is sold separately, or if not observable through past transactions, is estimated taking into account available information including internally approved pricing guidelines and pricing information of comparable products. The Company recognizes revenue upon the satisfaction of performance obligations. The Company recognizes revenue on both its subscription-based and transaction-based products when content is downloaded by a customer, at which time the license is provided. In addition, the Company estimates expected unused licenses for subscription-based products and recognizes the revenue associated with the unused licenses as digital content is downloaded and licenses are obtained for such content by the customer during the subscription period. The estimate of unused licenses is based on historical download activity and future changes in the estimate could impact the timing of revenue recognition of the Company’s subscription products. For revenue associated with tools available through the Company’s platform, revenue is recognized on a straight-line basis over the subscription period. The Company expenses contract acquisition costs as incurred, to the extent that the amortization period would otherwise be one year or less. Collectability is probable at the time the electronic order or contract is entered. The significant portion of the Company’s customers purchase products by making electronic payments with a credit card at the time of the transaction. Customer payments received in advance of revenue recognition are contract liabilities and are recorded as deferred revenue. Customers that do not pay in advance are invoiced and are required to make payments under standard credit terms. Collectability for customers who pay on credit terms allowing for payment beyond the date at which service commences, is based on a credit evaluation for certain new customers and transaction history with existing customers. The Company recognizes revenue gross of contributor royalties because the Company is the principal in the transaction as it is the party responsible for the performance obligation and it controls the product or service before transferring it to the customer. The Company also licenses content to customers through third-party resellers. Third-party resellers sell the Company’s products directly to customers as the principal in those transactions. Accordingly, the Company recognizes revenue net of costs paid to resellers. The Company also reports revenue net of return and chargeback allowances. These allowances are based off historical trends when available. Cost of Revenue The Company’s cost of revenue includes royalties paid to contributors, credit card processing fees, content reviewer costs, customer service expenses, infrastructure and hosting costs related to maintaining our creative platform and cloud-based software platform, depreciation and amortization of capitalized internal-use software, purchased content and acquisition-related intangible assets, allocated facility costs and other supporting overhead costs. Costs of revenue also includes employee compensation, including non-cash equity-based compensation, bonuses and benefits associated with the maintenance of the Company’s creative platform and cloud-based software platform.
Property and Equipment	Property and Equipment Property and equipment are stated at cost, net of accumulated depreciation and amortization. Depreciation and amortization is calculated using the straight-line method over the estimated useful lives of the related assets.
Capitalized Internal Use Software	Capitalized Internal Use Software The Company capitalizes the qualifying costs of computer software developed for internal use, which are incurred during the application development stage, and amortizes them over the software’s estimated useful life. Costs incurred in the preliminary and post-implementation stages of the Company’s products are expensed as incurred. The amounts capitalized include employee’s payroll and payroll-related costs directly associated with the development activities as well as external direct costs of services used in developing internal-use software. The Company’s policy is to amortize capitalized costs using the straight-line method over the estimated useful life, which is currently three years, beginning when the software is substantially complete and ready for its intended use.
Impairment of Long-Lived Assets	Impairment of Long-Lived Assets Long-lived assets, inclusive of definite-lived intangible assets, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying value of an asset to estimated undiscounted future cash flows expected to be generated by the asset. If the carrying value of an asset exceeds its estimated undiscounted future cash flows, an impairment charge is recognized in the amount by which the carrying value of the asset exceeds the fair value of the asset. Assets to be disposed of would be separately presented in the balance sheet and reported at the lower of the carrying value or the fair value less costs to sell, and are no longer depreciated. The assets and liabilities of a disposed group classified as held for sale would be presented separately in the appropriate asset and liability sections of the balance sheet. In 2022, the Company recorded an impairment charge related to a portion of its right-of-use assets and property and equipment triggered by the Company’s decision to cease using certain office spaces. See Note 4, Property and Equipment and Note 15, Leasing for further discussion.
Goodwill and Intangible Assets	Goodwill and Intangible Assets Goodwill and intangible assets acquired in a business combination and determined to have an indefinite useful life are not amortized, but instead tested for impairment at least annually on October 1 of each fiscal year or more frequently if events occur or circumstances exist that indicate that the fair value of a reporting unit may be below its carrying value. The Company’s goodwill balance was allocated to a single reporting unit.
Contributor Royalties and Internal Sales Commissions	Contributor Royalties and Internal Sales Commissions The Company expenses contributor royalties in the period revenue is recognized, which is generally when the customer download occurs, and includes the corresponding contributor royalties in cost of revenue. Contributor royalties are generally paid monthly. The Company advances certain contributor royalties which are initially deferred and expensed based on the contractual royalty rate at the time of customer download or when the Company determines future recovery is not probable. For the years ended December 31, 2023, 2022 and 2021, the Company deferred $3.9 million, $6.3 million and $7.2 million, respectively, in royalty advances and amortized $4.0 million, $7.1 million and $5.8 million, respectively, in royalty advance expense which is included in cost of revenue. As of December 31, 2023 and 2022, the Company has deferred contributor royalties of $0.6 million, which is included in prepaid expenses and other current assets in the Consolidated Balance Sheets. Internal sales commissions are generally paid in the month following collection or invoicing of the commissioned receivable and is reported in sales and marketing expense on the Consolidated Statements of Operations. The Company expenses contract acquisition costs, including internal sales commissions, as incurred, to the extent that the amortization period would otherwise be one year or less.
Product Development	Product Development The Company expenses product development costs as incurred, except for costs that are capitalized for certain internal software development projects. Product development costs are primarily comprised of development personnel salaries, non-cash equity-based compensation, software and other IT equipment costs as well as allocated facility costs and related overhead.
Advertising Costs	Advertising Costs The Company expenses the cost of advertising and promoting its products as incurred.
Leasing	Leasing The Company records rent expense on a straight-line basis over the term of the related lease. At inception, the Company first determines if an arrangement contains a lease and the classification of that lease, if applicable. The Company recognizes right-of-use (“ROU”) assets and lease liabilities for its operating leases. For contracts with lease and non-lease components, the Company has elected not to allocate the contract consideration, and to account for the lease and non-lease components as a single lease component. The Company has also elected not to recognize a lease liability or ROU asset for leases with a term of 12 months or less, and recognize lease payments for those short-term leases on a straight-line basis over the lease term in the Consolidated Statements of Operations. Operating leases are included in ROU assets, other current liabilities and lease liabilities (net of current portion) on the Consolidated Balance Sheets. ROU assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments under the lease. ROU assets and lease liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. The implicit rate within the Company’s leases is generally not determinable and therefore the incremental borrowing rate at the lease commencement date is utilized to determine the present value of lease payments. The determination of the incremental borrowing rate requires judgment. Management determines the incremental borrowing rate for each lease using the Company’s estimated borrowing rate, adjusted for various factors including level of collateralization, term and currency to align with the terms of the lease. The ROU asset also includes any lease prepayments, offset by lease incentives. Certain of the Company’s leases include options to extend or terminate the lease. An option to extend the lease is considered in connection with determining the ROU asset and lease liability when the Company is reasonably certain that the option will be exercised. An option to terminate is considered unless the Company is reasonably certain the option will not be exercised.
Equity-Based Compensation	Equity-Based Compensation The Company grants Restricted Stock Units, Performance-based Restricted Stock Units (“PRSUs” and, collectively with Restricted Stock Units, “RSUs”) and Stock Options to directors and officers and certain other employees of the Company. Awards granted prior to June 1, 2022 were granted under the Company’s Amended and Restated 2012 Omnibus Equity Incentive Plan (the “2012 Plan”). At the Annual Meeting held on June 2, 2022, the Company’s stockholders approved the 2022 Omnibus Equity Incentive Plan (the “2022 Plan”). Awards granted subsequent to June 2, 2022 were granted under the 2022 Plan. The Company measures and recognizes non-cash equity-based compensation expense for all stock-based awards granted to employees based on estimated fair values. The portion of the award that is ultimately expected to vest is recognized as expense over the requisite service period. Forfeitures are accounted for as they occur. For awards with a change of control condition, an evaluation is made at the grant date and future periods as to the likelihood of the condition being met. Compensation expense is adjusted in future periods for subsequent changes in the expected outcome of the change of control conditions until the vesting date. Compensation expense related to awards with a market condition is recognized over the requisite service period regardless of the achievement of the market condition. Compensation expense related to awards with a performance condition is recognized over the requisite service period based on the expected levels of achievement. To the extent that the expected levels of achievement change, stock-based compensation expense is adjusted and recorded in the Consolidated Statements of Operations and the remaining unrecognized stock-based compensation is recognized over the remaining requisite service period. The Company uses the closing price of the Company’s common stock on the date of grant to determine the fair value of RSUs. The Company uses the Black Scholes option pricing model, to determine the fair value of stock options on the date of grant. The Monte Carlo simulation model is used if the award has a market condition. The determination of the grant date fair value using an option-pricing model and simulation model requires judgment as well as assumptions regarding a number of other complex and subjective variables. These variables include the Company’s closing market price at the grant date, the expected stock price volatility over the expected term of the awards, awards’ exercise and cancellation behaviors, risk-free interest rates and expected dividends. The awards granted pursuant to the 2012 Plan and the 2022 Plan are subject to a time-based vesting requirement and certain award grants may also include market based or performance based vesting conditions. While each PRSU corresponds to one target share of the Company’s stock, the number of shares that may eventually vest will be between 0% and 150% of a recipient’s target shares, depending on both the recipient’s continued service with the Company and the extent to which performance goals will have been achieved. Awards generally vest over three or four years. Upon the vesting of RSUs, the Company has a practice of net share settlement, to cover any required withholding taxes by retaining the number of shares with a value equal to the amount of the tax and remitting an equal amount of cash to the appropriate taxing authorities.
Employee Benefit Plans	Employee Benefit Plans The Company offers a 401(k) defined contribution plan and provides for discretionary employer matching contributions. All matching contributions are recognized as an expense in the Statement of Operations, as incurred.
Income Taxes and Other Non-income Taxes	Income Taxes The Company’s income tax expense includes U.S. (federal and state) and foreign income taxes. Deferred income tax balances reflect the effects of temporary differences between the carrying amounts of assets and liabilities and their tax basis, and are stated at enacted tax rates expected to be in effect when taxes are actually paid or recovered. The Company accounts for unrecognized tax benefits using a more-likely-than-not threshold for financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. The Company establishes reserves for tax-related uncertainties based on estimates of whether, and the extent to which, additional taxes may be due. The Company records an income tax liability for the difference, if any, between the benefit recognized and measured and the tax position taken or expected to be taken on the Company’s tax returns. To the extent that the assessment of such tax positions changes, the change in estimate is recorded in the period in which the determination is made. The reserves are adjusted in light of changing facts and circumstances, such as the outcomes of tax audits or lapses in statutes of limitations. Any reserve for uncertain tax provisions and related penalties and interest is included in the income tax provision. On a quarterly basis, the Company assesses the realizability of deferred tax assets, based on the available evidence including a history of taxable income, estimates of future taxable income and planning strategies and a valuation allowance is recorded to the extent that it is not more likely than not that the deferred tax assets will be realized. Significant management judgment is required in determining the provision for income taxes and deferred tax assets and liabilities. In the event that actual results differ from these estimates, the Company will adjust these estimates in future periods which may result in a change in the effective tax rate in a future period. The global intangible low-taxed income (“GILTI”) provisions of the TCJA impose a tax on foreign income in excess of a deemed return on tangible assets of foreign corporations. The Company has elected to treat any potential GILTI inclusions as a period cost. Other Non-income Taxes The Company is subject to certain non-income taxes, including value added taxes, sales taxes and royalty withholding taxes. Where appropriate, the Company has made accruals for these taxes, which are reflected in the Company’s consolidated financial statements. These accruals are subject to statute of limitations requirements and review by governmental authorities.
Treasury Stock	Treasury Stock The Company accounts for treasury stock under the cost method and is included as a component of stockholders’ equity. Treasury stock held by the Company may be reissued in the future. The Company’s policy is to account for reissued shares as a reduction of Treasury stock on a first-in, first-out basis.
Net Income Per Share	Net Income Per Share Basic net income per share is computed by dividing the net income attributable to common stockholders by the weighted average number of common shares outstanding during the period. Any potential issuance of common shares, including those that are contingent and do not participate in dividends, is excluded from basic weighted average number of common shares outstanding. Diluted net income per share is computed by dividing the net income attributable to common stockholders by the weighted average common shares outstanding and all potential common shares, if they are dilutive.
Reportable Segments	Reportable Segments For the year ended December 31, 2023, the Company has identified one operating segment, which has also been determined to be the Company’s primary reportable business segment. Operating segments are defined as components of an enterprise for which separate financial information is available and is evaluated regularly by the Company’s chief operating decision maker (“CODM”), or decision-making group, in deciding how to allocate resources and in assessing financial performance.
Contingent Consideration	Contingent Consideration The Company records an asset or liability for contingent consideration at the date of a business combination and reassesses the fair value of the asset or liability each period until it is settled. Upon settlement of these assets or liabilities, the portion of the contingent consideration payment that is attributable to the initial amount recorded as part of the business combination is classified as a cash flow from financing activities if the contingent consideration is a liability, or a cash flow from investing activities if the contingent consideration is an asset, and the portion of the settlement that is attributable to subsequent changes in the fair value of the contingent consideration is classified as a cash flow from operating activities in the Consolidated Statement of Cash Flows.
Foreign Currency	Foreign Currency The functional currency of the Company’s foreign subsidiaries is generally the respective local currency. Monetary assets and liabilities that are denominated in currencies other than each entity’s functional currency are remeasured into the functional currency at the period-end exchange rates and result in transactional gains and losses.
Recently Adopted Accounting Standard Updates and Recent Accounting Pronouncements Not Yet Adopted	Recently Adopted Accounting Standard Updates In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740), Simplifying the Accounting for Income Taxes (“ASU 2019-12”). ASU 2019-12 eliminates certain exceptions to the guidance in Topic 740 related to the approach for intra-period tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. The new guidance also simplifies aspects of the accounting for franchise taxes, enacted changes in tax laws or rates and clarifies the accounting transactions that result in a step-up in the tax basis of goodwill. The guidance is effective for fiscal years beginning after December 15, 2020 and interim periods within those fiscal years. The Company adopted ASU 2019-12, effective January 1, 2021. The impact of adoption of this standard on the consolidated financial statements, including accounting policies, processes and systems, was not material. In October 2021, the FASB issued ASU No. 2021-08, Business Combinations (Topic 805), Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (“ASU 2021-08”). ASU 2021-08 addresses inconsistency related to the recognition and measurement of contract assets and contract liabilities acquired in a business combination. ASU 2021-08 requires that an acquirer recognize and measure contract assets and contract liabilities acquired in a business combination as if it had originated the contracts, in accordance with Topic 606, Revenue from Contracts with Customers. The guidance is effective for fiscal years beginning after December 15, 2022 and interim periods within those fiscal years. Early adoption of the amendments is permitted and an entity that early adopts should apply the amendments (1) retrospectively to all business combinations for which the acquisition date occurs on or after the beginning of the fiscal year that includes the interim period of early application and (2) prospectively to all business combinations that occur on or after the date of initial application. The Company has early adopted ASU 2021-08 effective January 1, 2021, and the impact of adoption of this standard on the consolidated financial statements was not material. Recent Accounting Pronouncements Not Yet Adopted In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which enhances incremental disclosures on an annual and interim basis, clarifies circumstances in which an entity can disclose multiple segment measures of profit or loss, provides new segment disclosure requirements for entities with a single reportable segment, and contains other disclosure requirements. The purpose of the amendments is to enable investors to better understand an entity’s overall performance and assess potential future cash flows. This ASU applies to all public entities that are required to report segment information in accordance with ASC 280, and is effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. Shutterstock is evaluating the impact of this ASU on our consolidated financial statements. In December 2023, the FASB issued ASU No. 2023-08 (“ASU 2023-08”), Intangibles—Goodwill and Other—Crypto Assets (Subtopic 350-60):Accounting for and Disclosure of Crypto Assets to enhance the valuation and disclosure of crypto assets held by an entity. ASU 2023-08 is effective for annual periods beginning after December 15, 2024 and the interim periods therein. Upon adoption, a cumulative-effect adjustment to the opening balance of retained earnings is to be made as of the beginning of the annual period in which the entity adopts the amendments. Early adoption is permitted. The adoption of this accounting standard is not expected to impact the Company’s operations, financial position or cash flows. The Company does not hold any Crypto Assets as of December 31, 2023. In December 2023, the FASB issued ASU No. 2023-09 (“ASU 2023-09”), Income Taxes (Topic 740): Improvement to Income Tax Disclosures to enhance the transparency and decision usefulness of income tax disclosures. ASU 2023-09 is effective for annual periods beginning after December 15, 2024 on a prospective basis. Early adoption is permitted. Shutterstock is currently evaluating the impact of this accounting standard update on its consolidated financial statements and related disclosures.

