TWITTER, INC., 10-Q filed on 5/2/2022
Quarterly Report
v3.22.1
Cover Page - shares
 3 Months Ended
Mar. 31, 2022
Apr. 22, 2022
Document Information [Line Items]    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Mar. 31, 2022  
Document Transition Report false  
Entity File Number 001-36164  
Entity Registrant Name Twitter, Inc.  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 20-8913779  
Entity Address, Address Line One 1355 Market Street  
Entity Address, Address Line Two Suite 900  
Entity Address, City or Town San Francisco  
Entity Address, State or Province CA  
Entity Address, Postal Zip Code 94103  
City Area Code 415  
Local Phone Number 222-9670  
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  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   764,180,688
Amendment Flag false  
Document Fiscal Year Focus 2022  
Document Fiscal Period Focus Q1  
Entity Central Index Key 0001418091  
Current Fiscal Year End Date --12-31  
Common Stock, par value $0.000005 per share    
Document Information [Line Items]    
Title of 12(b) Security Common Stock, par value $0.000005 per share  
Trading Symbol TWTR  
Security Exchange Name NYSE  
Preferred Stock Purchase Rights    
Document Information [Line Items]    
Title of 12(b) Security Preferred Stock Purchase Rights  
No Trading Symbol Flag true  
Security Exchange Name NYSE  
v3.22.1
CONSOLIDATED BALANCE SHEETS - USD ($)
$ in Thousands
Mar. 31, 2022
Dec. 31, 2021
Current assets:    
Cash and cash equivalents $ 2,283,308 $ 2,186,549
Short-term investments 3,978,645 4,207,133
Accounts receivable, net of allowance for doubtful accounts of $13,947 and $15,278 948,142 1,217,404
Prepaid expenses and other current assets 265,973 266,484
Assets held for sale 0 40,800
Total current assets 7,476,068 7,918,370
Property and equipment, net 2,150,581 2,082,160
Operating lease right-of-use assets 1,272,435 1,195,124
Intangible assets, net 59,725 69,324
Goodwill 1,298,462 1,301,520
Deferred tax assets, net 941,883 1,148,573
Other assets 351,803 344,445
Total assets 13,550,957 14,059,516
Current liabilities:    
Accounts payable 189,524 203,171
Accrued and other current liabilities 738,778 918,350
Operating lease liabilities, short-term 208,405 222,346
Total current liabilities 1,136,707 1,343,867
Convertible notes, long-term 3,561,067 3,559,023
Senior notes, long-term 1,683,114 693,996
Operating lease liabilities, long-term 1,173,879 1,071,209
Deferred and other long-term tax liabilities, net 41,227 40,691
Other long-term liabilities 50,047 43,531
Total liabilities 7,646,041 6,752,317
Commitments and contingencies (Note 15)
Stockholders' equity:    
Preferred stock, $0.000005 par value-- 200,000 shares authorized; none issued and outstanding 0 0
Common stock, $0.000005 par value-- 5,000,000 shares authorized; 763,578 and 799,384 shares issued and outstanding 4 4
Additional paid-in capital 6,677,294 8,432,112
Treasury stock, at cost-- 0 and 120 shares 0 (5,295)
Accumulated other comprehensive loss (155,522) (117,320)
Accumulated deficit (616,860) (1,002,302)
Total stockholders' equity 5,904,916 7,307,199
Total liabilities and stockholders' equity $ 13,550,957 $ 14,059,516
v3.22.1
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($)
$ in Thousands
Mar. 31, 2022
Dec. 31, 2021
Statement of Financial Position [Abstract]    
Allowance for doubtful accounts receivable $ 13,947 $ 15,278
Preferred stock, par value (USD per share) $ 0.000005 $ 0.000005
Preferred stock, shares authorized (shares) 200,000,000 200,000,000
Preferred stock, shares issued (shares) 0 0
Preferred stock, shares outstanding (shares) 0 0
Common stock, par value (USD per share) $ 0.000005 $ 0.000005
Common stock, shares authorized (share) 5,000,000,000 5,000,000,000
Common stock, shares issued (shares) 763,578,000 799,384,000
Common stock, shares outstanding (shares) 763,578,000 799,384,000
Treasury stock (shares) 0 120,000
v3.22.1
CONSOLIDATED STATEMENTS OF INCOME - USD ($)
shares in Thousands, $ in Thousands
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Income Statement [Abstract]    
Revenue $ 1,200,984 $ 1,036,018
Costs and expenses    
Cost of revenue 507,450 381,008
Research and development 371,695 250,709
Sales and marketing 299,809 234,592
General and administrative 149,863 117,527
Total costs and expenses 1,328,817 983,836
Income (loss) from operations (127,833) 52,182
Interest expense (15,444) (13,185)
Interest income 7,962 11,001
Other income (expense), net (6,506) 6
Gain on sale of asset group 970,474 0
Income before income taxes 828,653 50,004
Provision (benefit) for income taxes 315,367 (18,001)
Net income $ 513,286 $ 68,005
Net income per share:    
Basic (USD per share) $ 0.66 $ 0.09
Diluted (USD per share) $ 0.61 $ 0.08
Numerator    
Basic $ 513,286 $ 68,005
Diluted $ 515,313 $ 68,005
Weighted-average shares used to compute net income per share:    
Basic (shares) 778,937 795,633
Diluted (shares) 838,590 872,187
v3.22.1
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Statement of Comprehensive Income [Abstract]    
Net income $ 513,286 $ 68,005
Other comprehensive loss, net of tax:    
Change in unrealized loss on investments in available-for-sale securities (32,177) (11,018)
Change in foreign currency translation adjustment (6,025) (19,820)
Net change in accumulated other comprehensive loss (38,202) (30,838)
Comprehensive income $ 475,084 $ 37,167
v3.22.1
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($)
$ in Thousands
Total
Common stock
Additional paid-in capital
Additional paid-in capital
Cumulative Effect, Period of Adoption, Adjustment
Treasury stock
Accumulated other comprehensive loss
Accumulated deficit
Accumulated deficit
Cumulative Effect, Period of Adoption, Adjustment
Balance, beginning of period (shares) at Dec. 31, 2020   796,000,000            
Balance, beginning of period at Dec. 31, 2020   $ 4 $ 9,167,138 $ (567,547) $ (5,297) $ (66,094) $ (1,125,669) $ 344,776
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Issuance of common stock in connection with RSU vesting (shares)   4,400,000            
Exercise of stock options (shares)   523,000            
Shares withheld related to net share settlement of equity awards (shares)   (155,000)            
Repurchased of common stock (in shares)   (2,723,000)            
Other activities (shares)   38,000            
Exercise of stock options     1,957          
Shares withheld related to net share settlement of equity awards     (10,569)          
Stock-based compensation     125,399          
Purchase of convertible note hedge $ (213,469)   (213,469)          
Tax related to purchase of convertible note hedge     49,262          
Issuance of warrants     161,144          
Repurchases of common stock     (161,552)   (5,297)      
Retirement of treasury stock (in shares)         5,297      
Other comprehensive loss (30,838)         (30,838)    
Net income $ 68,005           68,005  
Balance, end of period (shares) at Mar. 31, 2021 798,083,000 798,083,000            
Balance, end of period at Mar. 31, 2021 $ 7,736,650 $ 4 8,551,763   (5,297) (96,932) (712,888)  
Balance, beginning of period (shares) at Dec. 31, 2021   799,384,000            
Balance, beginning of period at Dec. 31, 2021 $ 7,307,199 $ 4 8,432,112   (5,295) (117,320) (1,002,302)  
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Issuance of common stock in connection with RSU vesting (shares)   4,121,000            
Exercise of stock options (shares)   5,000            
Shares withheld related to net share settlement of equity awards (shares)   (114,000)            
Repurchased of common stock (in shares) (1,900,000) (39,788,000)            
Other activities (shares)   (30,000)            
Exercise of stock options     77          
Shares withheld related to net share settlement of equity awards     (4,190)          
Stock-based compensation     199,210          
Purchase of convertible note hedge $ 0              
Repurchases of common stock (71,500)   (1,349,915)       (127,844)  
Purchase of forward contract under accelerated share repurchase agreements     (600,000)          
Retirement of treasury stock (in shares)         5,295      
Other comprehensive loss (38,202)         (38,202)    
Net income $ 513,286           513,286  
Balance, end of period (shares) at Mar. 31, 2022 763,578,000 763,578,000            
Balance, end of period at Mar. 31, 2022 $ 5,904,916 $ 4 $ 6,677,294   $ 0 $ (155,522) $ (616,860)  
v3.22.1
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Cash flows from operating activities    
Net income $ 513,286 $ 68,005
Adjustments to reconcile net income to net cash provided by operating activities:    
Depreciation and amortization expense 160,283 131,052
Stock-based compensation expense 177,263 110,873
Bad debt expense (709) (1,405)
Deferred income taxes 190,707 (23,873)
Gain on sale of asset group (970,474) 0
Other adjustments 5,992 4,739
Changes in assets and liabilities, net of assets acquired and liabilities assumed from acquisitions:    
Accounts receivable 190,737 189,297
Prepaid expenses and other assets (48,836) (80,989)
Operating lease right-of-use assets 66,054 49,246
Accounts payable (35,610) (24,808)
Accrued and other liabilities (67,953) 6,382
Operating lease liabilities (54,649) (38,335)
Net cash provided by operating activities 126,091 390,184
Cash flows from investing activities    
Purchases of property and equipment (163,174) (181,181)
Proceeds from sales of property and equipment 2,482 1,835
Purchases of marketable securities (1,100,837) (1,370,830)
Proceeds from maturities of marketable securities 697,351 1,221,461
Proceeds from sales of marketable securities 590,593 1,067,603
Purchases of investments in privately-held companies (5,014) (30,867)
Proceeds from sale of asset group 1,050,000 0
Investments in Finance Justice Fund (6,500) (10,200)
Business combinations, net of cash acquired 0 (8,378)
Other investing activities 0 (9,085)
Net cash provided by investing activities 1,064,901 680,358
Cash flows from financing activities    
Proceeds from issuance of convertible notes 0 1,437,500
Proceeds from issuance of senior notes 1,000,000 0
Purchases of convertible note hedges 0 (213,469)
Proceeds from issuance of warrants concurrent with note hedges 0 161,144
Debt issuance costs (11,270) (16,769)
Repurchases of common stock (2,077,759) (161,552)
Taxes paid related to net share settlement of equity awards (4,190) (10,569)
Payments of finance lease obligations 0 (565)
Proceeds from exercise of stock options 66 1,958
Net cash provided by (used in) financing activities (1,093,153) 1,197,678
Net increase in cash, cash equivalents and restricted cash 97,839 2,268,220
Foreign exchange effect on cash, cash equivalents and restricted cash (814) (8,018)
Cash, cash equivalents and restricted cash at beginning of period 2,210,685 2,011,276
Cash, cash equivalents and restricted cash at end of period 2,307,710 4,271,478
Supplemental disclosures of non-cash investing and financing activities    
Changes in accrued property and equipment purchases 36,166 57,030
Reconciliation of cash, cash equivalents and restricted cash as shown in the consolidated statements of cash flows    
Cash and cash equivalents 2,283,308 4,248,702
Restricted cash included in prepaid expenses and other current assets 8,139 3,516
Restricted cash included in other assets 16,263 19,260
Total cash, cash equivalents and restricted cash $ 2,307,710 $ 4,271,478
v3.22.1
Summary of Significant Accounting Policies
 3 Months Ended
Mar. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Summary of Significant Accounting Policies Summary of Significant Accounting Policies
Basis of Presentation
The consolidated financial statements include the accounts of Twitter, Inc. and its wholly-owned subsidiaries (collectively, “Twitter” or the “Company”). All intercompany accounts and transactions have been eliminated in consolidation.
The unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (GAAP). The unaudited interim consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements and reflect, in management’s opinion, all adjustments of a normal, recurring nature that are necessary for the fair statement of the Company’s financial position, results of operations and cash flows for the interim periods, but are not necessarily indicative of the results expected for the full fiscal year or any other period.
The interim consolidated financial statements and these related notes should be read in conjunction with the consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021.
Prior Period Reclassifications
Certain prior period amounts have been reclassified to conform to the current period presentation.
Use of Estimates
The preparation of the Company’s consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses, as well as related disclosure of contingent assets and liabilities. Actual results could differ materially from the Company’s estimates due to risks and uncertainties, including uncertainty in the current economic environment due to the global impact of the COVID-19 pandemic. To the extent that there are material differences between these estimates and actual results, the Company’s financial condition or operating results will be affected. The Company bases its estimates on past experience and other assumptions that the Company believes are reasonable under the circumstances, and the Company evaluates these estimates on an ongoing basis.
Recent Accounting Pronouncements
There have been no recent accounting pronouncements or changes in accounting pronouncements during the three months ended March 31, 2022, as compared to the recent accounting pronouncements described in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021, that are of significance or potential significance to the Company.
Significant Accounting Policies
There have been no material changes to the Company's significant accounting policies from its Annual Report on Form 10-K for the fiscal year ended December 31, 2021.
v3.22.1
Revenue
 3 Months Ended
Mar. 31, 2022
Revenue from Contract with Customer [Abstract]  
Revenue Revenue
Revenue Recognition
Revenue is recognized when the control of promised goods or services is transferred to customers at an amount that reflects the consideration to which the Company expects to be entitled to in exchange for those goods or services. The Company identifies its contracts with customers and all performance obligations within those contracts. The Company then determines the transaction price and allocates the transaction price to the performance obligations within the Company's contracts with customers, recognizing revenue when, or as the Company satisfies its performance obligations. While the majority of the Company's revenue transactions are based on standard business terms and conditions, the Company also enters into sales agreements with advertisers and data partners that sometimes involve multiple performance obligations and occasionally include non-standard terms or conditions.
Revenue by geography is based on the billing address of the customers. The following tables set forth revenue by services and revenue by geographic area (in thousands):
Three Months Ended March 31,
20222021
Revenue by services:
Advertising services$1,106,578 $898,840 
Subscription and other (1)
94,406 137,178 
Total revenue$1,200,984 $1,036,018 
(1) To better reflect the Company's business opportunities, including the sale of MoPub and the launch of Twitter Blue, the name of “Data Licensing and Other Revenue” has been updated to “Subscription and Other Revenue”. This revenue line includes subscription revenue from the Twitter Developer Platform, Twitter Blue, and other subscription-related offerings.
Three Months Ended March 31,
20222021
Revenue by geographic area:
United States$671,500 $556,220 
Japan179,593 169,964 
Rest of World349,891 309,834 
Total revenue$1,200,984 $1,036,018 
Contract Balances
The Company enters into contracts with its customers, which may give rise to contract liabilities (deferred revenue) and contract assets (unbilled revenue). The payment terms and conditions within the Company’s contracts vary by the type and location of its customer and products or services purchased, the substantial majority of which are due in less than one year. When the timing of revenue recognition differs from the timing of payments made by customers, the Company recognizes either unbilled revenue (its performance precedes the billing date) or deferred revenue (customer payment is received in advance of performance).
Unbilled Revenue (Contract Assets)
The Company presents unbilled revenue on the consolidated balance sheets within prepaid expenses and other current assets and within other assets. The Company’s contracts do not contain material financing components. The Company's unbilled revenue primarily consists of amounts that have yet to be billed under contracts with escalating fee structures. Specifically, because the Company generally recognizes revenue on a straight-line basis for data licensing arrangements with escalating fee structures, revenue recognized represents amounts to which the Company is contractually entitled; however, the revenue recognized exceeds the amounts the Company has a right to bill as of the period end, thus resulting in unbilled revenue.
Deferred Revenue (Contract Liabilities)
The Company presents deferred revenue primarily within accrued and other current liabilities on the consolidated balance sheets and there is not expected to be any material non-current contract liabilities given the Company's contracting provisions. The Company's deferred revenue balance primarily consists of cash payments due in advance of satisfying its performance obligations relating to data licensing contracts and performance obligations given to customers based on their spend relating to advertising contracts, for which the Company defers, as they represent material rights. The Company recognizes deferred revenue relating to its data licensing contracts on a straight-line basis over the period in which the Company provides data. The Company recognizes deferred revenue relating to its advertising contracts based on the amount of customer spend and the relative standalone selling price of the material rights.
The following table presents contract balances (in thousands):
March 31,
2022		December 31,
2021
Unbilled revenue$35,930 $44,880 
Deferred revenue$67,194 $79,414 
The amount of revenue recognized in the three months ended March 31, 2022 that was included in the deferred revenue balance as of December 31, 2021 was $52.7 million. This revenue consists primarily of revenue recognized as a result of the utilization of bonus ads inventory earned by and material rights provided to customers in prior periods and the satisfaction of the Company’s performance obligations relating to data licensing contracts with advance cash payments.
The amount of revenue recognized from obligations satisfied (or partially satisfied) in prior periods was not material.
The decrease in the unbilled revenue balance from December 31, 2021 to March 31, 2022 was primarily attributable to differences between revenue recognized and amounts billed in the Company's data licensing arrangements with escalating fee structures due to recognizing such fees as revenue on a straight-line basis.
The decrease in the deferred revenue balance from December 31, 2021 to March 31, 2022 was primarily due to the delivery of bonus ads inventory and the satisfaction of the Company's performance obligations relating to data licensing contracts with advance cash payments, offset by bonus ads inventory offered to customers during the period for meeting certain spend targets and the receipt of advance payments for data licensing contracts.
Remaining Performance Obligations
As of March 31, 2022, the aggregate amount of the transaction price allocated to remaining performance obligations in contracts with an original expected duration exceeding one year is $627.2 million. This total amount primarily consists of long-term data licensing contracts and excludes deferred revenue related to the Company’s short-term advertising service arrangements. The Company expects to recognize this amount as revenue over the following time periods (in thousands):

Remaining Performance Obligations

Total		Remainder of 202220232024 and Thereafter
Revenue expected to be recognized on remaining performance obligations$627,164 $182,862 $194,894 $249,408 
v3.22.1
Cash, Cash Equivalents and Short-term Investments
 3 Months Ended
Mar. 31, 2022
Cash and Cash Equivalents [Abstract]  
Cash, Cash Equivalents and Short-term Investments Cash, Cash Equivalents and Short-term Investments
Cash, cash equivalents and short-term investments consist of the following (in thousands):
March 31,
2022		December 31,
2021
Cash and cash equivalents:
Cash$334,478 $336,958 
Money market funds760,677 1,000,671 
U.S. government and agency securities99,972 — 
Corporate notes, commercial paper and certificates of deposit1,088,181 848,920 
Total cash and cash equivalents$2,283,308 $2,186,549 
Short-term investments:
U.S. government and agency securities$306,805 $374,868 
Corporate notes, commercial paper and certificates of deposit3,669,368 3,829,123 
Marketable equity securities2,472 3,142 
Total short-term investments$3,978,645 $4,207,133 
The contractual maturities of debt securities classified as available-for-sale as of March 31, 2022 were as follows (in thousands):
March 31,
2022
Due within one year$2,504,096 
Due after one year through five years1,472,077 
Total
$3,976,173 

The following tables summarize unrealized gains and losses related to available-for-sale debt securities classified as short-term investments on the Company’s consolidated balance sheets (in thousands):

March 31, 2022
Gross
Amortized
Cost		Gross
Unrealized
Gains		Gross
Unrealized
Losses		Aggregated
Estimated
Fair Value
U.S. government and agency securities$311,105 $— $(4,300)$306,805 
Corporate notes, commercial paper and certificates of deposit3,703,202 498 (34,332)3,669,368 
Total available-for-sale debt securities classified as short-term investments
$4,014,307 $498 $(38,632)$3,976,173 
December 31, 2021
Gross
Amortized
Cost		Gross
Unrealized
Gains		Gross
Unrealized
Losses		Aggregated
Estimated
Fair Value
U.S. government and agency securities$376,966 $12 $(2,110)$374,868 
Corporate notes, commercial paper and certificates of deposit3,832,983 4,873 (8,733)3,829,123 
Total available-for-sale debt securities classified as short-term investments
$4,209,949 $4,885 $(10,843)$4,203,991 
The gross unrealized loss on available-for-sale debt securities in a continuous loss position for 12 months or longer was not material as of March 31, 2022 and December 31, 2021.