Summary of Operations and Significant Accounting Policies

12 Months Ended

Dec. 31, 2023

Accounting Policies [Abstract]

Summary of Operations and Significant Accounting Policies

Description of Business

Shutterstock (the “Company” or “Shutterstock”) is a leading global creative platform connecting brands and businesses to high quality content.

The Company’s platform brings together users and contributors of content by providing readily-searchable content that customers pay to license and by compensating contributors as their content is licensed. Contributors upload their content to the Company’s web properties in exchange for royalty payments based on customer download activity. Beyond content, customers also leverage the Company’s platform to assist with the entire creative process from ideation through creative execution.

Digital content licensed to customers for their creative needs includes images, footage, music, and 3D models (the Company’s “Content” offering). Content revenues represent the majority of the Company’s business and are supported by the Company’s searchable creative platform and driven by the Company’s large contributor network.

In addition, customers have needs that are beyond traditional content license products and services. These include (i) licenses to metadata associated with the Company’s images, footage, music tracks and 3D models through the Company’s data offering, (ii) distribution and advertising services from the Company’s Giphy business, which consists of GIFs (graphics interchange format visuals) that serve as a critical ingredient in text- and message- based conversations and in contextual advertising settings, (iii) specialized solutions for high-quality content matched with production tools and services through Shutterstock Studios and (iv) other tailored white-glove services (collectively, the Company’s “Data, Distribution, and Services” offerings)

The Company’s Content offering includes:

•Images - consisting of photographs, vectors and illustrations. Images are typically used in visual communications, such as websites, digital and print marketing materials, corporate communications, books, publications and other similar uses.

•Footage - consisting of video clips, premium footage filmed by industry experts and cinema grade video effects, available in HD and 4K formats. Footage is often integrated into websites, social media, marketing campaigns and cinematic productions.

•Music - consisting of high-quality music tracks and sound effects, which are often used to complement images and footage.

•3 Dimensional (“3D”) Models - consisting of 3D models, used in a variety of industries such as advertising, media and video production, gaming, retail, education, design and architecture.

•Generative AI Content - consisting of images generated from algorithms trained with high-quality, ethically sourced content. Customers can generate images by entering a description of their desired content into model prompts.

On June 23, 2023, the Company completed its acquisition of Giphy, Inc. (“Giphy”), a a New York-based company that operates a collection of GIFs and stickers that supplies casual conversational content. The Company believes its acquisition of Giphy extends Shutterstock’s audience touchpoints beyond primarily professional marketing and advertising use cases and expands into casual conversations. See Note 3 Acquisitions.

Principles of Consolidation and Basis of Presentation

The consolidated financial statements and accompanying notes have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and include the accounts of the Company and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation.

Certain immaterial changes in presentation have been made to conform the prior period presentation to current period reporting.

Use of Estimates

The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported and disclosed in the financial statements. Actual results could differ from those estimates. Such estimates include, but are not limited to, the determination of the allowance for doubtful accounts, the volume of expected unused licenses for our subscription-based products, the assessment of recoverability of property and equipment, the fair value of acquired goodwill and intangible assets, the amount of non-cash equity-based compensation, the assessment of recoverability of deferred tax assets, the measurement of income tax and contingent non-income tax liabilities and the determination of the incremental borrowing rate used to calculate the lease liability.

Concentration of Risk

Financial instruments that are exposed to concentration of credit risk consist primarily of cash and cash equivalents and accounts receivable balances. Cash and cash equivalents are held with financial institutions of high quality. Balances may exceed the amount of insurance provided on such deposits.

A significant portion of the Company’s revenues are derived from customers who license content using electronic payments at the time of a transaction. The Company’s accounts receivable are primarily from enterprise customers who require invoicing. The Company performs initial and ongoing credit reviews on these customers, which involve consideration of the customers’ financial information, their location, and other factors to assess the customers’ ability to pay. The Company also performs ongoing financial condition evaluations for its existing customers. As of December 31, 2023, two customers accounted for approximately 29% of the accounts receivable balance. No other customer accounted for or exceeded 10% of the accounts receivable balance. As of December 31, 2022, one customer accounted for 22% of the accounts receivable balance.

Additionally, no single customer accounted for or exceeded 10% of revenue for the year ended December 31, 2021.

Cash, Cash Equivalents and Restricted Cash

As of December 31, 2023 and 2022, the Company’s cash and cash equivalents were $100.5 million and $115.2 million, respectively. The Company’s cash balance consist primarily of bank deposits. Cash equivalents consists primarily of money market accounts and are stated at cost, which approximates fair value.

Fair Value Measurements

The Company records its financial assets and liabilities at fair value. Fair value is determined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the reporting date. Fair value is estimated by applying inputs which are classified into the following levels of a three-tier hierarchy as follows: Level 1 - quoted prices (unadjusted) in active markets for identical assets or liabilities; Level 2- inputs other than quoted prices included within Level 1 that are either directly or indirectly observable; and Level 3 - unobservable inputs in which little or no market activity exists, therefore requiring an entity to develop its own assumptions regarding what market participants would use in pricing.

Accounts Receivable and Allowance for Doubtful Accounts

The Company’s accounts receivable consists of customer obligations due under normal trade terms, carried at their face value less an allowance for doubtful accounts, if required. The Company determines its allowance for doubtful accounts based on an evaluation of (i) the aging of its accounts receivable considering historical receivables loss rates, (ii) on a customer-by-customer basis, where appropriate, and (iii) the economic environments in which the Company operates.

The following table presents the changes in the Company’s allowance for doubtful accounts (in thousands):


	Year Ended December 31,
	2023		2022		2021
Balance, beginning of period	$	5,830	$	1,910	$	4,942
Add: bad debt expense	1,894		3,697		137
Less: write-offs, net of recoveries and other adjustments	(1,389)		223		(3,169)
Balance, end of period	$	6,335	$	5,830	$	1,910

For certain Data, Distribution, and Services transactions, the Company has $40.4 million of unbilled receivables of which $17.6 million are recorded in Accounts Receivable and $22.8 million are recorded in Other Assets.

Property and Equipment

Property and equipment are stated at cost, net of accumulated depreciation and amortization. Depreciation and amortization is calculated using the straight-line method over the estimated useful lives of the related assets. Generally, the useful lives are as follows:


Equipment			3 years
Furniture and fixtures			7 years
Software			3 years
Leasehold improvements			Shorter of expected useful life or lease term

Capitalized Internal Use Software

The Company capitalizes the qualifying costs of computer software developed for internal use, which are incurred during the application development stage, and amortizes them over the software’s estimated useful life. Costs incurred in the preliminary and post-implementation stages of the Company’s products are expensed as incurred. The amounts capitalized include employee’s payroll and payroll-related costs directly associated with the development activities as well as external direct costs of services used in developing internal-use software. The Company’s policy is to amortize capitalized costs using the straight-line method over the estimated useful life, which is currently three years, beginning when the software is substantially complete and ready for its intended use.

Impairment of Long-Lived Assets

Long-lived assets, inclusive of definite-lived intangible assets, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying value of an asset to estimated undiscounted future cash flows expected to be generated by the asset. If the carrying value of an asset exceeds its estimated undiscounted future cash flows, an impairment charge is recognized in the amount by which the carrying value of the asset exceeds the fair value of the asset. Assets to be disposed of would be separately presented in the balance sheet and reported at the lower of the carrying value or the fair value less costs to sell, and are no longer depreciated. The assets and liabilities of a disposed group classified as held for sale would be presented separately in the appropriate asset and liability sections of the balance sheet. In 2022, the Company recorded an impairment charge related to a portion of its right-of-use assets and property and equipment triggered by the Company’s decision to cease using certain office spaces. See Note 4, Property and Equipment and Note 15, Leasing for further discussion. There were no long-lived asset impairment charges in 2023 or 2021.

Goodwill and Intangible Assets

Goodwill and intangible assets acquired in a business combination and determined to have an indefinite useful life are not amortized, but instead tested for impairment at least annually on October 1 of each fiscal year or more frequently if events occur or circumstances exist that indicate that the fair value of a reporting unit may be below its carrying value.

The Company’s goodwill balance was allocated to a single reporting unit. Since inception through December 31, 2023, the Company has not had any impairment of goodwill.

Revenue Recognition

A significant portion of the Company’s revenue is earned from the license of content. Content licenses are generally purchased on a monthly or annual basis, whereby a customer pays for a predetermined quantity of content that may be downloaded over a specific period of time, or, on a transactional basis, whereby a customer pays for individual content licenses at the time of download. The Company also generates revenue from tools available through the Company’s platform.

For contracts that contain multiple performance obligations, the Company allocates the transaction price to each performance obligation based on a relative standalone selling price. The standalone selling price is determined based on the price at which the performance obligation is sold separately, or if not observable through past transactions, is estimated taking into account available information including internally approved pricing guidelines and pricing information of comparable products.

The Company recognizes revenue upon the satisfaction of performance obligations. The Company recognizes revenue on both its subscription-based and transaction-based products when content is downloaded by a customer, at which time the license is provided. In addition, the Company estimates expected unused licenses for subscription-based products and recognizes the revenue associated with the unused licenses as digital content is downloaded and licenses are obtained for such content by the customer during the subscription period. The estimate of unused licenses is based on historical download activity and future changes in the estimate could impact the timing of revenue recognition of the Company’s subscription products. For revenue associated with tools available through the Company’s platform, revenue is recognized on a straight-line basis over the subscription period. The Company expenses contract acquisition costs as incurred, to the extent that the amortization period would otherwise be one year or less.

Collectability is probable at the time the electronic order or contract is entered. The significant portion of the Company’s customers purchase products by making electronic payments with a credit card at the time of the transaction. Customer payments received in advance of revenue recognition are contract liabilities and are recorded as deferred revenue. Customers that do not pay in advance are invoiced and are required to make payments under standard credit terms. Collectability for customers who pay on credit terms allowing for payment beyond the date at which service commences, is based on a credit evaluation for certain new customers and transaction history with existing customers.

The Company recognizes revenue gross of contributor royalties because the Company is the principal in the transaction as it is the party responsible for the performance obligation and it controls the product or service before transferring it to the customer. The Company also licenses content to customers through third-party resellers. Third-party resellers sell the Company’s products directly to customers as the principal in those transactions. Accordingly, the Company recognizes revenue net of costs paid to resellers.

The Company also reports revenue net of return and chargeback allowances. These allowances are based off historical trends when available.

Cost of Revenue

The Company’s cost of revenue includes royalties paid to contributors, credit card processing fees, content reviewer costs, customer service expenses, infrastructure and hosting costs related to maintaining our creative platform and cloud-based software platform, depreciation and amortization of capitalized internal-use software, purchased content and acquisition-related intangible assets, allocated facility costs and other supporting overhead costs. Costs of revenue also includes employee compensation, including non-cash equity-based compensation, bonuses and benefits associated with the maintenance of the Company’s creative platform and cloud-based software platform.

Contributor Royalties and Internal Sales Commissions

The Company expenses contributor royalties in the period revenue is recognized, which is generally when the customer download occurs, and includes the corresponding contributor royalties in cost of revenue. Contributor royalties are generally paid monthly. The Company advances certain contributor royalties which are initially deferred and expensed based on the contractual royalty rate at the time of customer download or when the Company determines future recovery is not probable. For the years ended December 31, 2023, 2022 and 2021, the Company deferred $3.9 million, $6.3 million and $7.2 million, respectively, in royalty advances and amortized $4.0 million, $7.1 million and $5.8 million, respectively, in royalty advance expense which is included in cost of revenue. As of December 31, 2023 and 2022, the Company has deferred contributor royalties of $0.6 million, which is included in prepaid expenses and other current assets in the Consolidated Balance Sheets.

Internal sales commissions are generally paid in the month following collection or invoicing of the commissioned receivable and is reported in sales and marketing expense on the Consolidated Statements of Operations. The Company expenses contract acquisition costs, including internal sales commissions, as incurred, to the extent that the amortization period would otherwise be one year or less.

Product Development

The Company expenses product development costs as incurred, except for costs that are capitalized for certain internal software development projects. Product development costs are primarily comprised of development personnel salaries, non-cash equity-based compensation, software and other IT equipment costs as well as allocated facility costs and related overhead.

Advertising Costs

The Company expenses the cost of advertising and promoting its products as incurred. Such costs totaled $93.1 million, $97.2 million and $112.9 million for the years ended December 31, 2023, 2022 and 2021, respectively, which are included in sales and marketing expense in the Consolidated Statements of Operations.

Leasing

The Company records rent expense on a straight-line basis over the term of the related lease. At inception, the Company first determines if an arrangement contains a lease and the classification of that lease, if applicable. The Company recognizes right-of-use (“ROU”) assets and lease liabilities for its operating leases. For contracts with lease and non-lease components, the Company has elected not to allocate the contract consideration, and to account for the lease and non-lease components as a single lease component. The Company has also elected not to recognize a lease liability or ROU asset for leases with a term of 12 months or less, and recognize lease payments for those short-term leases on a straight-line basis over the lease term in the Consolidated Statements of Operations. Operating leases are included in ROU assets, other current liabilities and lease liabilities (net of current portion) on the Consolidated Balance Sheets.

ROU assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments under the lease. ROU assets and lease liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. The implicit rate within the Company’s leases is generally not determinable and therefore the incremental borrowing rate at the lease commencement date is utilized to determine the present value of lease payments. The determination of the incremental borrowing rate requires judgment. Management determines the incremental borrowing rate for each lease using the Company’s estimated borrowing rate, adjusted for various factors including level of collateralization, term and currency to align with the terms of the lease. The ROU asset also includes any lease prepayments, offset by lease incentives. Certain of the Company’s leases include options to extend or terminate the lease. An option to extend the lease is considered in connection with determining the ROU asset and lease liability when the Company is reasonably certain that the option will be exercised. An option to terminate is considered unless the Company is reasonably certain the option will not be exercised.

Equity-Based Compensation

The Company grants Restricted Stock Units, Performance-based Restricted Stock Units (“PRSUs” and, collectively with Restricted Stock Units, “RSUs”) and Stock Options to directors and officers and certain other employees of the Company. Awards granted prior to June 1, 2022 were granted under the Company’s Amended and Restated 2012 Omnibus Equity Incentive Plan (the “2012 Plan”). At the Annual Meeting held on June 2, 2022, the Company’s stockholders approved the 2022 Omnibus Equity Incentive Plan (the “2022 Plan”). Awards granted subsequent to June 2, 2022 were granted under the 2022 Plan.

The Company measures and recognizes non-cash equity-based compensation expense for all stock-based awards granted to employees based on estimated fair values. The portion of the award that is ultimately expected to vest is recognized as expense over the requisite service period. Forfeitures are accounted for as they occur. For awards with a change of control condition, an evaluation is made at the grant date and future periods as to the likelihood of the condition being met. Compensation expense is adjusted in future periods for subsequent changes in the expected outcome of the change of control conditions until the vesting date. Compensation expense related to awards with a market condition is recognized over the requisite service period regardless of the achievement of the market condition. Compensation expense related to awards with a performance condition is recognized over the requisite service period based on the expected levels of achievement. To the extent that the expected levels of achievement change, stock-based compensation expense is adjusted and recorded in the Consolidated Statements of Operations and the remaining unrecognized stock-based compensation is recognized over the remaining requisite service period.

The Company uses the closing price of the Company’s common stock on the date of grant to determine the fair value of RSUs. The Company uses the Black Scholes option pricing model, to determine the fair value of stock options on the date of grant. The Monte Carlo simulation model is used if the award has a market condition.

The determination of the grant date fair value using an option-pricing model and simulation model requires judgment as well as assumptions regarding a number of other complex and subjective variables. These variables include the Company’s closing market price at the grant date, the expected stock price volatility over the expected term of the awards, awards’ exercise and cancellation behaviors, risk-free interest rates and expected dividends.