The Company evaluates whether the unrealized loss on available-for-sale debt securities is the result of the credit worthiness of the corporate notes it held, or other non-credit-related factors such as liquidity, by reviewing a number of factors such as the implied yield of the corporate note based on the market price, the nature of the invested entity's business or industry, market capitalization relative to debt, changes in credit ratings, and the market prices of the corporate notes subsequent to period end. As of March 31, 2022, the gross unrealized loss on available-for-sale debt securities was $38.6 million. The unrealized losses were not determined to be credit-related, and there were no expected credit losses related to the Company's available-for-sale debt securities. As of March 31, 2022, no allowance for credit losses in short-term investments was recorded.
v3.22.1
Fair Value Measurements
 3 Months Ended
Mar. 31, 2022
Fair Value Disclosures [Abstract]  
Fair Value Measurements Fair Value Measurements
The Company measures its cash equivalents, short-term investments and derivative financial instruments at fair value. The Company classifies its cash equivalents, short-term investments and derivative financial instruments within Level 1 or Level 2 because the Company values these investments using quoted market prices or alternative pricing sources and models utilizing market observable inputs. The fair value of the Company’s Level 1 financial assets is based on quoted market prices of the identical underlying security. The fair value of the Company’s Level 2 financial assets is based on inputs that are directly or indirectly observable in the market, including the readily-available pricing sources for the identical underlying security that may not be actively traded.
The following tables set forth the fair value of the Company’s financial assets and liabilities measured at fair value on a recurring basis as of March 31, 2022 and December 31, 2021 based on the three-tier fair value hierarchy (in thousands):
March 31, 2022
Level 1Level 2Total
Assets
Cash equivalents:
Money market funds$760,677 $— $760,677 
U.S. government and agency securities— 99,972 99,972 
Commercial paper— 1,076,175 1,076,175 
Certificates of deposit— 12,006 12,006 
Short-term investments:
U.S. government and agency securities— 306,805 306,805 
Corporate notes— 2,163,942 2,163,942 
Commercial paper— 1,146,247 1,146,247 
Certificates of deposit— 359,179 359,179 
Marketable equity securities2,472 — 2,472 
Other current assets:
Foreign currency contracts— 8,630 8,630 
Total$763,149 $5,172,956 $5,936,105 
Liabilities
Other current liabilities:
Foreign currency contracts$— $5,322 $5,322 
Total$— $5,322 $5,322 
December 31, 2021
Level 1Level 2Total
Assets
Cash equivalents:
Money market funds$1,000,671 $— $1,000,671 
Commercial paper— 843,919 843,919 
Certificates of deposit— 5,001 5,001 
Short-term investments:
U.S. government and agency securities— 374,868 374,868 
Corporate notes— 2,633,777 2,633,777 
Commercial paper— 953,103 953,103 
Certificates of deposit— 242,243 242,243 
Marketable equity securities3,142 — 3,142 
Other current assets:
Foreign currency contracts— 7,849 7,849 
Total$1,003,813 $5,060,760 $6,064,573 
Liabilities
Other current liabilities:
Foreign currency contracts$— $2,125 $2,125 
Total$— $2,125 $2,125 
The following table sets forth the estimated fair value of the Company's convertible and senior notes outstanding as of March 31, 2022 based on the three-tier fair value hierarchy (in thousands):
March 31, 2022
Level 2Level 3Total
$1.15 billion in aggregate principal amount of 0.25% convertible senior notes due in 2024 (the 2024 Notes)
$1,179,555 $— $1,179,555 
$1.0 billion in aggregate principal amount of 0.375% convertible senior notes due in 2025 (the 2025 Notes)
—1,130,0601,130,060
$1.44 billion in aggregate principal amount of 0% convertible senior notes due in 2026 (the 2026 Notes)
1,220,438—1,220,438
$700.0 million in aggregate principal amount of 3.875% senior notes due in 2027 (the 2027 Notes)
679,875—679,875
$1.0 billion in aggregate principal amount of 5.000% senior notes due in 2030 (the 2030 Notes)
993,750—993,750
Total
$4,073,618 $1,130,060 $5,203,678 
The estimated fair value of the 2024 Notes, the 2026 Notes, the 2027 Notes, and the 2030 Notes is determined based on a market approach, using the estimated or actual bids and offers of the respective notes in an over-the-counter market on the last business day of the period. The estimated fair value of the 2025 Notes is determined based on a binomial model, using inputs including risk free rate, volatility and discount yield. Refer to Note 11 – Convertible Notes and Senior Notes for further details on the Notes.
Derivative Financial Instruments
The Company enters into foreign currency forward contracts with financial institutions to reduce the risk that its earnings may be adversely affected by the impact of exchange rate fluctuations on monetary assets or liabilities denominated in currencies other than the functional currency of a subsidiary. These contracts do not subject the Company to material balance sheet risk due to exchange rate movements because gains and losses on these derivatives are intended to offset gains and losses on the hedged foreign currency denominated assets and liabilities. These foreign currency forward contracts are not designated as hedging instruments.
The Company recognizes these derivative instruments as either assets or liabilities on the consolidated balance sheets at fair value based on a Level 2 valuation. The Company records changes in the fair value (i.e., gains or losses) of the derivatives in other income (expense), net in the consolidated statements of income. The notional principal of foreign currency contracts outstanding was equivalent to $786.0 million and $910.5 million as of March 31, 2022 and December 31, 2021, respectively.
The fair values of outstanding derivative instruments for the periods presented on a gross basis are as follows (in thousands):
Balance Sheet LocationMarch 31,
2022		December 31,
2021
Assets
Foreign currency contracts not designated as hedging instrumentsOther current assets$8,630 $7,849 
Liabilities
Foreign currency contracts not designated as hedging instrumentsOther current liabilities$5,322 $2,125 
The Company recognized $3.9 million and $2.1 million of net losses on its foreign currency contracts in the three months ended March 31, 2022 and 2021, respectively.
v3.22.1
Property and Equipment, Net
 3 Months Ended
Mar. 31, 2022
Property, Plant and Equipment [Abstract]  
Property and Equipment, Net Property and Equipment, Net
The following tables set forth property and equipment, net by type and by geographic area for the periods presented (in thousands):
March 31,
2022		December 31,
2021
Property and equipment, net
Equipment$2,671,127 $2,603,304 
Furniture and leasehold improvements517,020 470,678 
Capitalized software1,051,084 948,710 
Construction in progress225,472 261,267 
Total4,464,703 4,283,959 
Less: Accumulated depreciation and amortization(2,314,122)(2,201,799)
Property and equipment, net$2,150,581 $2,082,160 

March 31,
2022		December 31,
2021
Property and equipment, net:
United States$2,100,821 $2,038,597 
International49,760 43,563 
Total property and equipment, net$2,150,581 $2,082,160 
v3.22.1
Operating Leases
 3 Months Ended
Mar. 31, 2022
Leases [Abstract]  
Operating Leases Operating Leases
The Company has operating leases primarily for office space and data center facilities. The Company subleases certain leased office space to third parties when it determines there is excess leased capacity. Operating lease right-of-use assets obtained in exchange for operating lease obligations were $146.6 million and $123.5 million in the three months ended March 31, 2022 and 2021, respectively.
Future lease payments under operating leases and sublease income as of March 31, 2022 were as follows (in thousands):
Operating
Leases		Sublease
Income
Year Ending December 31,
Remainder of 2022$210,209 $(3,302)
2023234,934 (3,187)
2024234,902 (1,725)
2025229,758 (120)
2026207,427 — 
Thereafter686,129 — 
Total future lease payments (receipts)1,803,359 $(8,334)
Less: leases not yet commenced(229,432)
Less: imputed interest(191,643)
Total operating lease liabilities$1,382,284 
Reconciliation of operating lease liabilities as shown on the consolidated balance sheets
Operating lease liabilities, short-term$208,405 
Operating lease liabilities, long-term1,173,879 
Total operating lease liabilities$1,382,284 
There were no other material changes in the Company's operating leases in the three months ended March 31, 2022, as compared to the disclosure in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2021.
Operating Leases Operating Leases
The Company has operating leases primarily for office space and data center facilities. The Company subleases certain leased office space to third parties when it determines there is excess leased capacity. Operating lease right-of-use assets obtained in exchange for operating lease obligations were $146.6 million and $123.5 million in the three months ended March 31, 2022 and 2021, respectively.
Future lease payments under operating leases and sublease income as of March 31, 2022 were as follows (in thousands):
Operating
Leases		Sublease
Income
Year Ending December 31,
Remainder of 2022$210,209 $(3,302)
2023234,934 (3,187)
2024234,902 (1,725)
2025229,758 (120)
2026207,427 — 
Thereafter686,129 — 
Total future lease payments (receipts)1,803,359 $(8,334)
Less: leases not yet commenced(229,432)
Less: imputed interest(191,643)
Total operating lease liabilities$1,382,284 
Reconciliation of operating lease liabilities as shown on the consolidated balance sheets
Operating lease liabilities, short-term$208,405 
Operating lease liabilities, long-term1,173,879 
Total operating lease liabilities$1,382,284 
There were no other material changes in the Company's operating leases in the three months ended March 31, 2022, as compared to the disclosure in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2021.
v3.22.1
Goodwill and Intangible Assets
 3 Months Ended
Mar. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill and Intangible Assets Goodwill and Intangible Assets
The following table presents the goodwill activities for the periods presented (in thousands):
Goodwill
Balance as of December 31, 2021$1,301,520 
Other(3,058)
Balance as of March 31, 2022$1,298,462 
For each of the periods presented, gross goodwill balance equaled the net balance since no impairment charges have been recorded.
The following table presents the detail of intangible assets for the periods presented (in thousands):
Gross Carrying
Value		Accumulated
Amortization		Net Carrying
Value
March 31, 2022:
Patents and developed technologies$106,261 $(64,650)$41,611 
Other23,500 (5,386)18,114 
Total$129,761 $(70,036)$59,725 
December 31, 2021:
Patents and developed technologies$106,261 $(57,988)$48,273 
Assembled workforce23,500 (2,449)21,051 
Total$129,761 $(60,437)$69,324 
Amortization expense associated with intangible assets was $9.6 million and $8.1 million for the three months ended March 31, 2022 and 2021, respectively.