The awards granted pursuant to the 2012 Plan and the 2022 Plan are subject to a time-based vesting requirement and certain award grants may also include market based or performance based vesting conditions. While each PRSU corresponds to one target share of the Company’s stock, the number of shares that may eventually vest will be between 0% and 150% of a recipient’s target shares, depending on both the recipient’s continued service with the Company and the extent to which performance goals will have been achieved. Awards generally vest over three or four years.

Upon the vesting of RSUs, the Company has a practice of net share settlement, to cover any required withholding taxes by retaining the number of shares with a value equal to the amount of the tax and remitting an equal amount of cash to the appropriate taxing authorities.

Employee Benefit Plans

The Company offers a 401(k) defined contribution plan and provides for discretionary employer matching contributions. All matching contributions are recognized as an expense in the Statement of Operations, as incurred. The Company recorded employer matching contributions of $5.4 million, $5.1 million and $4.4 million for the years ended December 31, 2023, 2022 and 2021, respectively.

Interest expense

Interest expense is comprised of borrowing costs on debt, amortization of debt issuance costs and unused commitment fees associated with the Company’s credit facility.

Debt issuance costs are recorded in prepaid expenses and other current assets and other assets in the Consolidated Balance Sheets and are amortized over the term of the credit facility.

Income Taxes

The Company’s income tax expense includes U.S. (federal and state) and foreign income taxes. Deferred income tax balances reflect the effects of temporary differences between the carrying amounts of assets and liabilities and their tax basis, and are stated at enacted tax rates expected to be in effect when taxes are actually paid or recovered.

The Company accounts for unrecognized tax benefits using a more-likely-than-not threshold for financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. The Company establishes reserves for tax-related uncertainties based on estimates of whether, and the extent to which, additional taxes may be due. The Company records an income tax liability for the difference, if any, between the benefit recognized and measured and the tax position taken or expected to be taken on the Company’s tax returns. To the extent that the assessment of such tax positions changes, the change in estimate is recorded in the period in which the determination is made. The reserves are adjusted in light of changing

facts and circumstances, such as the outcomes of tax audits or lapses in statutes of limitations. Any reserve for uncertain tax provisions and related penalties and interest is included in the income tax provision.

On a quarterly basis, the Company assesses the realizability of deferred tax assets, based on the available evidence including a history of taxable income, estimates of future taxable income and planning strategies and a valuation allowance is recorded to the extent that it is not more likely than not that the deferred tax assets will be realized. Significant management judgment is required in determining the provision for income taxes and deferred tax assets and liabilities. In the event that actual results differ from these estimates, the Company will adjust these estimates in future periods which may result in a change in the effective tax rate in a future period.

The global intangible low-taxed income (“GILTI”) provisions of the TCJA impose a tax on foreign income in excess of a deemed return on tangible assets of foreign corporations. The Company has elected to treat any potential GILTI inclusions as a period cost.

Other Non-income Taxes

The Company is subject to certain non-income taxes, including value added taxes, sales taxes and royalty withholding taxes. Where appropriate, the Company has made accruals for these taxes, which are reflected in the Company’s consolidated financial statements. These accruals are subject to statute of limitations requirements and review by governmental authorities.

Treasury Stock

The Company accounts for treasury stock under the cost method and is included as a component of stockholders’ equity. Treasury stock held by the Company may be reissued in the future. The Company’s policy is to account for reissued shares as a reduction of Treasury stock on a first-in, first-out basis.

Net Income Per Share

Basic net income per share is computed by dividing the net income attributable to common stockholders by the weighted average number of common shares outstanding during the period. Any potential issuance of common shares, including those that are contingent and do not participate in dividends, is excluded from basic weighted average number of common shares outstanding.

Diluted net income per share is computed by dividing the net income attributable to common stockholders by the weighted average common shares outstanding and all potential common shares, if they are dilutive.

Reportable Segments

For the year ended December 31, 2023, the Company has identified one operating segment, which has also been determined to be the Company’s primary reportable business segment. Operating segments are defined as components of an enterprise for which separate financial information is available and is evaluated regularly by the Company’s chief operating decision maker (“CODM”), or decision-making group, in deciding how to allocate resources and in assessing financial performance.

Contingent Consideration

The Company records an asset or liability for contingent consideration at the date of a business combination and reassesses the fair value of the asset or liability each period until it is settled. Upon settlement of these assets or liabilities, the portion of the contingent consideration payment that is attributable to the initial amount recorded as part of the business combination is classified as a cash flow from financing activities if the contingent consideration is a liability, or a cash flow from investing activities if the contingent consideration is an asset, and the portion of the settlement that is attributable to subsequent changes in the fair value of the contingent consideration is classified as a cash flow from operating activities in the Consolidated Statement of Cash Flows.

Foreign Currency

The functional currency of the Company’s foreign subsidiaries is generally the respective local currency. Monetary assets and liabilities that are denominated in currencies other than each entity’s functional currency are remeasured into the functional currency at the period-end exchange rates and result in transactional gains and losses. The net impact of foreign currency transactional gains and losses on the Company’s results of operations were gains of $0.7 million in 2023 and losses of $3.1 million in 2022 and $3.2 million in 2021, respectively. Translation adjustments resulting from converting the foreign subsidiaries financial statements into U.S. dollars using the period-end exchange rates for balance sheet accounts and the period average exchange rate for the Statements of Operations are recorded as a component of accumulated other comprehensive income / (loss) within stockholders’ equity.

Recently Adopted Accounting Standard Updates

In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740), Simplifying the Accounting for Income Taxes (“ASU 2019-12”). ASU 2019-12 eliminates certain exceptions to the guidance in Topic 740 related to the approach for intra-period tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. The new guidance also simplifies aspects of the accounting for franchise taxes, enacted changes in tax laws or rates and clarifies the accounting transactions that result in a step-up in the tax basis of goodwill. The guidance is effective for fiscal years beginning after December 15, 2020 and interim periods within those fiscal years. The Company adopted ASU 2019-12, effective January 1, 2021. The impact of adoption of this standard on the consolidated financial statements, including accounting policies, processes and systems, was not material.

In October 2021, the FASB issued ASU No. 2021-08, Business Combinations (Topic 805), Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (“ASU 2021-08”). ASU 2021-08 addresses inconsistency related to the recognition and measurement of contract assets and contract liabilities acquired in a business combination. ASU 2021-08 requires that an acquirer recognize and measure contract assets and contract liabilities acquired in a business combination as if it had originated the contracts, in accordance with Topic 606, Revenue from Contracts with Customers. The guidance is effective for fiscal years beginning after December 15, 2022 and interim periods within those fiscal years. Early adoption of the amendments is permitted and an entity that early adopts should apply the amendments (1) retrospectively to all business combinations for which the acquisition date occurs on or after the beginning of the fiscal year that includes the interim period of early application and (2) prospectively to all business combinations that occur on or after the date of initial application. The Company has early adopted ASU 2021-08 effective January 1, 2021, and the impact of adoption of this standard on the consolidated financial statements was not material.

Recent Accounting Pronouncements Not Yet Adopted

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which enhances incremental disclosures on an annual and interim basis, clarifies circumstances in which an entity can disclose multiple segment measures of profit or loss, provides new segment disclosure requirements for entities with a single reportable segment, and contains other disclosure requirements. The purpose of the amendments is to enable investors to better understand an entity’s overall performance and assess potential future cash flows. This ASU applies to all public entities that are required to report segment information in accordance with ASC 280, and is effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. Shutterstock is evaluating the impact of this ASU on our consolidated financial statements.

In December 2023, the FASB issued ASU No. 2023-08 (“ASU 2023-08”), Intangibles—Goodwill and Other—Crypto Assets (Subtopic 350-60):Accounting for and Disclosure of Crypto Assets to enhance the valuation and disclosure of crypto assets held by an entity. ASU 2023-08 is effective for annual periods beginning after December 15, 2024 and the interim periods therein. Upon adoption, a cumulative-effect adjustment to the opening balance of retained earnings is to be made as of the beginning of the annual period in which the entity adopts the amendments. Early adoption is permitted. The adoption of this accounting standard is not expected to impact the Company’s operations, financial position or cash flows. The Company does not hold any Crypto Assets as of December 31, 2023.

In December 2023, the FASB issued ASU No. 2023-09 (“ASU 2023-09”), Income Taxes (Topic 740): Improvement to Income Tax Disclosures to enhance the transparency and decision usefulness of income tax disclosures. ASU 2023-09 is effective for annual periods beginning after December 15, 2024 on a prospective basis. Early adoption is permitted. Shutterstock is currently evaluating the impact of this accounting standard update on its consolidated financial statements and related disclosures.

Goodwill and Intangible Assets - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Amortizing intangible assets:
Gross Carrying Amount	$ 310,088	$ 254,999
Accumulated Amortization	(125,692)	(81,912)
Net Carrying Amount	184,396	173,087
Customer relationships
Amortizing intangible assets:
Gross Carrying Amount	90,350	88,996
Accumulated Amortization	(26,982)	(19,168)
Net Carrying Amount	$ 63,368	69,828
Weighted Average Life (Years)	12 years
Trade name
Amortizing intangible assets:
Gross Carrying Amount	$ 37,937	16,588
Accumulated Amortization	(9,272)	(7,209)
Net Carrying Amount	$ 28,665	9,379
Weighted Average Life (Years)	12 years
Developed technology
Amortizing intangible assets:
Gross Carrying Amount	$ 115,914	94,872
Accumulated Amortization	(61,376)	(35,288)
Net Carrying Amount	$ 54,538	59,584
Weighted Average Life (Years)	5 years
Contributor content
Amortizing intangible assets:
Gross Carrying Amount	$ 65,628	54,284
Accumulated Amortization	(27,897)	(20,098)
Net Carrying Amount	$ 37,731	34,186
Weighted Average Life (Years)	8 years
Patents
Amortizing intangible assets:
Gross Carrying Amount	$ 259	259
Accumulated Amortization	(165)	(149)
Net Carrying Amount	$ 94	$ 110
Weighted Average Life (Years)	18 years

Debt	12 Months Ended
Debt	Dec. 31, 2023
Debt Disclosure [Abstract]
Debt	Debt On May 6, 2022, the Company entered into a five-year $100 million unsecured revolving loan facility (the “Credit Facility”) with Bank of America, N.A., as Administrative Agent and other lenders. The Credit Facility includes a letter of credit sub-facility and a swingline facility and it also permits, subject to the satisfaction of certain conditions, up to $100 million of additional revolving loan commitments with the consent of the Administrative Agent. At the Company’s option, revolving loans accrue interest at a per annum rate based on either (i) the base rate plus a margin ranging from 0.125% to 0.500%, determined based on the Company’s consolidated leverage ratio or (ii) the Term Secured Overnight Financing Rate (“SOFR”) (for interest periods of 1, 3 or 6 months) plus a margin ranging from 1.125% to 1.5%, determined based on the Company’s consolidated leverage ratio. The Company is also required to pay an unused commitment fee ranging from 0.150% to 0.225%, determined based on the Company’s consolidated leverage ratio. In connection with the execution of this agreement, the Company paid debt issuance costs of approximately $0.6 million. As of December 31, 2023 and December 31, 2022, the Company had $30 million and $50 million, respectively, of outstanding borrowings under the Credit Facility. As of December 31, 2023, the Company had a remaining borrowing capacity of $67 million, net of standby letters of credit. For the year ended December 31, 2023 and 2022, the Company recognized interest expense of $1.9 million and $1.3 million, respectively. The Credit Facility contains financial covenants and requirements restricting certain of the Company’s activities, which are usual and customary for this type of credit facility. The Company is also required to maintain compliance with a consolidated leverage ratio and a consolidated interest coverage ratio, in each case, determined in accordance with the terms of the Credit Facility. As of December 31, 2023, the Company was in compliance with these covenants.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

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

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 470
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//470/tableOfContent

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1E
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1E

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

+ Details

Summary of Operations and Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2023

Accounting Policies [Abstract]

Accounts Receivable, Allowance for Credit Loss

The following table presents the changes in the Company’s allowance for doubtful accounts (in thousands):


	Year Ended December 31,
	2023		2022		2021
Balance, beginning of period	$	5,830	$	1,910	$	4,942
Add: bad debt expense	1,894		3,697		137
Less: write-offs, net of recoveries and other adjustments	(1,389)		223		(3,169)
Balance, end of period	$	6,335	$	5,830	$	1,910

Summary of Property and Equipment

Generally, the useful lives are as follows:


Equipment			3 years
Furniture and fixtures			7 years
Software			3 years
Leasehold improvements			Shorter of expected useful life or lease term

Property and equipment is summarized as follows (in thousands):


	December 31,
	2023		2022
Computer equipment and software	$	308,473	$	261,067
Furniture and fixtures	10,829		10,328
Leasehold improvements	19,153		18,635
Property and equipment	338,455		290,030
Less: accumulated depreciation	(274,155)		(235,482)
Property and equipment, net	$	64,300	$	54,548

Other Income/(Expense), net (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Other Nonoperating Income (Expense) [Abstract]
Foreign currency gain / (loss)	$ 879	$ (1,338)	$ (3,303)
Interest expense	(1,856)	(1,336)	0
Interest Income (Expense) and Other	4,784	87	(67)
Interest income / (expense) and other	3,807	(2,587)	(3,370)
Other income / (expense), net	$ 3,807	$ (2,587)	$ (3,370)

Equity-Based Compensation (Tables)

12 Months Ended

Dec. 31, 2023

Share-Based Payment Arrangement [Abstract]

Summary of Non-cash Equity-based Compensation Expense

The following table summarizes non-cash equity-based compensation expense, net of forfeitures, by line item included in the Company’s Consolidated Statements of Operations for the years ended December 31, 2023, 2022 and 2021 (in thousands):


	Year Ended December 31,
	2023		2022		2021
Cost of revenue	$	815	$	567	$	363
Sales and marketing	7,359		5,486		2,888
Product development	13,200		10,380		6,720
General and administrative	27,203		19,307		26,208
Total	$	48,577	$	35,740	$	36,179

For the year ended December 31, 2023, 2022 and 2021 substantially all of the Company’s non-cash equity-based compensation expense related to RSUs.

Intrinsic value of stock options is calculated as the excess of market price of the Company’s common stock over the strike price of the stock options, multiplied by the number of stock options. The intrinsic value of the Company’s stock options is as follows (in thousands):


	As of December 31,
	2023		2022
Stock options outstanding	$	4,232	$	5,576
Stock options exercisable	$	4,232	$	5,400
Stock options vested and expected to vest	$	4,232	$	5,576

Schedule of Stock Option Awards Activity and Weighted Average Exercise Price per Share

The following is a summary of stock option awards (in thousands) and weighted average exercise price per option:


	Plan Options	Weighted Average Exercise Price
Options outstanding at December 31, 2022	831	$	61.32


Options exercised	(1)	40.30
Options canceled or expired	(1)	64.20
Options outstanding at December 31, 2023	829	$	61.34

Options exercisable at December 31, 2023	301	$	34.41

Schedule of Restricted Stock Units (RSUs) Activity

The following table presents a summary of the Company’s RSUs activity for the year ended December 31, 2023 (in thousands):


	Plan RSUs	Weighted Average Fair Value
Non-vested balance at December 31, 2022	1,717	$	70.17
Units granted	1,181	65.92

Units vested	(630)	65.92
Units canceled or forfeited	(330)	75.65
Non-vested balance at December 31, 2023	1,938	$	68.03

Non-vested and deferred balance at December 31, 2023	1,997	$	67.49

Income Taxes - Tax Rate Reconciliation (Details)	12 Months Ended
Income Taxes - Tax Rate Reconciliation (Details)	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Income Tax Disclosure [Abstract]
U.S. income tax at federal statutory rate	21.00%	21.00%	21.00%
Tax credits	(4.20%)	(3.30%)	(1.80%)
State and local taxes, net of federal benefit	2.20%	1.60%	1.60%
Equity-based compensation	3.40%	1.40%	(0.60%)
Foreign rate differential	0.40%	0.80%	0.50%
Foreign-derived intangible income deduction	(6.40%)	(8.20%)	(5.50%)
Uncertain tax positions	0.90%	3.40%	0.80%
Valuation allowance	1.30%	1.20%	0.80%
Capital loss	0.00%	(1.70%)	(4.90%)
Bargain purchase gain	(8.60%)	0.00%	0.00%
Non-deductible—other	0.00%	0.20%	0.40%
Total provision for income taxes	10.00%	16.40%	12.30%

Equity-Based Compensation

12 Months Ended

Dec. 31, 2023

Share-Based Payment Arrangement [Abstract]

Equity-Based Compensation

The Company recognizes stock-based compensation expense for all share-based payment awards including employee stock options and RSUs granted under either the 2012 Plan or the 2022 Plan based on the fair value of each award on the grant date.