Estimated future amortization expense as of March 31, 2022 is as follows (in thousands):
Remainder of 2022$21,667 
202319,467 
20246,673 
20252,510 
20262,410 
Thereafter6,998 
Total$59,725 
v3.22.1
Accrued and Other Current Liabilities
 3 Months Ended
Mar. 31, 2022
Payables and Accruals [Abstract]  
Accrued and Other Current Liabilities Accrued and Other Current Liabilities
The following table presents the detail of accrued and other current liabilities for the periods presented (in thousands):

March 31,
2022		December 31,
2021
Accrued compensation$261,051 $325,113 
Federal Trade Commission accrual (see Note 15)
— 150,000 
Deferred revenue64,404 78,541 
Accrued operations and engineering costs58,705 55,682 
Accrued professional services57,809 41,321 
Accrued tax liabilities54,294 47,830 
Accrued publisher, content and ad network costs46,083 45,025 
Accrued other196,432 174,838 
Total$738,778 $918,350 
v3.22.1
Investments in Privately-Held Companies
 3 Months Ended
Mar. 31, 2022
Investments, Debt and Equity Securities [Abstract]  
Investments in Privately-Held Companies Investments in Privately-Held Companies
The Company makes strategic investments in privately-held companies that primarily consist of non-marketable equity securities without readily determinable fair values. The Company evaluates each investee to determine if the investee is a variable interest entity and, if so, whether the Company is the primary beneficiary of the variable interest entity. The Company has determined, as of March 31, 2022, there were no variable interest entities required to be consolidated in the Company’s consolidated financial statements. The Company’s non-marketable equity securities had a combined carrying value of $213.1 million and $207.4 million as of March 31, 2022 and December 31, 2021, respectively. The maximum loss the Company can incur for its investments is their carrying value.
The Company periodically evaluates the carrying value of its investments in privately-held companies when events and circumstances indicate that the carrying amount of the investment may not be recovered. No impairment charges were recorded in the three months ended March 31, 2022 and 2021. The Company records upward adjustments for the difference between the fair value and carrying value of its investments in privately-held companies resulting from observable price changes in orderly transactions for identical or similar investments. No upward adjustments were recorded in the three months ended March 31, 2022 and 2021. As of March 31, 2022, the Company recorded cumulative upward adjustments of $85.7 million on its investments in privately-held companies.
v3.22.1
Sale of Asset Group
 3 Months Ended
Mar. 31, 2022
Discontinued Operations and Disposal Groups [Abstract]  
Sale of Asset Group Sale of Asset GroupOn January 1, 2022, the Company completed the sale of certain assets that comprised its MoPub business to AppLovin Corporation for a total consideration of $1.05 billion in cash. The assets sold, which were classified as assets held for sale on the consolidated balance sheets as of December 31, 2021, consisted only of goodwill. No liabilities were transferred in the transaction. The Company recorded a pre-tax gain of $970.5 million on the sale of its MoPub asset group in the consolidated statements of income in the three months ended March 31, 2022. The gain represents the excess of the proceeds from the sale less the carrying value of the net assets sold and closing and transition service costs. The sale of MoPub enables the Company to focus on key areas of the business, including performance-based advertising, SMB offerings, and commerce initiatives on Twitter. The sale did not represent a strategic shift that would have a major effect on the Company's operations and financial results, and therefore did not qualify for reporting as a discontinued operation.
v3.22.1
Convertible Notes and Senior Notes
 3 Months Ended
Mar. 31, 2022
Debt Disclosure [Abstract]  
Convertible Notes and Senior Notes Convertible Notes and Senior Notes
Senior Notes
In February 2022, the Company issued $1.0 billion aggregate principal amount of 5.000% senior notes due 2030 (the 2030 Notes) in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended, and outside the United States pursuant to Regulation S under the Securities Act of 1933, as amended. The total net proceeds from this offering was approximately $988.7 million, after deducting $11.3 million of debt issuance costs.
The 2030 Notes represent senior unsecured obligations of the Company. The interest rate is fixed at 5.000% per annum and interest is payable semi-annually in arrears on March 1 and September 1 of each year, commencing on September 1, 2022. The 2030 Notes mature on March 1, 2030.
The Company may redeem the 2030 Notes, in whole or in part, at any time prior to December 1, 2029, at a price equal to 100% of the principal amount of the 2030 Notes plus a “make-whole” premium and accrued and unpaid interest, if any. On and after December 1, 2029, the Company may redeem the 2030 Notes at 100% of the principal amount of the 2030 Notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date.
In 2019, the Company issued $700.0 million aggregate principal amount of 3.875% senior notes due 2027 (the 2027 Notes, which we refer to together with the 2030 Notes as the Senior Notes) in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended, and outside the United States pursuant to Regulation S under the Securities Act of 1933, as amended. The total net proceeds from this offering were approximately $691.9 million, after deducting $8.1 million of debt issuance costs in connection with the issuance of the 2027 Notes. The 2027 Notes represent senior unsecured obligations of the Company. The interest rate is fixed at 3.875% per annum and interest is payable semi-annually in arrears on June 15 and December 15 of each year, which commenced on June 15, 2020. The 2027 Notes mature on December 15, 2027.
If the Company experiences a change of control triggering event (as defined in the indenture governing the applicable series of Senior Notes), the Company must offer to repurchase such Senior Notes at a repurchase price equal to 101% of the principal amount of the Senior Notes to be repurchased, plus accrued and unpaid interest, if any, to, but excluding, the applicable repurchase date. A change of control triggering event occurs when a change of control (as defined in the indenture governing the applicable Senior Notes), including the Merger (as defined below), occurs accompanied or followed by a downgrade of the rating by each of Moody’s Investors Service, Inc. and S&P Global Ratings of the applicable series of Senior Notes between the first public announcement of such change of control and ends on the 60th day following consummation of such change of control.
Pursuant to the terms of the Merger Agreement as defined below, the Company is required to use its commercially reasonable best efforts to, solely at the Parent’s (as defined below) expense, cause the payoff, redemption, defeasance, discharge or other satisfaction of the Senior Notes on or subsequent to the effective time of the Merger.
Convertible Notes
In 2018, the Company issued $1.15 billion aggregate principal amount of 0.25% convertible senior notes due 2024 (the 2024 Notes) in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended. The total net proceeds from this offering was approximately $1.14 billion, after deducting $12.3 million of debt issuance costs in connection with the 2024 Notes.
In 2020, the Company entered into an investment agreement (the Investment Agreement) with Silver Lake Partners V DE (AIV), L.P. (Silver Lake) relating to the issuance and sale to Silver Lake of $1.0 billion in aggregate principal amount of the Company's 0.375% convertible senior notes due 2025 (the 2025 Notes). The total net proceeds from this offering was approximately $985.3 million, after deducting $14.7 million of debt issuance costs in connection with the 2025 Notes.
In 2021, the Company issued $1.44 billion in aggregate principal amount of 0% convertible senior notes due 2026 (the 2026 Notes, which we refer to together with the 2024 Notes and the 2025 Notes as the Convertible Notes) in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended. The total net proceeds from this offering was approximately $1.42 billion, after deducting $16.8 million of debt issuance costs in connection with the 2026 Notes.
As described below, at the effective time of the Merger, holders of the Convertible Notes can require the Company (the surviving entity following the Merger) to repurchase their Notes at a repurchase price equal to 100% of the principal amount thereof, plus accrued and unpaid interest. Holders may also elect to surrender their Notes for conversion upon effectiveness of the Merger.
The Convertible Notes represent senior unsecured obligations of the Company. The interest rate of the 2024 Notes is fixed at 0.25% per annum and interest is payable semi-annually in arrears on June 15 and December 15 of each year. The interest rate of the 2025 Notes is fixed at 0.375% per annum and interest is payable semi-annually in arrears on March 15 and September 15 of each year. The 2026 Notes do not bear interest except in special circumstances described below, and the principal amount of the 2026 Notes does not accrete. The 2024 Notes, 2025 Notes, and 2026 Notes mature on June 15, 2024, March 15, 2025, and March 15, 2026, respectively.
Each $1,000 of principal of the 2024 Notes, 2025 Notes, and 2026 Notes will initially be convertible into 17.5001 shares, 24.0964 shares, and 7.6905 shares, respectively, of the Company’s common stock, which is equivalent to an initial conversion price of approximately $57.14, $41.50, and $130.03 per share, respectively, in each case, subject to adjustment upon the occurrence of specified events set forth in the indenture governing such series of Convertible Notes.
Holders of the 2024 Notes may convert their 2024 Notes at their option at any time on or after March 15, 2024 until close of business on the second scheduled trading day immediately preceding the maturity date of June 15, 2024. Holders of the 2026 Notes may convert their 2026 Notes at their option at any time on or after December 15, 2025 until close of business on the second scheduled trading day immediately preceding the maturity date of March 15, 2026. The 2025 Notes are convertible at the option of the holder at any time until the scheduled trading day prior to the maturity date.
Holders of the 2024 Notes and 2026 Notes may convert all or any portion of their 2024 Notes or 2026 Notes at the option of such holder prior to March 15, 2024 for the 2024 Notes, and prior to the close of business on the business day immediately preceding December 15, 2025 for the 2026 Notes, under the following circumstances:
1)during any calendar quarter, if the last reported sale price of the common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price for the applicable series of Convertible Notes on each applicable trading day;
2)during the five business day period after any five consecutive trading day period (the measurement period) in which the trading price (as defined in the indenture governing the applicable series of Convertible Notes) per $1,000 principal amount of such series of Convertible Notes for each trading day of the applicable measurement period was less than 98% of the product of the last reported sale price of Twitter’s common stock and the conversion rate for the applicable series of Convertible Notes on each such trading day; or
3)upon the occurrence of certain specified corporate events, including fundamental changes (as defined in the indenture governing the applicable series of Convertible Notes) such as the Merger, as described below.
Upon conversion of the Convertible Notes, the Company will pay or deliver, as the case may be, cash, shares of its common stock or a combination of cash and shares of its common stock, at the Company’s election. If the Company satisfies its conversion obligation solely in cash or through payment and delivery of a combination of cash and shares of its common stock, the amount of cash and shares of common stock, if any, due upon conversion, will be based on a daily conversion value (as defined in the indenture governing the applicable series of Convertible Notes) calculated on a proportionate basis for each trading day in the applicable 30 trading day observation period.
Upon delivery of a notice of a fundamental change, such as the Merger, holders of the Convertible Notes may surrender all or any portion of their Convertible Notes for conversion at any time after the effective date of the Merger or such other transaction until the related fundamental change repurchase date of such series of Convertible Notes. In addition, if specific corporate events, including the Merger, occur prior to the applicable maturity date of the 2024 Notes, 2025 Notes, or the 2026 Notes, the Company will be required to increase the conversion rate for holders who elect to convert their Convertible Notes in connection with such corporate events.