	Year Ended December 31,
	2023		2022		2021
Cost of revenue	$	815	$	567	$	363
Sales and marketing	7,359		5,486		2,888
Product development	13,200		10,380		6,720
General and administrative	27,203		19,307		26,208
Total	$	48,577	$	35,740	$	36,179

For the year ended December 31, 2023, 2022 and 2021 substantially all of the Company’s non-cash equity-based compensation expense related to RSUs.

2012 Omnibus Equity Incentive Plan

On October 10, 2012, the Company’s 2012 Plan became effective. The 2012 Plan provides for the grant of incentive stock options to Company employees, and for the grant of non-statutory stock options, stock appreciation rights, restricted stock, restricted stock units, performance units and performance shares to employees, directors and consultants. The maximum aggregate number of shares that may be issued under the 2012 Plan was initially 6,750,000 shares of common stock. The number of shares available for issuance under the 2012 Plan will be increased annually commencing January 1, 2013 by an amount equal to the lesser of 1,500,000 shares of common stock, 3% of the outstanding shares of common stock as of the last day of the immediately preceding fiscal year, or such other amount as determined by the Company’s Board of Directors. Any awards issued under the 2012 Plan that are forfeited by the participant will become available for future grant under the 2012 Plan. The number of shares of common stock available under the 2012 Plan was automatically increased by approximately 1,093,000 and 1,087,000 shares on January 1, 2022 and 2021, respectively, pursuant to the automatic increase provisions of the 2012 Plan. This plan expired on June 2, 2022.

2022 Omnibus Equity Incentive Plan

On June 2, 2022, the Company’s stockholders approved the 2022 Omnibus Equity Incentive Plan (the “2022 Plan”). The 2022 Plan provides for the grant of incentive stock options to Company employees, and for the grant of non-statutory stock options, stock appreciation rights, restricted stock, restricted stock units, performance units and performance shares (collectively, “Awards”) to employees, officers, directors, consultants and advisors of the Company. The maximum aggregate number of shares that may be issued under the 2022 Plan is 4,000,000 shares of our common stock and is subject to adjustment in connection with changes in capitalization, reorganization and change in control events. Shares subject to Awards granted under the 2022 Plan that expire unexercised or are forfeited, will become available for future grant under 2022 Plan. However, shares used to pay the exercise price of an Award or to satisfy the tax withholding obligations related to an Award will not become available for future grant under the 2022 Plan. Awards granted subsequent to June 2, 2022 were granted under the 2022 Plan.

Stock Option Awards

The following is a summary of stock option awards (in thousands) and weighted average exercise price per option:


	Plan Options	Weighted Average Exercise Price
Options outstanding at December 31, 2022	831	$	61.32


Options exercised	(1)	40.30
Options canceled or expired	(1)	64.20
Options outstanding at December 31, 2023	829	$	61.34

Options exercisable at December 31, 2023	301	$	34.41


	As of December 31,
	2023		2022
Stock options outstanding	$	4,232	$	5,576
Stock options exercisable	$	4,232	$	5,400
Stock options vested and expected to vest	$	4,232	$	5,576

The intrinsic value of stock options exercised for the years ended December 31, 2023, 2022 and 2021 was approximately $33 thousand, $1.1 million and $3.0 million, respectively.

No stock option awards were granted during the years ended December 31, 2023, 2022 and 2021.

On April 24, 2014, the Company granted 500,000 stock options with a market-based condition to its Founder and Executive Chairman. In 2018, the number of stock options was adjusted from 500,000 stock options to approximately 527,000 and the exercise price of each option was adjusted from $80.94 to $76.73, in connection with a special dividend and pursuant to the anti-dilution provisions of the 2012 Plan. The stock options will not vest or become exercisable unless (i) the Founder and Executive Chairman remains continuously employed by the Company until the fifth anniversary of the date of grant and (ii) the average 90-day closing price of the Company’s common stock equals or exceeds $161.88 per share for any 90 consecutive calendar days during the period commencing on the fifth anniversary of the date of grant and ending on the tenth anniversary of the date of grant, inclusive provided that the Founder and Executive Chairman remains continuously employed by the Company until the date of satisfaction of such condition. The derived requisite service period was determined to be six years based on a valuation technique. The total fair value of the grant is $21.6 million and is being recognized over the derived requisite service period. In the event that the market condition remains unsatisfied upon completion of the requisite service period, no charge will be reversed.

Restricted Stock Units Awards (including PRSUs)

The following table presents a summary of the Company’s RSUs activity for the year ended December 31, 2023 (in thousands):


	Plan RSUs	Weighted Average Fair Value
Non-vested balance at December 31, 2022	1,717	$	70.17
Units granted	1,181	65.92

Units vested	(630)	65.92
Units canceled or forfeited	(330)	75.65
Non-vested balance at December 31, 2023	1,938	$	68.03

Non-vested and deferred balance at December 31, 2023	1,997	$	67.49

On April 24, 2014, the Company granted 100,000 restricted stock units with a market-based condition to its Founder and Executive Chairman. In 2018, the number of RSUs was adjusted to approximately 105,000, in connection with a special dividend and pursuant to the anti-dilution provisions of the 2012 Plan. The restricted stock units will vest only if (i) the reporting person remains continuously employed by the Company until the fifth anniversary of the date of grant and (ii) the average 90-day closing price of the Company's common stock equals or exceeds $161.88 for any 90 consecutive calendar days during the period commencing on the fifth anniversary of the date of grant and ending on the tenth anniversary of the date of grant, inclusive; provided that the reporting person remains continuously employed by the Company until the date of satisfaction of such condition. The derived requisite service period was determined to be six years based on a valuation technique. The total fair value of the grant is $5.8 million and is being recognized over the derived requisite service period. In the event that the market condition remains unsatisfied upon completion of the requisite service period, no charge will be reversed.

As of December 31, 2023, the total unrecognized compensation charge related to the restricted stock units is approximately $78.3 million, which is expected to be recognized through fiscal 2027.

Insider Trading Arrangements	3 Months Ended	12 Months Ended
Insider Trading Arrangements	Dec. 31, 2023 shares	Dec. 31, 2023 shares
Trading Arrangements, by Individual
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false
John Caine [Member]
Trading Arrangements, by Individual
Material Terms of Trading Arrangement		In August 2023, John Caine, our Chief Product and Digital Officer, entered into a prearranged stock trading plan. Mr. Caine's plan includes the potential sale of up to 8,600 shares of our common stock in February 2024. The shares of common stock that may be sold pursuant to Mr. Caine’s plan, are shares to be issued upon the vesting of restricted stock units and include shares that will be automatically sold to cover mandatory tax withholding obligations. Mr. Caine’s trading plan was entered into during an open trading window and is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act and our policies regarding insider transactions.
Name	John Caine
Title	Chief Product and Digital Officer,
Rule 10b5-1 Arrangement Adopted	true
Adoption Date	August 2023
Aggregate Available	8,600	8,600

Geographic Financial Information - Schedule of Long-lived Tangible Assets (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Revenues from External Customers and Long-Lived Assets [Line Items]
Total long-lived tangible assets	$ 64,300	$ 54,548
North America
Revenues from External Customers and Long-Lived Assets [Line Items]
Total long-lived tangible assets	46,531	42,266
Europe
Revenues from External Customers and Long-Lived Assets [Line Items]
Total long-lived tangible assets	17,695	12,079
Rest of the world
Revenues from External Customers and Long-Lived Assets [Line Items]
Total long-lived tangible assets	$ 74	$ 203
United States \| Long-Lived Tangible Assets \| Geographic Concentration Risk
Revenues from External Customers and Long-Lived Assets [Line Items]
Concentration risk percentage	68.00%	73.00%
Ireland \| Long-Lived Tangible Assets \| Geographic Concentration Risk
Revenues from External Customers and Long-Lived Assets [Line Items]
Concentration risk percentage	21.00%	17.00%

Debt (Details) - USD ($)		12 Months Ended
Debt (Details) - USD ($)	May 06, 2022	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Line of Credit Facility [Line Items]
Payment debt issuance costs		$ 0	$ 619,000	$ 0
Revolving Credit Facility \| Line of Credit
Line of Credit Facility [Line Items]
Line of credit, term	5 years
Maximum borrowing capacity	$ 100,000,000
Available additional revolving loan commitments	100,000,000
Payment debt issuance costs	$ 600,000
Outstanding debt obligations		30,000,000	50,000,000
Remaining borrowing capacity		67,000,000
Interest expense		$ 1,900,000	$ 1,300,000
Revolving Credit Facility \| Line of Credit \| Minimum
Line of Credit Facility [Line Items]
Commitment fee percentage	0.15%
Revolving Credit Facility \| Line of Credit \| Minimum \| Base Rate
Line of Credit Facility [Line Items]
Variable rate, basis spread	0.125%
Revolving Credit Facility \| Line of Credit \| Minimum \| Secured Overnight Financing Rate (SOFR)
Line of Credit Facility [Line Items]
Variable rate, basis spread	1.125%
Revolving Credit Facility \| Line of Credit \| Maximum
Line of Credit Facility [Line Items]
Commitment fee percentage	0.225%
Revolving Credit Facility \| Line of Credit \| Maximum \| Base Rate
Line of Credit Facility [Line Items]
Variable rate, basis spread	0.50%
Revolving Credit Facility \| Line of Credit \| Maximum \| Secured Overnight Financing Rate (SOFR)
Line of Credit Facility [Line Items]
Variable rate, basis spread	1.50%

Leasing

12 Months Ended

Dec. 31, 2023

Leases [Abstract]

Leasing

The Company’s leases relate primarily to office facilities that expire on various dates from 2024 through 2029, some of which include one or more options to renew. All of the Company’s leases are classified as operating leases. Operating lease costs, including insignificant costs related to short-term leases, were $6.4 million, $10.7 million and $10.2 million for the years ended December 31, 2023, 2022 and 2021, respectively.

The Company made cash payments for operating leases of $10.9 million, $9.4 million and $9.7 million for the years ended December 31, 2023, 2022 and 2021, respectively, which were included in cash flows from operating activities within the Consolidated Statements of Cash Flows. In addition, for the years ended December 31, 2023 and 2022, the Company recorded right-of-use assets of $1.9 million and $6.0 million, respectively, which were obtained in exchange for lease obligations. For the years ended December 31, 2023 and 2022, the Company’s operating leases have a weighted average remaining lease term of 4.8 years and 5.7 years, respectively, and a weighted average discount rate of 6.3%.

Balance sheet information for the Company’s leases as of December 31, 2023, is as follows:


	December 31,
(in thousands)	2023		2022

Right-of-use assets	$	15,395	$	17,593

Lease liabilities, current	$	9,076	$	8,910
Lease liabilities, non-current	29,404		35,611
Total lease liabilities	$	38,480	$	44,521

Lease Commitments

Future undiscounted lease payments for the Company’s operating lease liabilities and a reconciliation of these payments to its lease liabilities at December 31, 2023 are as follows (in thousands):


Reconciliation of future undiscounted lease payments to lease liabilities	Lease Commitments
Year ending December 31,

2024	10,240
2025	9,269
2026	7,299
2027	7,662
2028	7,843
Thereafter	2,615
Total undiscounted lease payments	44,928
Less: imputed interest	(6,448)
Total lease liabilities	$	38,480

The Company’s most significant lease is for its headquarters in New York City, which was entered into in March 2013 and was amended in January 2016 (“ESB Lease”). As amended, the ESB Lease will expire in 2029, and the undiscounted remaining future minimum lease payments are approximately $38.9 million. The Company is also party to a letter of credit as a security deposit for this leased facility, in the amount of $3.2 million.

Impairment of Lease and Related Assets

In the fourth quarter of 2022, the Company completed an analysis of leased-office usage and (i) ceased using certain of its office space, including two floors of its headquarters in New York City as well as (ii) abandoned certain other smaller office spaces. This triggered the recognition of an $18.7 million impairment charge, of which $15.9 million and $2.8 million relates to right-of-use assets and property and equipment, respectively.

The Company calculated the fair value of the right-of-use asset and property and equipment for the impacted office spaces based on estimated future discounted cash flows using significant unobservable inputs. These inputs include (i) the length of time necessary to market the office space and commence receiving sub-lease income, (ii) the anticipated amount of sub-lease income and tenant improvement allowances, and (iii) a discount rate incorporating risks associated with these projected cash flows. This fair value measurement is classified as Level 3 in the fair value hierarchy. The Company fully impaired the Right-of-use assets and Property and equipment associated with the abandoned smaller office spaces.

Equity-Based Compensation - Summary of RSUs Activity (Details) - Restricted Stock Units (RSUs)	12 Months Ended
	Dec. 31, 2023 $ / shares shares
Plan RSUs
Non-vested balance at the beginning of the period (in shares) \| shares	1,717,000
Units granted (in shares) \| shares	1,181,000
Units vested (in shares) \| shares	(630,000)
Units cancelled or forfeited (in shares) \| shares	(330,000)
Non-vested balance at the end of the period (in shares) \| shares	1,938,000
Non-vested and deferred balance (in shares) \| shares	1,997,000
Weighted Average Fair Value
Non-vested balance at the beginning of the period (in dollars per share) \| $ / shares	$ 70.17
Units granted (in dollars per share) \| $ / shares	65.92
Units vested (in dollars per share) \| $ / shares	65.92
Units cancelled or forfeited (in dollars per share) \| $ / shares	75.65
Non-vested balance at the end of the period (in dollars per share) \| $ / shares	68.03
Non-vested and deferred balance (in dollars per share) \| $ / shares	$ 67.49

Stockholders' Equity	12 Months Ended
Stockholders' Equity	Dec. 31, 2023
Equity [Abstract]
Stockholders' Equity	Stockholders’ Equity Common Stock The holders of common stock are entitled to one vote for each share held of record on all matters submitted to a vote of the stockholders. Subject to preferences that may be applicable to any outstanding preferred stock, holders of common stock are entitled to receive ratably such dividends as may be declared by the Board of Directors out of funds legally available for that purpose. In the event of liquidation, dissolution or winding up of the Company, the holders of common stock are entitled to share ratably in all assets remaining after payment of liabilities, subject to the prior distribution rights of any outstanding preferred stock. The common stock has no preemptive or conversion rights or other subscription rights. The outstanding shares of common stock are fully paid and non-assessable. Under the amended and restated certificate of incorporation, which became effective upon completion of the IPO, the Company’s certificate of incorporation authorized 200,000,000 shares of $0.01 per share par value common stock. Preferred Stock Under the amended and restated certificate of incorporation, which became effective upon completion of the IPO, the Company’s Board of Directors has the authority, without further action by the stockholders, to issue up to 5,000,000 shares of preferred stock, $0.01 par value, in one or more series. The Board of Directors also has the authority to designate the rights, preferences, privileges and restrictions of each such series, including dividend rights, dividend rates, conversion rights, voting rights, terms of redemption, redemption prices, liquidation preferences and the number of shares constituting any series. The issuance of preferred stock may have the effect of delaying, deferring or preventing a change in control of Shutterstock without further action by the stockholders. The issuance of preferred stock with voting and conversion rights may also adversely affect the voting power of the holders of common stock. In certain circumstances, an issuance of preferred stock could have the effect of decreasing the market price of the common stock. As of December 31, 2023, the Company has not issued and has no plans to issue any shares of preferred stock. Treasury Stock In October 2015, the Company’s Board of Directors approved a share repurchase program, authorizing the Company to repurchase up to $100 million of its common stock and in February 2017, the Company’s Board of Directors approved an increase to the share repurchase program (collectively, the “2015 and 2017 Share Repurchase Programs”), authorizing the Company to repurchase up to an additional $100 million of its outstanding common stock. As of December 31, 2022, the Company had fully utilized its authorization for repurchases under the 2015 and 2017 Share Repurchase Programs. In June 2023, the Company’s Board of Directors approved a share repurchase program (the “2023 Share Repurchase Program”), providing authorization to repurchase up to $100 million of its common stock. During 2023 and 2022, the Company repurchased approximately 634,500 and 983,700 shares of its common stock, respectively, at an average per share cost of $44.45 and $74.02, respectively. As of December 31, 2023, the Company had $72 million of remaining authorization for purchases under the 2023 Share Repurchase Program. The Company expects to fund repurchases through a combination of cash on hand, cash generated by operations and future financing transactions, if appropriate. Accordingly, the share repurchase program is subject to the Company having available cash to fund repurchases. Under the share repurchase program, management is authorized to purchase shares of the Company’s common stock from time to time through open market purchases or privately negotiated transactions at prevailing prices as permitted by securities laws and other legal requirements, and subject to market conditions and other factors As of December 31, 2023, in total the Company has repurchased approximately 4.4 million shares of its common stock under the 2015 and 2017 Share Repurchase Programs and the 2023 Share Repurchase Program at an average per-share cost of $51.74. Dividends On February 11, 2020, the Board of Directors approved the initiation of a quarterly cash dividend. The Company declared and paid cash dividends totaling $1.08 and $0.96 per share of common stock, or $38.7 million and $34.6 million, during the years ended December 31, 2023 and 2022, respectively. On January 29, 2024, the Company’s Board of Directors declared a quarterly cash dividend of $0.30 per share of outstanding common stock payable on March 14, 2024 to stockholders of record at the close of business on February 29, 2024. Future declaration of dividends are subject to the final determination of the Board of Directors, and will depend on, among other things, the Company’s future financial condition, results of operations, capital requirements, capital expenditure requirements, contractual restrictions, anticipated cash needs, business prospects, provisions of applicable law and other factors the Board of Directors may deem relevant.

- Definition

The entire disclosure for equity.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Commitments and Contingencies - Narrative (Details) - Customer Indemnifications	Dec. 31, 2023 USD ($)
Loss Contingencies [Line Items]
Maximum indemnification liability per customer	$ 10,000
Liabilities related to indemnification	$ 0

Commitments and Contingencies (Tables)

12 Months Ended

Dec. 31, 2023

Commitments and Contingencies Disclosure [Abstract]

Schedule of Other Non-Lease Obligations


Year Ending December 31,	Other Obligations
2024	$	45,400
2025	31,600
2026	4,500
2027	200
2028	200
Thereafter	—
Total non-lease unconditional obligations	$	81,900

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Statement of Comprehensive Income [Abstract]
Net income	$ 110,269	$ 76,103	$ 91,883
Foreign currency translation gain / (loss)	3,465	(4,651)	(3,107)
Other comprehensive income / (loss)	3,465	(4,651)	(3,107)
Comprehensive income	$ 113,734	$ 71,452	$ 88,776

- Definition

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

+ References

+ Details

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Income Statement [Abstract]
Revenue	$ 874,587	$ 827,826	$ 773,415
Operating expenses:
Cost of revenue	352,630	314,306	277,659
Sales and marketing	214,749	203,154	204,878
Product development	96,162	65,434	52,014
General and administrative	142,646	132,644	130,758
Impairment of lease and related assets	0	18,664	0
Total operating expenses	806,187	734,202	665,309
Income from operations	68,400	93,624	108,106
Bargain purchase gain	50,261	0	0
Interest income / (expense) and other	3,807	(2,587)	(3,370)
Income before income taxes	122,468	91,037	104,736
Provision for income taxes	12,199	14,934	12,853
Net income	$ 110,269	$ 76,103	$ 91,883
Earnings per share:
Basic (in dollars per share)	$ 3.07	$ 2.11	$ 2.52
Diluted (in dollars per share)	$ 3.04	$ 2.08	$ 2.46
Weighted average shares outstanding:
Basic (in shares)	35,878	36,042	36,509
Diluted (in shares)	36,242	36,546	37,324

Summary of Operations and Significant Accounting Policies - Foreign Currency (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Accounting Policies [Abstract]
Foreign currency transactional gains (losses)	$ 0.7	$ (3.1)	$ (3.2)

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Current assets:
Cash and cash equivalents	$ 100,490	$ 115,154
Accounts receivable, net of allowance of $6,335 and $5,830	91,139	67,249
Prepaid expenses and other current assets	100,944	33,268
Total current assets	292,573	215,671
Property and equipment, net	64,300	54,548
Right-of-use assets	15,395	17,593
Intangible assets, net	184,396	173,087
Goodwill	383,325	381,920
Deferred tax assets, net	24,874	16,533
Other assets	71,152	21,832
Total assets	1,036,015	881,184
Current liabilities:
Accounts payable	9,108	7,183
Accrued expenses	131,443	89,387
Contributor royalties payable	54,859	38,649
Deferred revenue	203,463	187,070
Debt	30,000	50,000
Other current liabilities	23,513	11,445
Total current liabilities	452,386	383,734
Deferred tax liability, net	4,182	4,465
Lease liabilities	29,404	35,611
Other non-current liabilities	22,949	9,892
Total liabilities	508,921	433,702
Commitments and contingencies (Note 16)
Stockholders’ equity:
Common stock, $0.01 par value; 200,000 shares authorized; 39,981 and 39,605 shares issued and 35,571 and 35,829 shares outstanding as of December 31, 2023 and December 31, 2022, respectively	399	396
Treasury stock, at cost; 4,410 and 3,776 shares as of December 31, 2023 and December 31, 2022, respectively	(228,213)	(200,008)
Additional paid-in capital	424,229	391,482
Accumulated other comprehensive loss	(11,974)	(15,439)
Retained earnings	342,653	271,051
Total stockholders’ equity	527,094	447,482
Total liabilities and stockholders’ equity	$ 1,036,015	$ 881,184

Goodwill and Intangible Assets

12 Months Ended

Dec. 31, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Intangible Assets

Goodwill

The following table summarizes the changes in the Company’s goodwill balance for the year ended December 31, 2023 (in thousands):


	Goodwill


Balance as of December 31, 2022	$	381,920
Goodwill related to acquisitions	—
Foreign currency translation adjustment	1,405

Balance as of December 31, 2023	$	383,325

The Company’s goodwill balance was allocated to a single reporting unit. The Company performed its annual goodwill assessment as of October 1, 2023 and concluded that the fair value of its reporting unit was greater than its carrying amount, and therefore, no adjustment to the carrying value of goodwill was necessary. The Company utilized a qualitative assessment of its content business reporting unit to determine whether a quantitative assessment was necessary and determined there were no indicators of potential impairment.

There were no impairments of goodwill in any of the periods presented in the consolidated financial statements.

Intangible Assets

Intangible assets, all of which are subject to amortization, consist of the following as of December 31, 2023 and 2022 (in thousands):


	As of December 31, 2023							As of December 31, 2022
	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Weighted Average Life (Years)	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Customer relationships	$	90,350	$	(26,982)	$	63,368	12	$	88,996	$	(19,168)	$	69,828
Trade name	37,937		(9,272)		28,665		12	16,588		(7,209)		9,379
Developed technology	115,914		(61,376)		54,538		5	94,872		(35,288)		59,584
Contributor content	65,628		(27,897)		37,731		8	54,284		(20,098)		34,186
Patents	259		(165)		94		18	259		(149)		110

Total	$	310,088	$	(125,692)	$	184,396		$	254,999	$	(81,912)	$	173,087

Amortization expense related to the intangible assets was $42.0 million, $34.5 million and $17.1 million for the years ended December 31, 2023, 2022 and 2021, respectively. Of these amounts, $38.7 million, $32.1 million and $13.1 million are included in cost of revenue for the years ended December 31, 2023, 2022 and 2021, respectively, and $3.3 million, $2.4 million and $4.0 million are included in general and administrative expense for the years ended December 31, 2023, 2022 and 2021, respectively.

The Company determined that there was no indication of impairment for the intangible assets for all periods presented. Estimated amortization expense for the next five years is: $37.9 million in 2024, $27.4 million in 2025, $25.1 million in 2026, $18.8 million in 2027, $16.1 million in 2028 and $59.1 million thereafter.

Net Income Per Share

12 Months Ended

Dec. 31, 2023

Earnings Per Share [Abstract]

Net Income Per Share

Basic net income per share is computed using the weighted average number of common shares outstanding for the period, excluding unvested RSUs and stock options. Diluted net income per share is based upon the weighted average common shares outstanding for the period plus dilutive potential common shares, including unvested RSUs and stock options using the treasury stock method.

The following table sets forth the computation of basic and diluted net income per share for fiscal years 2023, 2022 and 2021 (in thousands):


	Year Ended December 31,
	2023		2022		2021
Net income	$	110,269	$	76,103	$	91,883
Shares used to compute basic net income per share	35,878		36,042		36,509
Dilutive potential common shares:
Stock options and employee stock purchase plan shares	100		155		247
Unvested restricted stock awards	264		349		568
Shares used to compute diluted net income per share	36,242		36,546		37,324
Basic net income per share	$	3.07	$	2.11	$	2.52
Diluted net income per share	$	3.04	$	2.08	$	2.46

Potentially dilutive shares included in the calculation	1,034		1,127		1,336
Anti-dilutive shares excluded from the calculation	944		464		6

Accrued Expenses - Narrative (Details) $ in Millions	12 Months Ended
Accrued Expenses - Narrative (Details) $ in Millions	Dec. 31, 2023 USD ($)
Restructuring Cost and Reserve [Line Items]
Severance costs	$ 12.5
Accrued severance costs	7.7
Cost of Revenue
Restructuring Cost and Reserve [Line Items]
Severance costs	0.3
Sales and marketing
Restructuring Cost and Reserve [Line Items]
Severance costs	4.2
Product development
Restructuring Cost and Reserve [Line Items]
Severance costs	3.6
General and administrative
Restructuring Cost and Reserve [Line Items]
Severance costs	$ 4.4

- Definition

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

+ References + Details

Cover Page - USD ($)	12 Months Ended
Cover Page - USD ($)	Dec. 31, 2023	Feb. 21, 2024	Jun. 30, 2023
Cover [Abstract]
Document Type	10-K
Document Annual Report	true
Document Period End Date	Dec. 31, 2023
Current Fiscal Year End Date	--12-31
Document Transition Report	false
Entity File Number	001-35669
Entity Registrant Name	Shutterstock, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	80-0812659
Entity Address, Address Line One	350 Fifth Avenue, 20th Floor
Entity Address, City or Town	New York
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10118
City Area Code	646
Local Phone Number	710-3417
Title of 12(b) Security	Common Stock, $0.01 par value per share
Trading Symbol	SSTK
Security Exchange Name	NYSE
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
ICFR Auditor Attestation Flag	true
Document Financial Statement Error Correction [Flag]	false
Entity Shell Company	false
Entity Public Float			$ 1,203,063,393
Entity Common Stock, Shares Outstanding		35,544,416
Documents Incorporated by Reference	The information required by Part III of this Annual Report on Form 10-K, to the extent not set forth herein, is incorporated herein by reference from the registrant’s definitive proxy statement relating to the Annual Meeting of Stockholders to be held in 2024, which definitive proxy statement shall be filed with the Securities and Exchange Commission within 120 days after the end of the fiscal year to which this Annual Report on Form 10-K relates. Except as expressly incorporated by reference, the registrant’s proxy statement shall not be deemed to be part of this report.
Entity Central Index Key	0001549346
Amendment Flag	false
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	FY

Goodwill and Intangible Assets - Changes in Goodwill (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2023 USD ($)
Changes in goodwill
Beginning Balance	$ 381,920
Goodwill related to acquisitions	0
Foreign currency translation adjustment	1,405
Ending Balance	$ 383,325

- Definition

Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.

+ References + Details

Stockholders' Equity (Details)		12 Months Ended
Stockholders' Equity (Details)	Jan. 29, 2024 $ / shares	Dec. 31, 2023 USD ($) Vote $ / shares shares	Dec. 31, 2022 USD ($) $ / shares shares	Jun. 30, 2023 USD ($)	Feb. 28, 2017 USD ($)	Oct. 31, 2015 USD ($)
Common Stock
Number of votes for each share \| Vote		1
Common stock, shares authorized (in shares) \| shares		200,000,000	200,000,000
Common stock, par value (in dollars per share) \| $ / shares		$ 0.01	$ 0.01
Preferred Stock
Preferred stock, authorized shares (in shares) \| shares		5,000,000
Preferred stock, par value (in dollars per share) \| $ / shares		$ 0.01
Preferred stock, shares issued (in shares) \| shares		0
Treasury Stock
Number of shares acquired (in shares) \| shares		4,410,000	3,776,000
Remaining authorization for purchases under the share repurchase program \| $		$ 72,000,000
Dividends
Cash dividend (in dollars per share) \| $ / shares		$ 1.08	$ 0.96
Cash dividend paid \| $		$ 38,700,000	$ 34,600,000
Subsequent Event
Dividends
Cash dividend declared (in dollars per share) \| $ / shares	$ 0.30
Common Stock
Treasury Stock
Authorized repurchase amount \| $				$ 100,000,000	$ 100,000,000	$ 100,000,000
Number of shares acquired (in shares) \| shares		4,400,000
Average per-share cost (in dollars per share) \| $ / shares		$ 44.45	$ 74.02
Repurchase of treasury shares (in shares) \| shares		634,500	983,700
Common Stock \| October 2015 Share Repurchase Program
Treasury Stock
Average per-share cost (in dollars per share) \| $ / shares		$ 51.74

Summary of Operations and Significant Accounting Policies - Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Accounting Policies [Abstract]
Cash and cash equivalents	$ 100,490	$ 115,154

Income Taxes - Consolidated Provision for Income Taxes (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Current provision:
Federal	$ 24,015	$ 16,891	$ 7,834
State and local	5,392	3,362	2,694
Foreign	8,967	5,268	4,096
Deferred provision (benefit):
Federal	(24,880)	(9,286)	(1,715)
State and local	(1,047)	(1,107)	(137)
Foreign	(248)	(194)	81
Provision for income taxes	$ 12,199	$ 14,934	$ 12,853

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References + Details

Leasing - Balance Sheet Information (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Leases [Abstract]
Right-of-use assets	$ 15,395	$ 17,593
Lease liabilities, current	9,076	8,910
Lease liabilities, non-current	29,404	35,611
Total lease liabilities	$ 38,480	$ 44,521
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List]	Other current liabilities	Other current liabilities
Operating Lease, Liability, Statement of Financial Position [Extensible Enumeration]	Liabilities	Liabilities

Acquisitions (Tables)

12 Months Ended

Dec. 31, 2023

Business Combination and Asset Acquisition [Abstract]

Schedule of Business Acquisitions by Acquisition, Contingent Consideration

The Giphy purchase price was calculated as follows:


	Purchase Price
Purchase price	$	53,000
Cash acquired and other working capital adjustments	4,750
Cash paid on closing	$	57,750

Fair value of Giphy Retention Compensation contingent consideration1	(98,723)
Fair value of consideration attributable to pre-combination service2	34,972

Net purchase price	$	(6,001)

2 - Relates to the cash value of replaced unvested Meta equity awards attributable to pre-combination services.