If a fundamental change, including the Merger, occurs prior to the applicable maturity date, holders of the 2024 Notes, 2025 Notes, or 2026 Notes, as applicable, will also have the right to require the Company to repurchase all or a portion of their Convertible Notes for cash at a repurchase price equal to 100% of the principal amount of such Convertible Notes, plus any accrued and unpaid interest to, but excluding, the repurchase date of such series of Convertible Notes.
On or after March 20, 2022, the 2025 Notes will be redeemable by the Company in the event that the closing sale price of the Company’s common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which the Company provides the redemption notice at a redemption price of 100% of the principal amount of such 2025 Notes, plus accrued and unpaid interest to, but excluding, the redemption date.
Concurrent with the offering of the 2024 Notes and 2026 Notes, the Company entered into convertible note hedge transactions with certain bank counterparties whereby the Company has the option to purchase initially (subject to adjustment for certain specified events) a total of approximately 20.1 million shares of its common stock at a price of approximately $57.14 per share for the 2024 Notes, and a total of approximately 11.1 million shares of its common stock at a price of approximately $130.03 per share for the 2026 Notes. The total cost of the convertible note hedge transactions associated was $268.0 million and $213.5 million for the 2024 Notes and the 2026 Notes, respectively. In addition, the Company sold warrants to certain bank counterparties whereby the holders of the warrants have the option to purchase initially (subject to adjustment for certain specified events) a total of approximately 20.1 million shares of the Company’s common stock at an initial strike price of $80.20 per share for the 2024 Notes and a total of approximately 11.1 million shares of the Company’s common stock at a price of $163.02 per share for the 2026 Notes. The Company received $186.8 million and $161.1 million in cash proceeds from the sale of these warrants in connection with the 2024 Notes and 2026 Notes offerings, respectively.
Taken together, the purchase of the convertible note hedges and the sale of warrants are intended to offset any actual dilution from the conversion of the 2024 Notes and 2026 Notes and to effectively increase the overall conversion price from $57.14 to $80.20 per share for the 2024 Notes and from $130.03 to $163.02 per share for the 2026 Notes. As these transactions meet certain accounting criteria, the convertible note hedges and warrants are recorded in stockholders’ equity and are not accounted for as derivatives. The net cost incurred in connection with the convertible note hedge and warrant transactions was recorded as a reduction to additional paid-in capital on the consolidated balance sheets as of March 31, 2022.
Convertible Notes and Senior Notes
The Notes consisted of the following (in thousands):
March 31, 2022
2024 Notes2025 Notes2026 Notes2027 Notes2030 Notes
Principal amounts:
Principal
$1,150,000 $1,000,000 $1,437,500 $700,000 $1,000,000 
Unamortized debt discount and issuance costs
(4,547)(8,679)(13,207)(5,756)(11,130)
Net carrying amount
$1,145,453 $991,321 $1,424,293 $694,244 $988,870 

December 31, 2021
2024 Notes2025 Notes2026 Notes2027 Notes
Principal amounts:
Principal
$1,150,000 $1,000,000 $1,437,500 $700,000 
Unamortized debt discount and issuance costs
(5,052)(9,399)(14,026)(6,004)
Net carrying amount
$1,144,948 $990,601 $1,423,474 $693,996 

In the three months ended March 31, 2022, the effective interest rate for the 2030 Notes was 5.24%. In the three months ended March 31, 2022 and 2021, the effective interest rate for the 2024 Notes, 2025 Notes, 2026 Notes, and 2027 Notes was 0.43%, 0.67%, 0.23%, and 4.08%, respectively. During the three months ended March 31, 2022 and 2021, the Company recognized $2.4 million and $2.2 million, respectively, of interest expense related to the amortization of debt discount and issuance costs prior to capitalization of interest. During the three months ended March 31, 2022 and 2021, the Company recognized $13.3 million and $10.7 million, respectively, of coupon interest expense. Future interest payments associated with the Notes total $583.9 million, with $59.5 million payable within the next 12 months.
As of March 31, 2022, the remaining life of the 2024 Notes, the 2025 Notes, the 2026 Notes, the 2027 Notes, and the 2030 Notes is approximately 26 months, 35 months, 47 months, 68 months, and 95 months, respectively.
The following table summarizes the aggregate future principal payments on the Company’s Notes as of March 31, 2022 (in thousands):
Convertible NotesSenior Notes
Remainder of 2022$— $— 
2023— — 
20241,150,000 — 
2025 (1)
1,000,000 — 
20261,437,500 — 
Thereafter— 1,700,000 
Total $3,587,500 $1,700,000 

(1) The 2025 Notes are convertible at the option of the holder at any time until the scheduled trading day prior to the maturity date, including in connection with a redemption by the Company.
v3.22.1
Net Income per Share
 3 Months Ended
Mar. 31, 2022
Earnings Per Share [Abstract]  
Net Income per Share per Share
Basic net income per share is computed by dividing net income by the weighted-average common shares outstanding during the period. The weighted-average common shares outstanding is adjusted for shares subject to repurchase such as unvested restricted stock granted to employees in connection with acquisitions, contingently returnable shares and escrowed shares supporting indemnification obligations that are issued in connection with acquisitions and unvested stock options exercised.
Diluted net income per share is computed by dividing net income by the weighted-average number of common shares outstanding during the period, including potential dilutive securities. When the convertible notes are dilutive, interest expense, net of tax, is added back to net income to calculate diluted net income per share.
The following table presents the calculation of basic and diluted net income per share for periods presented (in thousands, except per share data):
Three Months Ended March 31,
20222021
Basic net income per share:
Numerator
Net income
$513,286 $68,005 
Denominator
Weighted-average common shares outstanding780,534 797,667 
Weighted-average restricted stock subject to repurchase(1,597)(2,034)
Weighted-average shares used to compute basic net income per share
778,937 795,633 
Basic net income per share
$0.66 $0.09 
Diluted net income per share:
Numerator
Net income
$513,286 $68,005 
Interest expense on convertible notes, net of tax2,027 — 
Numerator used to compute diluted net income per share
515,313 68,005 
Denominator
Number of shares used in basic computation778,937 795,633 
Weighted-average effect of dilutive securities:
Convertible notes55,277 55,277 
RSUs3,571 17,575 
Stock options224 756 
Other581 2,946 
Weighted-average shares used to compute diluted net income per share
838,590 872,187 
Diluted net income per share
$0.61 $0.08 
The following numbers of potential common shares at the end of each period were excluded from the calculation of diluted net income per share because their effect would have been anti-dilutive for the periods presented (in thousands):
Three Months Ended March 31,
20222021
Warrants31,18043,467
Convertible notes—12,287
RSUs56,2372,354
Shares subject to repurchase and others43,119392
In the three months ended March 31, 2022 and 2021, the 2024 Notes, the 2025 Notes, and the 2026 Notes were included in the computation of diluted income per share as the effect of including these shares in the calculation is dilutive. The 2021 Notes were not included in the computation of diluted income per share in the three months ended March 31, 2021 as the effect of including these shares in the calculation would have been anti-dilutive. The 2021 Notes were repaid at maturity in September 2021 and were not included in the calculation in the three months ended March 31, 2022.
If the average market price of the common stock exceeds the exercise price of the warrants, $80.20 for the 2024 Notes and $163.02 for the 2026 Notes, the warrants will have a dilutive effect on the earnings per share if the Company is profitable. Since the average market price of the common stock is below $80.20 for all periods presented, the warrants are anti-dilutive.
v3.22.1
Stockholders' Equity
 3 Months Ended
Mar. 31, 2022
Stockholders' Equity Note [Abstract]  
Stockholders' Equity Stockholders’ Equity
Equity Incentive Plans
The Company’s 2013 Equity Incentive Plan serves as the successor to the 2007 Equity Incentive Plan. The number of shares of the Company’s common stock available for issuance under the 2013 Equity Incentive Plan have been and will be increased on the first day of each fiscal year beginning with the 2014 fiscal year, in an amount equal to the least of (i) 60,000,000 shares, (ii) 5% of the outstanding shares on the last day of the immediately preceding fiscal year, or (iii) such number of shares determined by the Company’s Board of Directors.
Share Repurchases
In March 2020, the Company's Board of Directors authorized a program to repurchase up to $2.0 billion of the Company's common stock over time (the 2020 Repurchase Program). In February 2022, the Company’s Board of Directors authorized a new $4.0 billion share repurchase program (the 2022 Repurchase Program). The program became effective immediately and replaced the 2020 Repurchase Program. As part of the 2022 Repurchase Program, the Company entered into accelerated share repurchase agreements (the ASR Agreements) to repurchase $2.0 billion of its common stock. The Company records the excess of the purchase price over par value to additional paid-in capital subject to certain limitations, with any remaining purchase price recorded to accumulated deficit.
In the three months ended March 31, 2022, the Company repurchased 1.9 million shares for an aggregate amount of $71.5 million under the 2020 Repurchase Program. In connection with the ASR Agreements, the Company made a prepayment of $2.0 billion and received an initial delivery of approximately 37.8 million shares of its common stock. The repurchased shares were immediately retired upon settlement and treated as a repurchase of common stock for purposes of calculating earnings per share. $600.0 million of the prepayment was evaluated as an unsettled forward contract, classified within stockholders’ equity. Under the terms of the ASR Agreements, the remaining shares, if any, are expected to be delivered in the third quarter of 2022. The number of shares that the Company will ultimately repurchase will be determined based on the volume-weighted average price of the Company’s common stock over the term of the ASR Agreements, less an agreed upon discount.
Repurchases under the remaining authorization may be made from time to time through open market purchases or through privately negotiated transactions subject to market conditions, applicable legal requirements and other relevant factors. The 2022 Repurchase Program does not obligate the Company to acquire any particular amount of its common stock and may be suspended at any time at its discretion. The 2022 Repurchase Program does not have an expiration date.
Employee Stock Purchase Plan
The number of shares available for sale under the Employee Stock Purchase Plan (ESPP) has been and will be increased on the first day of each fiscal year beginning with the 2014 fiscal year, in an amount equal to the least of (i) 11.3 million shares; (ii) 1% of the outstanding shares of the Company’s common stock as of the last day of the immediately preceding fiscal year; or (iii) such other amount as determined by the Company's Board of Directors.
Restricted Common Stock Activity
The Company has granted restricted common stock to certain continuing employees in connection with certain of its acquisitions. Vesting of this stock is dependent on the respective employee’s continued employment at the Company during the requisite service period, which is generally up to four years from the issuance date, and the Company has the right to repurchase the unvested shares upon termination of employment. The fair value of the restricted common stock issued to employees is recorded as compensation expense on a straight-line basis over the requisite service period.