Schedule of Aggregate Purchase Price Allocation to Assets Acquired and Liabilities Assumed

The aggregate purchase price for this acquisition has been allocated to the assets acquired and liabilities assumed as follows (in thousands):


Assets acquired and liabilities assumed:	Giphy
Cash and cash equivalents	$	4,030

Prepaid expenses and other current assets	1,416

Right of use assets	1,243
Intangible assets:

Trade name	21,000
Developed technology2	19,500

Intangible assets	40,500

Deferred tax asset1	1,463
Other assets	1,647
Total assets acquired	$	50,299

Accounts payable, accrued expenses and other liabilities	(4,949)



Lease liability	(1,090)
Total liabilities assumed	(6,039)
Net assets acquired	$	44,260
Net purchase price	(6,001)
Bargain purchase gain	$	50,261

The aggregate purchase price for these acquisitions has been allocated to the assets acquired and liabilities assumed as follows (in thousands):


Assets acquired and liabilities assumed (in thousands):	Pond5		Splash News		Total
Cash and cash equivalents	$	11,675	$	180	$	11,855
Accounts receivable	1,273		500		$	1,773
Other assets	1,102		525		1,627

Right of use asset	1,674		—		1,674
Intangible assets:
Customer relationships	34,900		—		34,900
Trade name	5,300		—		5,300
Developed technology	27,600		1,263		28,863

Intangible assets	67,800		1,263		69,063
Goodwill	158,957		5,565		164,522

Total assets acquired	$	242,481	$	8,033	$	250,514

Accounts payable, accrued expenses and other liabilities	(9,304)		(1,528)		(10,832)
Contributor royalties payable	(3,039)				(3,039)

Deferred revenue	(3,705)		—		(3,705)
Deferred tax liability	(6,381)		(189)		(6,570)
Lease liability	(2,038)		—		(2,038)
Total liabilities assumed	(24,467)		(1,717)		(26,184)
Net assets acquired	$	218,014	$	6,316	$	224,330

The aggregate purchase price for these acquisitions have been allocated to the assets acquired and liabilities assumed as follows (in thousands):


Assets acquired and liabilities assumed (in thousands):	PicMonkey		TurboSquid		Total
Cash and cash equivalents	$	—	$	5,165	$	5,165

Other assets	502		1,553		2,055
Property and equipment	—		472		472
Right of use asset	1,420		—		1,420
Intangible assets:
Customer relationships	28,800		9,000		37,800
Trade name	3,000		2,200		5,200
Developed technology	12,900		7,800		20,700
Contributor content	—		2,500		2,500
Intangible assets	44,700		21,500		66,200
Goodwill	71,607		59,491		131,098
Deferred tax asset	2,456		—		2,456
Total assets acquired	$	120,685	$	88,181	$	208,866

Accounts payable, accrued expenses and other liabilities	(780)		(4,685)		(5,465)
Contributor royalties payable	—		(2,243)		(2,243)

Deferred revenue	(8,557)		—		(8,557)
Deferred tax liability	(533)		(3,923)		(4,456)
Lease liability	(1,420)		—		(1,420)
Total liabilities assumed	(11,290)		(10,851)		(22,141)
Net assets acquired	$	109,395	$	77,330	$	186,725

Business Acquisition, Pro Forma Information

These pro forma results have been prepared for comparative purposes only and are based on estimates and assumptions that have been made solely for purposes of developing such pro forma information and are not necessarily indicative of what the Company’s operating results would have been, had the acquisitions actually taken place at the beginning of the previous annual period.


	Year Ended December 31,
		2023		2022
Revenue
As Reported		$	874,587	$	827,826
Pro Forma		884,587		868,976
Income before income taxes
As Reported		$	122,468	$	91,037
Pro Forma		66,723		69,896

Geographic Financial Information (Tables)

12 Months Ended

Dec. 31, 2023

Segment Reporting [Abstract]

Schedule of Geographic Revenue

The following represents the Company’s geographic revenue based on customer location (in thousands):


	Year Ended December 31,
	2023		2022		2021
North America	$	427,746	$	353,197	$	290,979
Europe	231,048		243,025		253,479
Rest of the world	215,793		231,604		228,957
Total revenue	$	874,587	$	827,826	$	773,415

Schedule of Long-lived Tangible Assets

The Company’s long-lived tangible assets were located as follows (in thousands):


	December 31,
	2023		2022
North America	$	46,531	$	42,266
Europe	17,695		12,079
Rest of the world	74		203
Total long-lived tangible assets	$	64,300	$	54,548

Summary of Operations and Significant Accounting Policies - Property and Equipment (Details)	Dec. 31, 2023
Equipment
Property and Equipment
Useful lives	3 years
Furniture and fixtures
Property and Equipment
Useful lives	7 years
Software
Property and Equipment
Useful lives	3 years

Revenue (Tables)

12 Months Ended

Dec. 31, 2023

Revenue from Contract with Customer [Abstract]

Disaggregation of Revenue

The Company’s Content and Data, Distribution, and Services revenues for the years ended December 31, 2023, 2022 and 2021 are as follows (in thousands):


	Year Ended December 31,
	2023		2022		2021
Content	$	737,264	$	789,306	$	757,470
Data, Distribution, and Services	137,323		38,520		15,945

Total Revenues	$	874,587	$	827,826	$	773,415

The Company’s revenues using the historical E-Commerce and Enterprise disaggregation for the years ended December 31, 2023, 2022 and 2021 are as follows (in thousands):


	Year Ended December 31,
	2023		2022		2021
E-commerce	$	439,941	$	501,384	$	490,212
Enterprise	434,646		326,442		283,203

Total Revenues	$	874,587	$	827,826	$	773,415

Summary of Operations and Significant Accounting Policies - Impairment of Long-Lived Assets (Details) - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2021
Accounting Policies [Abstract]
Impairment of lease and related assets	$ 0	$ 0

Acquisitions - Business Acquisition, Pro Forma Information (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Revenue
As Reported	$ 874,587	$ 827,826	$ 773,415
Income before income taxes
As Reported	122,468	91,037	$ 104,736
TurboSquid, Inc.
Revenue
As Reported	874,587	827,826
Pro Forma	884,587	868,976
Income before income taxes
As Reported	122,468	91,037
Pro Forma	$ 66,723	$ 69,896

- Definition

Amount of income (loss) from continuing operations, including income (loss) from equity method investments, before deduction of income tax expense (benefit), and income (loss) attributable to noncontrolling interest.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 944
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04(11))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483586/944-220-S99-1

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-22

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Name Accounting Standards Codification
-Section 50
-Paragraph 30
-Subparagraph (b)
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-URI https://asc.fasb.org//1943274/2147482810/280-10-50-30

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-Section 50
-Paragraph 32
-Subparagraph (f)
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-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 5: http://www.xbrl.org/2003/role/exampleRef
-Topic 280
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-Name Accounting Standards Codification
-Section 50
-Paragraph 31
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-31

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-Paragraph 32
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 942
-SubTopic 235
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-05(b)(2))
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-URI https://asc.fasb.org//1943274/2147479557/942-235-S99-1

Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef
-Name Accounting Standards Codification
-Section 25
-Paragraph 1
-SubTopic 20
-Topic 940
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481913/940-20-25-1

Reference 9: http://fasb.org/us-gaap/role/ref/legacyRef
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-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03(10))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483621/220-10-S99-2

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 942
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-04(15))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483589/942-220-S99-1

Revenue

12 Months Ended

Dec. 31, 2023

Revenue from Contract with Customer [Abstract]

Revenue

In the fourth quarter of 2023, management reevaluated and changed its revenue disaggregation from a sales channel categorization to a product offering categorization of Content and Data, Distribution, and Services. This new categorization is aligned with how the Company measures revenue performance. Management believes this new classification better represents the nature, amount, and timing of revenue from customer contracts, and aligned with the growth of its Data, Distribution, and Services offering.

Content: The majority of the Company’s customers license image, video, music and 3D content for commercial purposes either directly through the Company’s self-service web properties or through the Company’s dedicated sales teams. Content customers have the flexibility to purchase subscription-based plans that are paid on a monthly or annual basis. Customers are also able to license content on a transactional basis. These customers generally license content under the Company’s standard or enhanced licenses, with additional licensing options available to meet customers’ individual needs. Certain content customers also have unique content, licensing and workflow needs. These customers communication with dedicated sales professionals, service and research teams which provide a number of tailored enhancements to their creative workflows including non-standard licensing rights, multi-seat access, ability to pay on credit terms, multi-brand licensing packages, increased indemnification protection and content licensed for use-cases outside of those available on the e-commerce platform.

Data, Distribution, and Services: Revenues from this offering grew significantly during 2023, and represents 16% of the full year 2023 revenue. Our Data, Distribution, and Services offerings address customer demand for products and services that are beyond our stock image, footage music and 3D model licenses. We have seen increased demand for access to our metadata for machine learning and generative artificial intelligence model training. We offer ethically sourced and licenseable metadata

at unique scales and quality. Our metadata customer base ranges from large technology and media companies to smaller start-up organizations.

In 2023, we completed our acquisition of Giphy, Inc. (“Giphy”). Giphy is a content platform that allows used to personalize casual conversations with GIFs, and generates billions of monthly impressions through over 14,000 API partners. We believe customers in all industries will look to use Giphy in marketing campaigns as another advertising outlet.

Our Data, Distribution, and Services offering also includes high-quality production and custom content at scale provided by Shutterstock Studios (“Studios”). Studios is a cost-effective solution for brands and agencies looking to meet their content needs and create fresh dynamic digital assets. Customers can bring an idea, and our Studios team will provide a 360-degree content creation solution. We offer a whole spectrum of services at pre-production, production and post-production stages.

The Company’s Content and Data, Distribution, and Services revenues for the years ended December 31, 2023, 2022 and 2021 are as follows (in thousands):


	Year Ended December 31,
	2023		2022		2021
Content	$	737,264	$	789,306	$	757,470
Data, Distribution, and Services	137,323		38,520		15,945

Total Revenues	$	874,587	$	827,826	$	773,415

Historically, the Company analyzed revenue using the E-Commerce and Enterprise sales channels. E-Commerce revenues are derived from customers who license content directly through the Company’s self-service web properties. The Enterprise revenues are derived from customers with unique content, licensing and workflow needs and engage with the Company’s sales team. The Company’s revenues using the historical E-Commerce and Enterprise disaggregation for the years ended December 31, 2023, 2022 and 2021 are as follows (in thousands):


	Year Ended December 31,
	2023		2022		2021
E-commerce	$	439,941	$	501,384	$	490,212
Enterprise	434,646		326,442		283,203

Total Revenues	$	874,587	$	827,826	$	773,415

Deferred revenue reported on the balance sheet represents unfulfilled performance obligations for which the Company has either received payment or has outstanding receivables. The December 31, 2023 deferred revenue balance will be earned as content is downloaded or upon the expiration of subscription-based products, and nearly all is expected to be earned within the next twelve months. $182.2 million of total revenue recognized for the year ended December 31, 2023 was reflected in deferred revenue as of December 31, 2022. In addition, as of December 31, 2023, the Company has approximately $59.6 million of contracted but unsatisfied performance obligations relating primarily to our data offering, which are not included as a component of deferred revenue and that the Company expects to recognize over a five year period.

- Definition

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

+ References

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

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

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

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

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (d)
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-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-13

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Name Accounting Standards Codification
-Topic 606
-Publisher FASB
-URI https://asc.fasb.org//606/tableOfContent

+ Details

Property and Equipment (Tables)

12 Months Ended

Dec. 31, 2023

Property, Plant and Equipment [Abstract]

Summary of Property and Equipment

Generally, the useful lives are as follows:


Equipment			3 years
Furniture and fixtures			7 years
Software			3 years
Leasehold improvements			Shorter of expected useful life or lease term

Property and equipment is summarized as follows (in thousands):


	December 31,
	2023		2022
Computer equipment and software	$	308,473	$	261,067
Furniture and fixtures	10,829		10,328
Leasehold improvements	19,153		18,635
Property and equipment	338,455		290,030
Less: accumulated depreciation	(274,155)		(235,482)
Property and equipment, net	$	64,300	$	54,548

Acquisitions - Narrative (Details) - USD ($) $ in Thousands						1 Months Ended	12 Months Ended
Acquisitions - Narrative (Details) - USD ($) $ in Thousands	Jun. 23, 2023	May 28, 2022	May 11, 2022	Sep. 03, 2021	Feb. 01, 2021	Jul. 31, 2021	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Business Acquisition [Line Items]
Net cash to acquire business							$ 53,721	$ 211,843	$ 181,609
Revenue							874,587	827,826	773,415
Bargain purchase gain							$ 50,261	0	0
Pattern89, Inc., Datasine Limited And Assets Of Shotzr, Inc.
Business Acquisition [Line Items]
Aggregate cash consideration						$ 35,000
Purchase consideration subject to contractual holdback						$ 3,400
Useful life						3 years
Customer relationships
Business Acquisition [Line Items]
Useful life							12 years
Developed technology
Business Acquisition [Line Items]
Useful life							5 years
Developed technology \| Pattern89, Inc., Datasine Limited And Assets Of Shotzr, Inc.
Business Acquisition [Line Items]
Intangible assets acquired						$ 41,000
Trade name
Business Acquisition [Line Items]
Useful life							12 years
Giphy, Inc.
Business Acquisition [Line Items]
Net cash to acquire business	$ 53,000
Nonrecurring benefits receivable	$ 123,500
Period of services provided	2 years
Revenue to be recognized	$ 30,000
Revenue							$ 10,500
Bargain purchase gain	50,261
Professional fees	3,000
Contingent consideration, asset							88,200
Contingent consideration, asset, current							64,500
Contingent consideration, asset, noncurrent							23,700
Purchase price	6,001
Cash payment	57,750
Giphy, Inc. \| Mandated Payments Consideration - Recurring
Business Acquisition [Line Items]
Nonrecurring benefits receivable	35,600
Giphy, Inc. \| Mandated Payments Consideration - Nonrecurring
Business Acquisition [Line Items]
Nonrecurring benefits receivable	$ 87,900
Giphy, Inc. \| Developed technology
Business Acquisition [Line Items]
Estimated useful life	7 years
Giphy, Inc. \| Trade name
Business Acquisition [Line Items]
Estimated useful life	15 years
Pond5, Inc. and Splash News
Business Acquisition [Line Items]
Revenue of acquiree								36,700
Pond5, Inc.
Business Acquisition [Line Items]
Professional fees			$ 4,000
Purchase price			218,000
Debt incurred to pay for acquisition			$ 50,000
Pond5, Inc. \| Customer relationships
Business Acquisition [Line Items]
Estimated useful life			14 years 2 months 12 days
Pond5, Inc. \| Developed technology
Business Acquisition [Line Items]
Estimated useful life			5 years
Pond5, Inc. \| Trade name
Business Acquisition [Line Items]
Estimated useful life			10 years
Splash News
Business Acquisition [Line Items]
Professional fees		$ 300
Cash payment		$ 6,300
Splash News \| Developed technology
Business Acquisition [Line Items]
Estimated useful life		4 years
PicMonkey
Business Acquisition [Line Items]
Professional fees				$ 2,000
Purchase price				$ 109,400
Revenue of acquiree									8,900
PicMonkey \| Customer relationships
Business Acquisition [Line Items]
Estimated useful life				12 years
PicMonkey \| Developed technology
Business Acquisition [Line Items]
Estimated useful life				5 years
PicMonkey \| Trade name
Business Acquisition [Line Items]
Estimated useful life				10 years
TurboSquid, Inc.
Business Acquisition [Line Items]
Revenue							$ 874,587	$ 827,826
Professional fees					$ 1,600
Purchase price					$ 77,300
Revenue of acquiree									$ 25,900
TurboSquid, Inc. \| Customer relationships
Business Acquisition [Line Items]
Estimated useful life					12 years
TurboSquid, Inc. \| Developed technology
Business Acquisition [Line Items]
Estimated useful life					4 years 8 months 12 days
TurboSquid, Inc. \| Trade name
Business Acquisition [Line Items]
Estimated useful life					10 years
TurboSquid, Inc. \| Contributor Content
Business Acquisition [Line Items]
Estimated useful life					4 years

Income Taxes - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Deferred tax assets:
Non-cash equity-based compensation	$ 15,922	$ 14,947
Intangible amortization	101	81
Accruals and reserves	6,881	6,526
Lease liabilities	8,410	10,069
Net operating losses	17,691	8,978
Other	1,850	1,648
Gross deferred tax assets	50,855	42,249
Valuation allowance	(6,841)	(4,622)
Net deferred tax assets	44,014	37,627
Deferred tax liabilities:
Right-of-use assets	(2,806)	(3,867)
Depreciation and amortization	(11,605)	(21,692)
Contingent consideration	8,911	0
Net deferred tax assets	$ 20,692	$ 12,068

Accrued Expenses

12 Months Ended

Dec. 31, 2023

Payables and Accruals [Abstract]

Accrued Expenses

Accrued expenses consisted of the following (in thousands):


	December 31,
	2023		2022
Compensation	$	75,752	$	40,314
Non-income taxes	23,702		24,390


Website hosting and marketing fees	11,804		6,608


Other expenses	20,185		18,075
Total accrued expenses	$	131,443	$	89,387

As of December 31, 2023, compensation-related accrued expenses included amounts due to Giphy employees for compensation earned pre-acquisition and severance costs associated with workforce optimizations. For the year ended December 31, 2023, the Company recognized $12.5 million of severance costs associated with workforce optimizations, of which $0.3 million is reported in Cost of Revenues, $4.2 million in Sales and Marketing, $3.6 million in Product Development, and $4.4 million in General and Administrative expenses for the year ended December 31, 2023 . Of this amount, approximately $7.7 million is included within accrued expenses as of December 31, 2023 and is expected to be paid to employees over the next 12 months.