The Company had 1.4 million and 1.6 million shares of unvested restricted common stock as of March 31, 2022 and December 31, 2021, respectively. The Company's restricted common stock activity was not material during the three months ended March 31, 2022.
Stock Option Activity
The Company had 1.0 million shares of stock options outstanding each as of March 31, 2022 and December 31, 2021. The Company’s stock option activity was not material during the three months ended March 31, 2022.
Performance Restricted Stock Units Activity
The Company grants restricted stock units to certain of its executive officers periodically that vest based on the Company’s attainment of the annual financial performance goals and the executives’ continued employment through the vesting date (PRSUs). These PRSUs are granted when the annual performance targets are set and the awards are approved by the Compensation Committee of the Board of Directors, generally in the first half of each financial year. The Company grants PRSUs with a vesting period of three years.
The following table summarizes the activity related to the Company’s PRSUs for the three months ended March 31, 2022 (in thousands, except per share data):
PRSUs Outstanding
SharesWeighted-
Average Grant-
Date Fair Value
Per Share
Unvested and outstanding at December 31, 2021456 $52.89 
Additional earned performance shares related to 2021 grants4 $71.22 
Vested
(202)$48.36 
Forfeited or canceled(22)$71.22 
Unvested and outstanding at March 31, 2022236 $55.38 
The total fair value of PRSUs vested during the three months ended March 31, 2022 and 2021 was $7.2 million and $9.4 million, respectively.
Market-based Restricted Stock Units Activity
The Company grants market-based restricted stock units to certain of its executive officers that vest based on Twitter stock price performance relative to a broad-market index or upon achievement of certain Twitter stock price targets over a performance period of up to five years and the executives’ continued employment through the vesting date. The Company granted market-based RSUs with a vesting period of three to six years.
The following table summarizes the activity related to the Company’s market-based restricted stock units for the three months ended March 31, 2022 (in thousands, except per share data):
Market-based RSUs Outstanding
SharesWeighted-
Average Grant-
Date Fair Value
Per Share
Unvested and outstanding at December 31, 20212,921 $31.64 
Forfeited or canceled(256)$34.85 
Unvested and outstanding at March 31, 20222,665 $31.33 
The total fair value of market-based RSUs vested during the three months ended March 31, 2021 was $17.2 million. The 2.7 million shares of market-based RSUs unvested and outstanding at March 31, 2022 represent the awards at the target level of achievement for the respective performance periods.

RSU Activity
The following table summarizes the activity related to the Company’s restricted stock units (RSUs), excluding PRSUs and market-based RSUs, for the three months ended March 31, 2022. For purposes of this table, vested RSUs represent the shares for which the service condition had been fulfilled as of each respective date (in thousands, except per share data):
RSUs Outstanding
SharesWeighted-
Average Grant-
Date Fair Value
Per Share
Unvested and outstanding at December 31, 202137,394 $48.14 
Granted35,846 $38.35 
Vested(3,919)$43.53 
Canceled(1,746)$48.23 
Unvested and outstanding at March 31, 202267,575 $43.22 
The total fair value of RSUs vested during the three months ended March 31, 2022 and 2021 was $149.8 million and $220.7 million, respectively.
Stock-Based Compensation Expense
Stock-based compensation expense is allocated based on the cost center to which the award holder belongs. Total stock-based compensation expense by function is as follows (in thousands):
Three Months Ended March 31,
20222021
Cost of revenue$12,880 $8,732 
Research and development106,604 65,156 
Sales and marketing29,164 21,171 
General and administrative28,615 15,814 
Total stock-based compensation expense$177,263 $110,873 
The Company capitalized $18.7 million and $14.5 million of stock-based compensation expense associated with the cost for developing software for internal use in the three months ended March 31, 2022 and 2021, respectively.
As of March 31, 2022, there was $2.89 billion of gross unamortized stock-based compensation expense related to unvested awards which is expected to be recognized over a weighted-average period of 3.2 years. The Company accounts for forfeitures as they occur.
v3.22.1
Income Taxes
 3 Months Ended
Mar. 31, 2022
Income Tax Disclosure [Abstract]  
Income Taxes Income Taxes
The Company’s tax provision or benefit for income taxes for interim periods has generally been determined using an estimate of its annual effective tax rate, adjusted for discrete items, if any. Under certain circumstances where the Company is unable to make a reliable estimate of the annual effective tax rate, the accounting guidance permits the use of the actual effective tax rate for the year-to-date period. In the three months ended March 31, 2022, the Company used this approach because it was unable to reasonably estimate its annual effective tax rate due to the variability of the rate as a result of fluctuations in forecasted income and the effects of being taxed in multiple tax jurisdictions.
The Company recorded a provision for income taxes of $315.4 million and a benefit from income taxes of $18.0 million for the three months ended March 31, 2022 and 2021, respectively. For the three months ended March 31, 2022, the primary difference between the effective tax rate and the federal statutory tax rate relates to the gain on the sale of MoPub, described in Note 10 - Sale of Asset Group, being subject to higher foreign tax rates and U.S. global intangible low-taxed income. For the three months ended March 31, 2021, the primary difference between the effective tax rate and the federal statutory tax rate relates to foreign tax rate differences, tax deductions for stock-based compensation, and research and development credits.
As of March 31, 2022, the Company had $941.9 million of deferred tax assets for which it had not established a valuation allowance. The Company had a valuation allowance of $1.42 billion, primarily related to deferred tax assets of a foreign subsidiary, California and Massachusetts, and U.S. federal unrealized capital losses. The Company continues to reassess the ability to realize the deferred tax assets quarterly and, if future evidence allows for a partial or full release of the valuation allowance, a tax benefit will be recorded accordingly.
As of March 31, 2022, the Company had $413.0 million of unrecognized tax benefits, of which $317.5 million could result in a reduction of the Company’s effective tax rate, if recognized. The remainder of the unrecognized tax benefits would not affect the effective tax rate due to the full valuation allowance recorded for California and Massachusetts deferred tax assets.
The Company is subject to taxation in the United States and various foreign jurisdictions. Earnings from non-U.S. activities are subject to local country income tax. The material jurisdictions where the Company is subject to potential examination by tax authorities include the United States, California and Ireland. The Company believes that it has reserved adequate amounts for these jurisdictions.
v3.22.1
Commitments and Contingencies
 3 Months Ended
Mar. 31, 2022
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies Commitments and Contingencies
Credit Facility
The Company has a revolving credit agreement with certain lenders, which provides for a $500.0 million unsecured revolving credit facility maturing on August 7, 2023. The Company is obligated to pay interest on loans under the credit facility and other customary fees for a credit facility of this size and type, including an upfront fee and an unused commitment fee. The interest rate for the credit facility is determined based on calculations using certain market rates as set forth in the credit agreement. In addition, the credit facility contains restrictions on payments including cash payments of dividends. In February 2022, the Company amended its existing revolving credit agreement to permit repurchases by the Company of its common stock in an aggregate amount not to exceed $4.0 billion. As of March 31, 2022, no amounts had been drawn under the credit facility.
Contractual Obligations
The Company's principal commitments consist of obligations under the Notes (including principal and coupon interest), operating and finance leases for equipment, office space and co-located data center facilities, as well as non-cancellable contractual commitments.
During the three months ended March 31, 2022, the Company issued $1.0 billion in aggregate principal amount of the 2030 Notes. As of March 31, 2022, the Company's contractual obligation to settle commitments related to the 2030 Notes is $25.8 million for the remainder of the year ended December 31, 2022, $50.0 million for each of the years ended December 31, 2023, 2024, 2025, and 2026, and $1.18 billion in aggregate thereafter until the notes are repaid at maturity in the year ended December 31, 2030. Refer to Note 11 - Convertible Notes and Senior Notes for additional detail.
Other than as described above, there were no material changes outside the Company's normal course of business in its commitments under contractual obligations from those disclosed in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2021.
Legal Proceedings
Beginning in September 2016, multiple putative class actions and derivative actions were filed in state and federal courts in the United States against the Company and the Company’s directors and/or certain former officers alleging that false and misleading statements, made in 2015, are in violation of securities laws and breached fiduciary duty. The derivative actions were settled and fully resolved in 2021. The putative class actions were consolidated in the U.S. District Court for the Northern District of California and were scheduled for trial on September 20, 2021. In September 2021, prior to the start of the trial, the Company negotiated and entered into a binding agreement to settle the shareholder class action lawsuit. The proposed class action settlement resolves all claims asserted against the Company and the other named defendants in the shareholder class action lawsuit without any liability or wrongdoing attributed to them personally or to the Company. Under the terms of the proposed settlement, the Company paid the settlement amount of $809.5 million from cash on hand in the fourth quarter of 2021. The settlement agreement is subject to final approval by the U.S. District Court for the Northern District of California.
Beginning in October 2019, putative class actions were filed in the U.S. District Court for the Northern District of California against the Company and certain of the Company’s officers alleging violations of securities laws in connection with the Company’s announcements that it had discovered and taken steps to remediate issues related to certain user settings designed to target advertising that were not working as expected and seeking unspecified damages. The Company disputes the claims and intends to defend the lawsuit vigorously. In December 2020, the district court dismissed the plaintiffs’ claims. On March 23, 2022, the United States Court of Appeals for the Ninth Circuit affirmed the district court's decision dismissing the plaintiffs' claims.
From time to time the Company notifies the Irish Data Protection Commission, its designated European privacy regulator under the European Union General Data Protection Regulation (GDPR) and other regulators, of certain personal data breaches and privacy issues, and is subject to inquiries and investigations regarding various aspects of the Company's regulatory compliance. The Company is currently the subject of inquiries by the Irish Data Protection Commission with respect to its compliance with the GDPR.
On July 28, 2020, the Company received a draft complaint from the Federal Trade Commission (FTC) alleging violations of the Company’s 2011 consent order with the FTC and the Federal Trade Commission Act. The allegations relate to the Company’s use of phone number and/or email address data provided for safety and security purposes for targeted advertising during periods between 2013 and 2019. The Company estimated that the range of probable loss in the matter was $150.0 million to $250.0 million and recorded an accrual of $150.0 million in the three months ended June 30, 2020. In March 2022, the Company and the FTC agreed in principle upon a penalty of $150.0 million and the Company deposited this amount into escrow from cash on hand.