Equity-Based Compensation - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands					12 Months Ended
	Jan. 01, 2022	Jan. 01, 2021	Apr. 24, 2014	Oct. 10, 2012	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2019	Dec. 31, 2018	Jun. 02, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Intrinsic value of total stock options exercised					$ 33	$ 1,100	$ 3,000
Employee Stock Option \| Chief Executive Officer
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Options granted (in shares)			500,000						527,000
Options granted (in dollars per share)			$ 80.94						$ 76.73
Closing price of the common stock (in dollars per share)			$ 161.88
Consideration period for awards granted			90 days
Service period for amortization of awards			6 years
Total fair value of the grant			$ 21,600
Restricted Stock Units (RSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Units granted (in shares)					1,181,000
Unrecognized compensation charge					$ 78,300
Restricted Stock Units (RSUs) \| Chief Executive Officer
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Closing price of the common stock (in dollars per share)			$ 161.88
Consideration period for awards granted			90 days
Service period for amortization of awards			6 years
Total fair value of the grant			$ 5,800
Units granted (in shares)			100,000					105,000
2012 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Maximum number of shares/notional units available for issuance (in shares)				6,750,000						4,000,000
Annual increase in shares available for issuance (in shares)				1,500,000
Annual increase in the shares available for issuance as a percentage of common stock outstanding as of the last day of immediately preceding fiscal year				3.00%
2012 Plan \| Employee Stock Option
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Automatic increase (in shares)	1,093,000	1,087,000

Subsequent Events	12 Months Ended
Subsequent Events	Dec. 31, 2023
Subsequent Events [Abstract]
Subsequent Events	Subsequent Events On February 1, 2024, the Company completed its acquisition of Backgrid USA, Inc. and Backgrid London LTD (collectively, “Backgrid”) for approximately $20 million, subject to customary working capital adjustments. The purchase price was paid with existing cash on hand. Backgrid supplies media organization with real-time celebrity content, and expands the Company’s offering of editorial images and footage across celebrity, red carpet and live-events.

Acquisitions - Schedule of Aggregate Purchase Price Allocation to Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands					3 Months Ended		12 Months Ended
	Jun. 23, 2023	May 11, 2022	Sep. 03, 2021	Feb. 01, 2021	Dec. 31, 2023	Sep. 30, 2023	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	May 28, 2022
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract]
Goodwill					$ 383,325		$ 383,325	$ 381,920
Bargain purchase gain							50,261	$ 0	$ 0
Giphy, Inc.
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract]
Cash and cash equivalents	$ 4,030
Prepaid expenses and other current assets	1,416
Right of use asset	1,243
Intangible assets:	40,500
Deferred tax asset	1,463
Other assets	1,647
Total assets acquired	50,299
Accounts payable, accrued expenses and other liabilities	(4,949)
Lease liability	(1,090)
Total liabilities assumed	(6,039)
Net assets acquired	44,260
Net purchase price	(6,001)
Bargain purchase gain	50,261
Adjustment consideration					1,600	$ 9,900
Giphy, Inc. \| Trade name
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract]
Intangible assets:	21,000
Giphy, Inc. \| Developed technology
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract]
Intangible assets:	$ 19,500
Pond5, Inc. and Splash News
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract]
Cash and cash equivalents					11,855		11,855
Accounts receivable					1,773		1,773
Other assets					1,627		1,627
Right of use asset					1,674		1,674
Intangible assets:					69,063		69,063
Goodwill					164,522		164,522
Total assets acquired					250,514		250,514
Accounts payable, accrued expenses and other liabilities					(10,832)		(10,832)
Contributor royalties payable					(3,039)		(3,039)
Deferred revenue					(3,705)		(3,705)
Deferred tax liability					(6,570)		(6,570)
Lease liability					(2,038)		(2,038)
Total liabilities assumed					(26,184)		(26,184)
Net assets acquired					224,330		224,330
Pond5, Inc. and Splash News \| Customer relationships
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract]
Intangible assets:					34,900		34,900
Pond5, Inc. and Splash News \| Trade name
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract]
Intangible assets:					5,300		5,300
Pond5, Inc. and Splash News \| Developed technology
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract]
Intangible assets:					28,863		28,863
Pond5, Inc.
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract]
Cash and cash equivalents		$ 11,675
Accounts receivable		1,273
Other assets		1,102
Right of use asset		1,674
Intangible assets:		67,800
Goodwill		158,957
Total assets acquired		242,481
Accounts payable, accrued expenses and other liabilities		(9,304)
Contributor royalties payable		(3,039)
Deferred revenue		(3,705)
Deferred tax liability		(6,381)
Lease liability		(2,038)
Total liabilities assumed		(24,467)
Net assets acquired		218,014
Net purchase price		(218,000)
Pond5, Inc. \| Customer relationships
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract]
Intangible assets:		34,900
Pond5, Inc. \| Trade name
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract]
Intangible assets:		5,300
Pond5, Inc. \| Developed technology
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract]
Intangible assets:		$ 27,600
Splash News
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract]
Cash and cash equivalents										$ 180
Accounts receivable										500
Other assets										525
Right of use asset										0
Intangible assets:										1,263
Goodwill										5,565
Total assets acquired										8,033
Accounts payable, accrued expenses and other liabilities										(1,528)
Contributor royalties payable
Deferred revenue										0
Deferred tax liability										(189)
Lease liability										0
Total liabilities assumed										(1,717)
Net assets acquired										6,316
Splash News \| Customer relationships
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract]
Intangible assets:										0
Splash News \| Trade name
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract]
Intangible assets:										0
Splash News \| Developed technology
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract]
Intangible assets:										$ 1,263
PicMonkey
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract]
Cash and cash equivalents			$ 0
Other assets			502
Property and equipment			0
Right of use asset			1,420
Intangible assets:			44,700
Goodwill			71,607
Deferred tax asset			2,456
Total assets acquired			120,685
Accounts payable, accrued expenses and other liabilities			(780)
Contributor royalties payable			0
Deferred revenue			(8,557)
Deferred tax liability			(533)
Lease liability			(1,420)
Total liabilities assumed			(11,290)
Net assets acquired			109,395
Net purchase price			(109,400)
PicMonkey \| Customer relationships
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract]
Intangible assets:			28,800
PicMonkey \| Trade name
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract]
Intangible assets:			3,000
PicMonkey \| Developed technology
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract]
Intangible assets:			12,900
PicMonkey \| Contributor content
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract]
Intangible assets:			$ 0
TurboSquid, Inc.
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract]
Cash and cash equivalents				$ 5,165
Other assets				1,553
Property and equipment				472
Right of use asset				0
Intangible assets:				21,500
Goodwill				59,491
Deferred tax asset				0
Total assets acquired				88,181
Accounts payable, accrued expenses and other liabilities				(4,685)
Contributor royalties payable				(2,243)
Deferred revenue				0
Deferred tax liability				(3,923)
Lease liability				0
Total liabilities assumed				(10,851)
Net assets acquired				77,330
Net purchase price				(77,300)
TurboSquid, Inc. \| Customer relationships
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract]
Intangible assets:				9,000
TurboSquid, Inc. \| Trade name
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract]
Intangible assets:				2,200
TurboSquid, Inc. \| Developed technology
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract]
Intangible assets:				7,800
TurboSquid, Inc. \| Contributor content
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract]
Intangible assets:				$ 2,500
PicMonkey And TurboSquid
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract]
Cash and cash equivalents					5,165		5,165
Other assets					2,055		2,055
Property and equipment					472		472
Right of use asset					1,420		1,420
Intangible assets:					66,200		66,200
Goodwill					131,098		131,098
Deferred tax asset					2,456		2,456
Total assets acquired					208,866		208,866
Accounts payable, accrued expenses and other liabilities					(5,465)		(5,465)
Contributor royalties payable					(2,243)		(2,243)
Deferred revenue					(8,557)		(8,557)
Deferred tax liability					(4,456)		(4,456)
Lease liability					(1,420)		(1,420)
Total liabilities assumed					(22,141)		(22,141)
Net assets acquired					186,725		186,725
PicMonkey And TurboSquid \| Customer relationships
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract]
Intangible assets:					37,800		37,800
PicMonkey And TurboSquid \| Trade name
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract]
Intangible assets:					5,200		5,200
PicMonkey And TurboSquid \| Developed technology
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract]
Intangible assets:					20,700		20,700
PicMonkey And TurboSquid \| Contributor content
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract]
Intangible assets:					$ 2,500		$ 2,500

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2023

Income Tax Disclosure [Abstract]

Schedule of Geographical Income (Loss) Before Income Taxes

The Company’s geographical breakdown of its income before income taxes is as follows (in thousands):


	Year Ended December 31,
	2023		2022		2021
Domestic	$	108,013	$	86,207	$	104,241
Foreign	14,455		4,830		495
Income before income taxes	$	122,468	$	91,037	$	104,736

Summary of Consolidated Provision (Benefit) for Income Taxes

The following table summarizes the consolidated provision for income taxes (in thousands):


	Year Ended December 31,
	2023		2022		2021
Current provision:
Federal	$	24,015	$	16,891	$	7,834
State and local	5,392		3,362		2,694
Foreign	8,967		5,268		4,096
Deferred provision (benefit):
Federal	(24,880)		(9,286)		(1,715)
State and local	(1,047)		(1,107)		(137)
Foreign	(248)		(194)		81
Provision for income taxes	$	12,199	$	14,934	$	12,853

Schedule of Tax Rate Reconciliation

The provision for income taxes differs from statutory income tax rate as follows:


	Year Ended December 31,
	2023		2022		2021
U.S. income tax at federal statutory rate	21.0	%	21.0	%	21.0	%
Tax credits	(4.2)		(3.3)		(1.8)
State and local taxes, net of federal benefit	2.2		1.6		1.6
Equity-based compensation	3.4		1.4		(0.6)
Foreign rate differential	0.4		0.8		0.5

Foreign-derived intangible income deduction	(6.4)		(8.2)		(5.5)
Uncertain tax positions	0.9		3.4		0.8
Valuation allowance	1.3		1.2		0.8



Capital loss	—		(1.7)		(4.9)
Bargain purchase gain	(8.6)		—		—
Non-deductible—other	—		0.2		0.4
Total provision for income taxes	10.0	%	16.4	%	12.3	%

Schedule of Deferred Tax Assets and Liabilities

The tax effect of the Company’s temporary differences that give rise to deferred tax assets and liabilities are presented below (in thousands):


	Year Ended December 31,
	2023		2022
Deferred tax assets:
Non-cash equity-based compensation	$	15,922	$	14,947
Intangible amortization	101		81
Accruals and reserves	6,881		6,526
Lease liabilities	8,410		10,069

Net operating losses	17,691		8,978
Other	1,850		1,648
Gross deferred tax assets	50,855		42,249
Valuation allowance	(6,841)		(4,622)
Net deferred tax assets	44,014		37,627
Deferred tax liabilities:
Right-of-use assets	(2,806)		(3,867)
Depreciation and amortization	(11,605)		(21,692)
Contingent consideration	(8,911)		—
Net deferred tax assets	$	20,692	$	12,068

Summary of Changes in Unrecognized Tax Benefits

The following table summarizes changes to the Company’s unrecognized tax benefits as follows (in thousands):


	Year Ended December 31,
	2023		2022		2021
Balance of unrecognized tax benefits at January 1	$	13,021	$	10,229	$	9,592
Gross additions for tax positions for prior years	399		139		—
Gross additions for tax positions for current year	1,054		2,844		795
Gross reductions for tax positions of prior years	(958)		(191)		(158)


Balance of unrecognized tax benefits at December 31	$	13,516	$	13,021	$	10,229

Summary of Operations and Significant Accounting Policies - Accounts Receivable and Allowance for Doubtful Accounts (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Allowance for doubtful accounts:
Balance, beginning of period	$ 5,830	$ 1,910	$ 4,942
Add: bad debt expense	1,894	3,697	137
Less: write-offs, net of recoveries and other adjustments	(1,389)	223	(3,169)
Balance, end of period	6,335	$ 5,830	$ 1,910
Unbilled receivables	40,400
Accounts Receivable
Allowance for doubtful accounts:
Unbilled receivables	17,600
Other Assets
Allowance for doubtful accounts:
Unbilled receivables	$ 22,800

Net Income Per Share (Tables)

12 Months Ended

Dec. 31, 2023

Earnings Per Share [Abstract]

Schedule of Net Income per Share

The following table sets forth the computation of basic and diluted net income per share for fiscal years 2023, 2022 and 2021 (in thousands):


	Year Ended December 31,
	2023		2022		2021
Net income	$	110,269	$	76,103	$	91,883
Shares used to compute basic net income per share	35,878		36,042		36,509
Dilutive potential common shares:
Stock options and employee stock purchase plan shares	100		155		247
Unvested restricted stock awards	264		349		568
Shares used to compute diluted net income per share	36,242		36,546		37,324
Basic net income per share	$	3.07	$	2.11	$	2.52
Diluted net income per share	$	3.04	$	2.08	$	2.46

Potentially dilutive shares included in the calculation	1,034		1,127		1,336
Anti-dilutive shares excluded from the calculation	944		464		6

Equity-Based Compensation - Intrinsic Value of Stock Options (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Share-Based Payment Arrangement [Abstract]
Stock options outstanding	$ 4,232	$ 5,576
Stock options exercisable	4,232	5,400
Stock options vested and expected to vest	$ 4,232	$ 5,576

Net Income Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Earnings Per Share [Abstract]
Net income	$ 110,269	$ 76,103	$ 91,883
Shares used to compute basic net income per share (in shares)	35,878	36,042	36,509
Dilutive potential common shares:
Stock options and employee stock purchase plan shares (in shares)	100	155	247
Unvested restricted stock awards (in shares)	264	349	568
Shares used to compute diluted net income per share (in shares)	36,242	36,546	37,324
Basic net income per share (in dollars per share)	$ 3.07	$ 2.11	$ 2.52
Diluted net income per share (in dollars per share)	$ 3.04	$ 2.08	$ 2.46
Potentially dilutive shares included in the calculation (in shares)	1,034	1,127	1,336
Anti-dilutive shares excluded from the calculation (in shares)	944	464	6

Accrued Expenses (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Payables and Accruals [Abstract]
Compensation	$ 75,752	$ 40,314
Non-income taxes	23,702	24,390
Website hosting and marketing fees	11,804	6,608
Other expenses	20,185	18,075
Total accrued expenses	$ 131,443	$ 89,387

Property and Equipment

12 Months Ended

Dec. 31, 2023

Property, Plant and Equipment [Abstract]

Property and Equipment

Property and equipment is summarized as follows (in thousands):


	December 31,
	2023		2022
Computer equipment and software	$	308,473	$	261,067
Furniture and fixtures	10,829		10,328
Leasehold improvements	19,153		18,635
Property and equipment	338,455		290,030
Less: accumulated depreciation	(274,155)		(235,482)
Property and equipment, net	$	64,300	$	54,548

Depreciation and amortization expense related to property and equipment amounted to $37.7 million, $34.0 million and $31.7 million, for the years ended December 31, 2023, 2022 and 2021, respectively. Of these amounts, $36.1 million, $31.0 million and $28.4 million are included in cost of revenue for the years ended December 31, 2023, 2022 and 2021, respectively, and $1.7 million, $3.0 million and $3.3 million are included in general and administrative expense for the years ended December 31, 2023, 2022 and 2021, respectively.

Depreciation and amortization expense is included in cost of revenue and general and administrative expense based on the nature of the asset. There was no loss on disposal for the years ended December 31, 2023, 2022 and 2021, respectively.

In 2022, the Company recorded an impairment charge of $2.8 million primarily related to certain of its leasehold improvements triggered by the Company’s decision to cease using certain office spaces. See Note 15, Leasing for further discussion.

Capitalized Internal-Use Software

The Company capitalized costs related to the development of internal-use software of $45.1 million, $40.7 million and $27.8 million for the years ended December 31, 2023, 2022 and 2021, respectively. Capitalized amounts are included as a component of property and equipment under computer equipment and software. During 2023, 2022 and 2021, the Company invested significantly in its product development and hosting infrastructure to enhance its customer experience and increase the efficiency with which management deploys new products and features.

The portion of total depreciation expense related to capitalized internal-use software was $34.9 million, $29.6 million and $26.9 million for the years ended December 31, 2023, 2022 and 2021, respectively. Depreciation expense related to capitalized internal-use software is included in cost of revenue in the Consolidated Statement of Operations.

As of December 31, 2023 and 2022, the Company had capitalized internal-use software of $60.3 million and $50.1 million, respectively, net of accumulated depreciation, which was included in property and equipment, net.

Leasing - Maturities of Lease Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Reconciliation of future undiscounted lease payments to lease liabilities
2024	$ 10,240
2025	9,269
2026	7,299
2027	7,662
2028	7,843
Thereafter	2,615
Total undiscounted lease payments	44,928
Less: imputed interest	(6,448)
Total lease liabilities	$ 38,480	$ 44,521

Income Taxes

12 Months Ended

Dec. 31, 2023

Income Tax Disclosure [Abstract]

Income Taxes

The Company’s geographical breakdown of its income before income taxes is as follows (in thousands):


	Year Ended December 31,
	2023		2022		2021
Domestic	$	108,013	$	86,207	$	104,241
Foreign	14,455		4,830		495
Income before income taxes	$	122,468	$	91,037	$	104,736

The following table summarizes the consolidated provision for income taxes (in thousands):


	Year Ended December 31,
	2023		2022		2021
Current provision:
Federal	$	24,015	$	16,891	$	7,834
State and local	5,392		3,362		2,694
Foreign	8,967		5,268		4,096
Deferred provision (benefit):
Federal	(24,880)		(9,286)		(1,715)
State and local	(1,047)		(1,107)		(137)
Foreign	(248)		(194)		81
Provision for income taxes	$	12,199	$	14,934	$	12,853

The provision for income taxes differs from statutory income tax rate as follows:


	Year Ended December 31,
	2023		2022		2021
U.S. income tax at federal statutory rate	21.0	%	21.0	%	21.0	%
Tax credits	(4.2)		(3.3)		(1.8)
State and local taxes, net of federal benefit	2.2		1.6		1.6
Equity-based compensation	3.4		1.4		(0.6)
Foreign rate differential	0.4		0.8		0.5

Foreign-derived intangible income deduction	(6.4)		(8.2)		(5.5)
Uncertain tax positions	0.9		3.4		0.8
Valuation allowance	1.3		1.2		0.8



Capital loss	—		(1.7)		(4.9)
Bargain purchase gain	(8.6)		—		—
Non-deductible—other	—		0.2		0.4
Total provision for income taxes	10.0	%	16.4	%	12.3	%

The tax effect of the Company’s temporary differences that give rise to deferred tax assets and liabilities are presented below (in thousands):


	Year Ended December 31,
	2023		2022
Deferred tax assets:
Non-cash equity-based compensation	$	15,922	$	14,947
Intangible amortization	101		81
Accruals and reserves	6,881		6,526
Lease liabilities	8,410		10,069

Net operating losses	17,691		8,978
Other	1,850		1,648
Gross deferred tax assets	50,855		42,249
Valuation allowance	(6,841)		(4,622)
Net deferred tax assets	44,014		37,627
Deferred tax liabilities:
Right-of-use assets	(2,806)		(3,867)
Depreciation and amortization	(11,605)		(21,692)
Contingent consideration	(8,911)		—
Net deferred tax assets	$	20,692	$	12,068

The non-cash equity-based compensation for the Company includes a deferred tax asset of $6.2 million associated with the performance-based grant of stock options and restricted stock units to the Company’s Founder and Executive Chairman. If the performance targets are not met in the second quarter of 2024, this deferred tax asset will be reversed.

In addition, the $6.8 million valuation allowance relates to certain foreign net operating loss carryforwards, where the Company has determined that there is sufficient uncertainty regarding the future realization of these net operating losses.

The following table summarizes changes to the Company’s unrecognized tax benefits as follows (in thousands):


	Year Ended December 31,
	2023		2022		2021
Balance of unrecognized tax benefits at January 1	$	13,021	$	10,229	$	9,592
Gross additions for tax positions for prior years	399		139		—
Gross additions for tax positions for current year	1,054		2,844		795
Gross reductions for tax positions of prior years	(958)		(191)		(158)


Balance of unrecognized tax benefits at December 31	$	13,516	$	13,021	$	10,229

The total amount of unrecognized tax benefits as of December 31, 2023 was $12.5 million, which, if recognized, would impact the Company’s effective tax rate in future periods. Unrecognized tax benefits is included within prepaid expenses and other current assets and other non-current liabilities on the Consolidated Balance Sheets. The Company has determined that it is reasonably possible that there will be a reversal of unrecognized tax benefits by as much as $6.8 million in the next fiscal year due to the expected resolution of prior year tax matters.

The Company recognizes interest expense and tax penalties related to unrecognized tax benefits as a component of income tax expense in the Consolidated Statements of Operations. Interest and penalties included in the Company’s provision for income taxes were not material in all the periods presented.

The Company and its subsidiaries file income tax returns in the U.S. and various foreign jurisdictions. The Company is currently under examination by the U.S. Internal Revenue Service for the tax years 2017 through 2021, and expects the examinations for these years to be concluded in the next twelve months. The Company no longer subject to U.S. federal, state, local and foreign tax examinations by tax authorities for years before 2015.

As of December 31, 2023, the Company has $77.4 million in tax net operating loss carryforwards in U.S. and foreign tax jurisdictions which are available to reduce future income taxes and the majority of this amount relates to jurisdictions with an indefinite carryforward period.

As of December 31, 2023, the Company had approximately $32.4 million of undistributed earnings attributable to its foreign subsidiaries. The Company has no plans to indefinitely reinvest the earnings of its foreign subsidiaries in those operations. An estimate of the associated taxes related to repatriation of these undistributed earnings is not material.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-13

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

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

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

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

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

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

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

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

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

+ Details

Geographic Financial Information

12 Months Ended

Dec. 31, 2023

Segment Reporting [Abstract]

Geographic Financial Information

The following represents the Company’s geographic revenue based on customer location (in thousands):


	Year Ended December 31,
	2023		2022		2021
North America	$	427,746	$	353,197	$	290,979
Europe	231,048		243,025		253,479
Rest of the world	215,793		231,604		228,957
Total revenue	$	874,587	$	827,826	$	773,415

Included in North America is the United States which comprises approximately 46%, 40% and 34% of total revenue for the years ended December 31, 2023, 2022 and 2021, respectively. No other country accounts for more than 10% of the Company’s revenue in any period presented.

The Company’s long-lived tangible assets were located as follows (in thousands):


	December 31,
	2023		2022
North America	$	46,531	$	42,266
Europe	17,695		12,079
Rest of the world	74		203
Total long-lived tangible assets	$	64,300	$	54,548

Included in North America is the United States, which comprises 68% and 73% of total long-lived tangible assets as of December 31, 2023 and 2022, respectively. Included in Europe is Ireland, which comprised 21% and 17% of total long-lived tangible assets as of December 31, 2023 and 2022, respectively. No other country accounts for more than 10% of the Company’s long-lived tangible assets in any period presented.

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-22

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 15
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-15

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Name Accounting Standards Codification
-Section 50
-Paragraph 31
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-31

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Name Accounting Standards Codification
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-42

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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-Section 50
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-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

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

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-Name Accounting Standards Codification
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-URI https://asc.fasb.org//280/tableOfContent

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Name Accounting Standards Codification
-Section 50
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-Paragraph 34
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-34

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org//1943274/2147482810/280-10-50-41

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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-Subparagraph (a)
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
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-Section 50
-Paragraph 21
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

+ Details

Subsequent Events (Details) $ in Millions	Feb. 01, 2024 USD ($)
Subsequent Event \| Backgrid USA, Inc. and Backgrid London LTD
Subsequent Event [Line Items]
Cash payment	$ 20

Equity-Based Compensation - Summary of Non-cash Equity-based Compensation Expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Non-cash equity-based compensation expense related to the 2012 Plan and 2012 ESPP
Total	$ 48,577	$ 35,740	$ 36,179
Cost of revenue
Non-cash equity-based compensation expense related to the 2012 Plan and 2012 ESPP
Total	815	567	363
Sales and marketing
Non-cash equity-based compensation expense related to the 2012 Plan and 2012 ESPP
Total	7,359	5,486	2,888
Product development
Non-cash equity-based compensation expense related to the 2012 Plan and 2012 ESPP
Total	13,200	10,380	6,720
General and administrative
Non-cash equity-based compensation expense related to the 2012 Plan and 2012 ESPP
Total	$ 27,203	$ 19,307	$ 26,208

Income Taxes - Income Before Income Taxes (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Income Tax Disclosure [Abstract]
Domestic	$ 108,013	$ 86,207	$ 104,241
Foreign	14,455	4,830	495
Income before income taxes	$ 122,468	$ 91,037	$ 104,736

- Definition

+ References

+ Details

Summary of Operations and Significant Accounting Policies - Concentration of Risk (Details) - Accounts Receivable - Customer Concentration Risk	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Two Customers
Concentration Risk [Line Items]
Concentration risk percentage	29.00%
One Customer
Concentration Risk [Line Items]
Concentration risk percentage		22.00%

Fair Value Measurements and Other Long-term Investments	12 Months Ended
Fair Value Measurements and Other Long-term Investments	Dec. 31, 2023
Fair Value Disclosures [Abstract]
Fair Value Measurements and Other Long-term Investments	Fair Value Measurements and Other Long-term Investments Fair Value Measurements The Company had no assets or liabilities requiring fair value hierarchy disclosures as of December 31, 2023 and 2022, except as noted below. Money Market Accounts Cash equivalents include money market accounts and are classified as a level 1 measurement based on quoted prices in active markets for identical assets that the reporting entity can access at the measurement date. As of December 31, 2023 and 2022, the Company did not have any cash equivalent balances. Other Fair Value Measurements The carrying amounts of cash, accounts receivable, restricted cash, accounts payable, accrued expenses and the Giphy Retention Compensation approximate fair value because of the short-term nature of these instruments. Debt consists of principal amounts outstanding under our credit facility, which approximates fair value as underlying interest rates are reset regularly based on current market rates and is classified as Level 2. The Company’s non-financial assets, which include long-lived assets, intangible assets and goodwill, are not required to be measured at fair value on a recurring basis. However, if certain triggering events occur, or if an annual impairment test is required and the Company is required to evaluate the non-financial asset for impairment, a resulting asset impairment would require that the non-financial asset be recorded at its fair value. In 2022, the Company recorded an impairment charge related to a portion of its right-of-use assets and property and equipment triggered by the Company’s decision to cease using certain office spaces. See Note 15, Leasing for further discussion. Long-Term Investments As of December 31, 2023 and 2022, the Company’s Long-Term Investments totaled $20.0 million, which is reported within other assets on the Consolidated Balance Sheets. The Company uses the measurement alternative for equity investments with no readily determinable fair value and are reported at cost, adjusted for impairments or any observable price changes in ordinary transactions with identical or similar investments. On a quarterly basis, the Company evaluates the carrying value of its Long-Term Investments for impairment, which includes an assessment of revenue growth, earnings performance, working capital and the general market conditions. For the years ended December 31, 2023 and 2022, no adjustments to the carrying values of the Company’s Long Term Investments were identified as a result of this assessment. Changes in performance negatively impacting operating results and cash flows of these investments could result in the Company recording an impairment charge in future periods. Investment in ZCool Technologies Limited (“ZCool”) In 2018, the Company invested $15.0 million in convertible preferred shares issued by ZCool (the “Preferred Shares”). ZCool’s primary business is the operation of an e-commerce platform in the People’s Republic of China (the “PRC”) whereby customers can pay to license content contributed by creative professionals. ZCool and its affiliates have been the exclusive distributor of Shutterstock content in China since 2014. ZCool is a variable interest entity that is not consolidated because the Company is not the primary beneficiary. The Preferred Shares are not deemed to be in-substance common stock and are accounted for using the measurement alternative for equity investments with no readily determinable fair value. On February 2, 2024, ZCool entered into a definitive agreement with Meitu, Inc. (“Meitu”), whereby all outstanding shares of ZCool will be acquired by Meitu upon the satisfaction of certain conditions precedent. In connection with this acquisition, the Company’s $15.0 million of Preferred Shares will be exchanged for approximately $15.0 million of Meitu common shares which are publicly traded on the Main Board of The Stock Exchange of Hong Kong Limited. Meitu’s primary business is the provision of online advertising and other internet value added services in the PRC. Other Equity Investments In 2020, the Company invested $5.0 million in preferred shares of an entity with a creative production and analytics platform. These preferred shares do not have a readily determinable fair value, and give the Company less than a 2% fully diluted ownership interest.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Summary of Operations and Significant Accounting Policies - Employee Benefit Plans (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Accounting Policies [Abstract]
Employer matching contributions	$ 5.4	$ 5.1	$ 4.4

Accrued Expenses (Tables)

12 Months Ended

Dec. 31, 2023

Payables and Accruals [Abstract]

Schedule of Accrued Expenses

Accrued expenses consisted of the following (in thousands):


	December 31,
	2023		2022
Compensation	$	75,752	$	40,314
Non-income taxes	23,702		24,390


Website hosting and marketing fees	11,804		6,608


Other expenses	20,185		18,075
Total accrued expenses	$	131,443	$	89,387

Property and Equipment - Summary of Property and Equipment (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Property and Equipment
Property and equipment	$ 338,455	$ 290,030
Less: accumulated depreciation	(274,155)	(235,482)
Property and equipment, net	64,300	54,548
Computer equipment and software
Property and Equipment
Property and equipment	308,473	261,067
Furniture and fixtures
Property and Equipment
Property and equipment	10,829	10,328
Leasehold improvements
Property and Equipment
Property and equipment	$ 19,153	$ 18,635

Leasing - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
Leasing - Narrative (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	Feb. 29, 2020
Lessee, Lease, Description [Line Items]
Operating lease costs, including insignificant costs related to short-term leases		$ 6,400	$ 10,700	$ 10,200
Cash paid for amounts included in lease liabilities		10,900	9,400	9,700
ROU assets obtained in exchange for lease obligations		$ 1,900	$ 6,000
Weighted average remaining lease term	4 years 9 months 18 days	4 years 9 months 18 days	5 years 8 months 12 days
Weighted average discount rate	6.30%	6.30%	6.30%
Total minimum lease payments	$ 44,928	$ 44,928
Letter of credit as a security deposit for the leased facilities					$ 3,200
Impairment of lease and related assets	$ 18,700	0	$ 18,664	$ 0
Impairment of leasehold		$ 15,900
Impairment of lease and related assets			$ 2,800
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List]	Other current liabilities	Other current liabilities	Other current liabilities
Operating Lease, Liability, Statement of Financial Position [Extensible Enumeration]	Liabilities	Liabilities	Liabilities
ESB Lease
Lessee, Lease, Description [Line Items]
Total minimum lease payments	$ 38,900	$ 38,900

Other Income/(Expense), net

12 Months Ended

Dec. 31, 2023

Other Nonoperating Income (Expense) [Abstract]

Other Income/(Expense), net

Other Income / (Expense), net

The following table presents a summary of the Company’s other income / (expense) activity included in the accompanying Consolidated Statements of Operations (in thousands):


	Year Ended December 31,
	2023		2022		2021
Foreign currency gain / (loss)	$	879	$	(1,338)	$	(3,303)


Interest expense	(1,856)		(1,336)		—
Interest income / (expense) and other	4,784		87		(67)

Other income / (expense), net	$	3,807	$	(2,587)	$	(3,370)

Goodwill and Intangible Assets (Tables)

12 Months Ended

Dec. 31, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Changes in Goodwill

The following table summarizes the changes in the Company’s goodwill balance for the year ended December 31, 2023 (in thousands):


	Goodwill


Balance as of December 31, 2022	$	381,920
Goodwill related to acquisitions	—
Foreign currency translation adjustment	1,405

Balance as of December 31, 2023	$	383,325

Schedule of Intangible Assets

Intangible assets, all of which are subject to amortization, consist of the following as of December 31, 2023 and 2022 (in thousands):


	As of December 31, 2023							As of December 31, 2022
	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Weighted Average Life (Years)	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Customer relationships	$	90,350	$	(26,982)	$	63,368	12	$	88,996	$	(19,168)	$	69,828
Trade name	37,937		(9,272)		28,665		12	16,588		(7,209)		9,379
Developed technology	115,914		(61,376)		54,538		5	94,872		(35,288)		59,584
Contributor content	65,628		(27,897)		37,731		8	54,284		(20,098)		34,186
Patents	259		(165)		94		18	259		(149)		110

Total	$	310,088	$	(125,692)	$	184,396		$	254,999	$	(81,912)	$	173,087

- Definition

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

+ References

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

Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef
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+ Details