On January 15, 2021, a derivative action was filed in the Delaware Chancery Court against certain directors of the Company alleging that the directors violated their fiduciary duties in deciding to enter into the Cooperation Agreement with certain affiliates of Elliott Management Corporation, to enter into the Investment Agreement with an affiliate of Silver Lake Partners, and to authorize a program to repurchase up to $2.0 billion of the Company's common stock. The Company and the directors dispute the claims and intend to defend the lawsuit vigorously. The defendants moved to dismiss the complaint on March 19, 2021 and on September 10, 2021, the Court denied defendants’ motion to dismiss. On November 9, 2021, the Court granted a motion to stay the case for six months while a Special Litigation Committee of the Company's Board of Directors investigates the claims.
On February 22, 2021, a derivative action was filed in the Delaware Chancery Court against Jack Dorsey alleging that Mr. Dorsey violated his fiduciary duties relating to various alleged privacy and cybersecurity issues. The parties have agreed to a stay of this action pending the outcome of the Company's Board of Directors' investigation of the claims.
The Company is also currently involved in, and may in the future be involved in, legal proceedings, claims, investigations, and government inquiries and investigations arising in the ordinary course of business. These proceedings, which include both individual and class action litigation and administrative proceedings, have included, but are not limited to matters involving content on the platform or the Company's actions related thereto, intellectual property, privacy, data protection, consumer protection, securities, employment, and contractual rights. Legal fees and other costs associated with such actions are expensed as incurred.
The Company assesses, in conjunction with its legal counsel, the need to record a liability for litigation and contingencies. With respect to the cases, actions, and inquiries described above, the Company evaluates the associated developments on a regular basis and will accrue a liability when it believes a loss is probable and the amount can be reasonably estimated. In addition, the Company believes there is a reasonable possibility that it may incur a loss in some of these matters and the loss may be material or exceed its estimated ranges of possible loss. With respect to the matters described above that do not include an estimate of the amount of loss or range of possible loss, such losses or range of possible losses either are not material or may be material but cannot be estimated.
The outcomes of the matters described in this section, such as whether the likelihood of loss is remote, reasonably possible, or probable, or if and when the reasonably possible range of loss is estimable, are inherently uncertain. If one or more of these matters were resolved against the Company for amounts above management’s estimates, the Company’s financial condition and results of operations, including in a particular reporting period in which any such outcome becomes probable and estimable, could be materially adversely affected.
Non-Income Taxes
The Company is under various non-income tax audits by domestic and foreign tax authorities. These audits primarily revolve around routine inquiries, refund requests, and employee benefits. The Company accrues non-income taxes that may result from these audits when they are probable and can be reasonably estimated. Due to the complexity and uncertainty of some of these matters, however, as well as the judicial process in certain jurisdictions, the final outcome of these audits may be materially different from the Company's expectations.
Indemnification
In the ordinary course of business, the Company often includes standard indemnification provisions in its arrangements with its customers, partners, suppliers and vendors. Pursuant to these provisions, the Company may be obligated to indemnify such parties for losses or claims suffered or incurred in connection with its service, breach of representations or covenants, intellectual property infringement or other claims made against such parties. These provisions may limit the time within which an indemnification claim can be made. It is not possible to determine the maximum potential amount under these indemnification obligations due to the limited history of prior indemnification claims and the unique facts and circumstances involved in each particular agreement. The Company has never incurred significant expense defending its licensees against third-party claims, nor has it ever incurred significant expense under its standard service warranties or arrangements with its customers, partners, suppliers and vendors. Accordingly, the Company had no liabilities recorded for these provisions as of March 31, 2022 and December 31, 2021.
v3.22.1
Subsequent Events
 3 Months Ended
Mar. 31, 2022
Subsequent Events [Abstract]  
Subsequent Events Subsequent Events
Rights Plan
On April 15, 2022, the Company’s Board of Directors authorized and declared a dividend distribution of one right (each, a “Right”) for each outstanding share of the Company’s common stock to stockholders of record as of the close of business on April 25, 2022). Each Right entitles the registered holder to purchase from the Company one one-thousandth of a share of Series A Participating Preferred Stock, par value $0.000005 per share, of the Company at an exercise price of $210.00, subject to adjustment. The complete terms of the Rights are set forth in a Preferred Stock Rights Agreement, dated as of April 15, 2022, between the Company and Computershare Trust Company, N.A., as rights agent (the Rights Agreement). The Rights expire on the earliest of (1) April 14, 2023, unless such date is extended, or (2) the redemption or exchange of the Rights as described above.
The Company’s Board of Directors adopted the Rights Agreement to protect stockholders from coercive or otherwise unfair takeover tactics. In general terms, it works by imposing a significant penalty upon any person or group that acquires 15 percent or more of the shares of Common Stock without the approval of the Company’s Board of Directors. As a result, the overall effect of the Rights Agreement and the issuance of the Rights may be to render more difficult or discourage a merger, tender or exchange offer or other business combination involving the Company that is not approved by the Company’s Board of Directors. However, neither the Rights Agreement nor the Rights should interfere with any merger, tender or exchange offer or other business combination approved by the Company’s Board of Directors.
On April 25, 2022, in connection with the execution of the Merger Agreement as described below, the Board approved Amendment No. 1 to the Rights Agreement (Amendment No. 1). Amendment No. 1 exempts the approval, execution, delivery or performance of the Merger Agreement, or the consummation prior to the termination of the Merger Agreement, of the Merger or any of the other transactions contemplated by the Merger Agreement in accordance with its terms, from, among other things, (i) resulting in a Distribution Date (as defined by the Rights Agreement) or permitting the Rights (as defined by the Rights Agreement) to be exercised or exchanged, and (ii) causing Parent, Acquisition Sub or their respective affiliates to be deemed an Acquiring Person (as defined by the Rights Agreement) for any purpose under the Rights Agreement.
As a result of the Amendment, the completion of the Merger in accordance with the terms of the Merger Agreement, will not trigger the terms of the Rights Plan.
Merger Agreement
On April 25, 2022, the Company entered into an Agreement and Plan of Merger (the Merger Agreement) with X Holdings I, Inc. (Parent), X Holdings II, Inc., a wholly owned subsidiary of Parent (Acquisition Sub), and, solely for the purpose of certain provisions of the Merger Agreement, Elon Musk. Parent and Acquisition Sub are affiliates of Elon Musk. The Merger Agreement provides that, subject to the terms and conditions set forth in the Merger Agreement, Acquisition Sub will merge with and into the Company (the Merger), with the Company surviving the Merger and becoming a wholly owned subsidiary of Parent (the Surviving Corporation). Under the Merger Agreement, at the effective time of the Merger, each issued and outstanding share of the Company’s common stock (subject to certain exceptions set forth in the Merger Agreement) will be canceled and converted into the right to receive $54.20 in cash, without interest (the Merger Consideration).
Consummation of the Merger is subject to the satisfaction or waiver of customary closing conditions, including: (1) approval of the Merger Agreement by the Company’s stockholders; (2) the expiration or termination of the waiting period under the United States Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, and clearance under the antitrust and foreign investment laws of the United States and certain non-United States jurisdictions; and (3) the absence of any law or order by a governmental authority of the United States or certain non-United States jurisdictions that has the effect of rendering illegal or prohibiting the consummation of the Merger, or causing the Merger to be rescinded following the completion thereof.
The Merger Agreement contains certain termination rights for the Company and Parent. Upon termination of the Merger Agreement under specified limited circumstances, the Company will be required to pay Parent a termination fee of $1.0 billion. Specifically, this termination fee is payable by the Company to Parent because (1) the Company terminates the Merger Agreement to allow the Company to enter into a definitive agreement for a competing acquisition proposal that constitutes a Superior Proposal (as defined in the Merger Agreement); or (2) Parent terminates the Merger Agreement because the Company’s board of directors recommends that the Company’s stockholders vote against the adoption of the Merger Agreement or in favor of any competing acquisition proposal. This termination fee will also be payable by the Company to Parent in the event that, generally, (1) a competing acquisition proposal for 50% or more of the stock or consolidated assets of the Company has been publicly announced and not withdrawn, (2) the Merger Agreement is terminated because the Company’s stockholders fail to adopt the Merger Agreement or because the Company materially breaches the Merger Agreement, and (3) within twelve months of such termination of the Merger Agreement, the Company enters into a definitive agreement providing for a competing acquisition proposal for 50% or more of the stock or consolidated assets of the Company and such acquisition is subsequently consummated. Upon termination of the Merger Agreement under other specified limited circumstances, Parent will be required to pay the Company a termination fee of $1.0 billion. Specifically, this termination fee is payable by Parent to the Company if the Merger Agreement is terminated by the Company because (1) the conditions to Parent’s obligations to consummate the Merger are satisfied and the Parent fails to consummate the Merger as required pursuant to, and in the circumstances specified in, the Merger Agreement; or (2) Parent breaches of its representations, warranties or covenants in a manner that would cause the related closing conditions to not be satisfied. Mr. Musk has provided the Company with a limited guarantee in favor of the Company, which guarantees, among other things, the payment of the termination fee payable by Parent to the Company, subject to the conditions set forth therein.
In addition to the foregoing termination rights, and subject to certain limitations, either party may terminate the Merger Agreement if the Merger is not consummated by October 24, 2022, which date will be extended for six months if the closing conditions related to applicable antitrust and foreign investment clearances and the absence of any applicable law or order making illegal or prohibiting the Merger have not been satisfied as of such date.
v3.22.1
Summary of Significant Accounting Policies (Policies)
 3 Months Ended
Mar. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Basis of Presentation
Basis of Presentation
The consolidated financial statements include the accounts of Twitter, Inc. and its wholly-owned subsidiaries (collectively, “Twitter” or the “Company”). All intercompany accounts and transactions have been eliminated in consolidation.
The unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (GAAP). The unaudited interim consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements and reflect, in management’s opinion, all adjustments of a normal, recurring nature that are necessary for the fair statement of the Company’s financial position, results of operations and cash flows for the interim periods, but are not necessarily indicative of the results expected for the full fiscal year or any other period.
The interim consolidated financial statements and these related notes should be read in conjunction with the consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021.
Prior Period Reclassifications
Prior Period Reclassifications
Certain prior period amounts have been reclassified to conform to the current period presentation.
Use of Estimates
Use of Estimates
The preparation of the Company’s consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses, as well as related disclosure of contingent assets and liabilities. Actual results could differ materially from the Company’s estimates due to risks and uncertainties, including uncertainty in the current economic environment due to the global impact of the COVID-19 pandemic. To the extent that there are material differences between these estimates and actual results, the Company’s financial condition or operating results will be affected. The Company bases its estimates on past experience and other assumptions that the Company believes are reasonable under the circumstances, and the Company evaluates these estimates on an ongoing basis.
Recent Accounting Pronouncements
Recent Accounting Pronouncements
There have been no recent accounting pronouncements or changes in accounting pronouncements during the three months ended March 31, 2022, as compared to the recent accounting pronouncements described in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021, that are of significance or potential significance to the Company.
Revenue Recognition
Revenue Recognition
Revenue is recognized when the control of promised goods or services is transferred to customers at an amount that reflects the consideration to which the Company expects to be entitled to in exchange for those goods or services. The Company identifies its contracts with customers and all performance obligations within those contracts. The Company then determines the transaction price and allocates the transaction price to the performance obligations within the Company's contracts with customers, recognizing revenue when, or as the Company satisfies its performance obligations. While the majority of the Company's revenue transactions are based on standard business terms and conditions, the Company also enters into sales agreements with advertisers and data partners that sometimes involve multiple performance obligations and occasionally include non-standard terms or conditions.
Contract Balances
The Company enters into contracts with its customers, which may give rise to contract liabilities (deferred revenue) and contract assets (unbilled revenue). The payment terms and conditions within the Company’s contracts vary by the type and location of its customer and products or services purchased, the substantial majority of which are due in less than one year. When the timing of revenue recognition differs from the timing of payments made by customers, the Company recognizes either unbilled revenue (its performance precedes the billing date) or deferred revenue (customer payment is received in advance of performance).
Unbilled Revenue (Contract Assets)
The Company presents unbilled revenue on the consolidated balance sheets within prepaid expenses and other current assets and within other assets. The Company’s contracts do not contain material financing components. The Company's unbilled revenue primarily consists of amounts that have yet to be billed under contracts with escalating fee structures. Specifically, because the Company generally recognizes revenue on a straight-line basis for data licensing arrangements with escalating fee structures, revenue recognized represents amounts to which the Company is contractually entitled; however, the revenue recognized exceeds the amounts the Company has a right to bill as of the period end, thus resulting in unbilled revenue.
Deferred Revenue (Contract Liabilities)
The Company presents deferred revenue primarily within accrued and other current liabilities on the consolidated balance sheets and there is not expected to be any material non-current contract liabilities given the Company's contracting provisions. The Company's deferred revenue balance primarily consists of cash payments due in advance of satisfying its performance obligations relating to data licensing contracts and performance obligations given to customers based on their spend relating to advertising contracts, for which the Company defers, as they represent material rights. The Company recognizes deferred revenue relating to its data licensing contracts on a straight-line basis over the period in which the Company provides data. The Company recognizes deferred revenue relating to its advertising contracts based on the amount of customer spend and the relative standalone selling price of the material rights.
Fair Value Measurements Fair Value MeasurementsThe Company measures its cash equivalents, short-term investments and derivative financial instruments at fair value. The Company classifies its cash equivalents, short-term investments and derivative financial instruments within Level 1 or Level 2 because the Company values these investments using quoted market prices or alternative pricing sources and models utilizing market observable inputs. The fair value of the Company’s Level 1 financial assets is based on quoted market prices of the identical underlying security. The fair value of the Company’s Level 2 financial assets is based on inputs that are directly or indirectly observable in the market, including the readily-available pricing sources for the identical underlying security that may not be actively traded.
Investments in Privately-Held Companies The Company makes strategic investments in privately-held companies that primarily consist of non-marketable equity securities without readily determinable fair values. The Company evaluates each investee to determine if the investee is a variable interest entity and, if so, whether the Company is the primary beneficiary of the variable interest entity. The Company has determined, as of March 31, 2022, there were no variable interest entities required to be consolidated in the Company’s consolidated financial statements.
v3.22.1
Revenue (Tables)
 3 Months Ended
Mar. 31, 2022
Revenue from Contract with Customer [Abstract]  
Revenue from External Customers by Products and Services
Revenue by geography is based on the billing address of the customers. The following tables set forth revenue by services and revenue by geographic area (in thousands):
Three Months Ended March 31,
20222021
Revenue by services:
Advertising services$1,106,578 $898,840 
Subscription and other (1)
94,406 137,178 
Total revenue$1,200,984 $1,036,018 
(1) To better reflect the Company's business opportunities, including the sale of MoPub and the launch of Twitter Blue, the name of “Data Licensing and Other Revenue” has been updated to “Subscription and Other Revenue”. This revenue line includes subscription revenue from the Twitter Developer Platform, Twitter Blue, and other subscription-related offerings.
Revenue from External Customers by Geographic Areas
Three Months Ended March 31,
20222021
Revenue by geographic area:
United States$671,500 $556,220 
Japan179,593 169,964 
Rest of World349,891 309,834 
Total revenue$1,200,984 $1,036,018 
Summary of Contract Balances The following table presents contract balances (in thousands):
March 31,
2022		December 31,
2021
Unbilled revenue$35,930 $44,880 
Deferred revenue$67,194 $79,414 
Summary of Revenue Expected to Recognize on Remaining Performance Obligations Over the Time Periods The Company expects to recognize this amount as revenue over the following time periods (in thousands):
Remaining Performance Obligations

Total		Remainder of 202220232024 and Thereafter
Revenue expected to be recognized on remaining performance obligations$627,164 $182,862 $194,894 $249,408 
v3.22.1
Cash, Cash Equivalents and Short-term Investments (Tables)
 3 Months Ended
Mar. 31, 2022
Cash and Cash Equivalents [Abstract]  
Cash, Cash and Equivalents and Short-term Investments Cash, cash equivalents and short-term investments consist of the following (in thousands):
March 31,
2022		December 31,
2021
Cash and cash equivalents:
Cash$334,478 $336,958 
Money market funds760,677 1,000,671 
U.S. government and agency securities99,972 — 
Corporate notes, commercial paper and certificates of deposit1,088,181 848,920 
Total cash and cash equivalents$2,283,308 $2,186,549 
Short-term investments:
U.S. government and agency securities$306,805 $374,868 
Corporate notes, commercial paper and certificates of deposit3,669,368 3,829,123 
Marketable equity securities2,472 3,142 
Total short-term investments$3,978,645 $4,207,133 
Contractual Maturities of Securities Classified as Available-for-Sale The contractual maturities of debt securities classified as available-for-sale as of March 31, 2022 were as follows (in thousands):
March 31,
2022
Due within one year$2,504,096 
Due after one year through five years1,472,077 
Total
$3,976,173 
Summary of Unrealized Gains and Losses Related to Available-for-Sale Securities Classified as Short-term Investments
The following tables summarize unrealized gains and losses related to available-for-sale debt securities classified as short-term investments on the Company’s consolidated balance sheets (in thousands):

March 31, 2022
Gross
Amortized
Cost		Gross
Unrealized
Gains		Gross
Unrealized
Losses		Aggregated
Estimated
Fair Value
U.S. government and agency securities$311,105 $— $(4,300)$306,805 
Corporate notes, commercial paper and certificates of deposit3,703,202 498 (34,332)3,669,368 
Total available-for-sale debt securities classified as short-term investments
$4,014,307 $498 $(38,632)$3,976,173 
December 31, 2021
Gross
Amortized
Cost		Gross
Unrealized
Gains		Gross
Unrealized
Losses		Aggregated
Estimated
Fair Value
U.S. government and agency securities$376,966 $12 $(2,110)$374,868 
Corporate notes, commercial paper and certificates of deposit3,832,983 4,873 (8,733)3,829,123 
Total available-for-sale debt securities classified as short-term investments
$4,209,949 $4,885 $(10,843)$4,203,991 
v3.22.1
Fair Value Measurements (Tables)
 3 Months Ended
Mar. 31, 2022
Fair Value Disclosures [Abstract]  
Schedule of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis
The following tables set forth the fair value of the Company’s financial assets and liabilities measured at fair value on a recurring basis as of March 31, 2022 and December 31, 2021 based on the three-tier fair value hierarchy (in thousands):
March 31, 2022
Level 1Level 2Total
Assets
Cash equivalents:
Money market funds$760,677 $— $760,677 
U.S. government and agency securities— 99,972 99,972 
Commercial paper— 1,076,175 1,076,175 
Certificates of deposit— 12,006 12,006 
Short-term investments:
U.S. government and agency securities— 306,805 306,805 
Corporate notes— 2,163,942 2,163,942 
Commercial paper— 1,146,247 1,146,247 
Certificates of deposit— 359,179 359,179 
Marketable equity securities2,472 — 2,472 
Other current assets:
Foreign currency contracts— 8,630 8,630 
Total$763,149 $5,172,956 $5,936,105 
Liabilities
Other current liabilities:
Foreign currency contracts$— $5,322 $5,322 
Total$— $5,322 $5,322 
December 31, 2021
Level 1Level 2Total
Assets
Cash equivalents:
Money market funds$1,000,671 $— $1,000,671 
Commercial paper— 843,919 843,919 
Certificates of deposit— 5,001 5,001 
Short-term investments:
U.S. government and agency securities— 374,868 374,868 
Corporate notes— 2,633,777 2,633,777 
Commercial paper— 953,103 953,103 
Certificates of deposit— 242,243 242,243 
Marketable equity securities3,142 — 3,142 
Other current assets:
Foreign currency contracts— 7,849 7,849 
Total$1,003,813 $5,060,760 $6,064,573 
Liabilities
Other current liabilities:
Foreign currency contracts$— $2,125 $2,125 
Total$— $2,125 $2,125 
Schedule of Convertible and Senior Notes Measured at Fair Value The following table sets forth the estimated fair value of the Company's convertible and senior notes outstanding as of March 31, 2022 based on the three-tier fair value hierarchy (in thousands):
March 31, 2022
Level 2Level 3Total
$1.15 billion in aggregate principal amount of 0.25% convertible senior notes due in 2024 (the 2024 Notes)
$1,179,555 $— $1,179,555 
$1.0 billion in aggregate principal amount of 0.375% convertible senior notes due in 2025 (the 2025 Notes)
—1,130,0601,130,060
$1.44 billion in aggregate principal amount of 0% convertible senior notes due in 2026 (the 2026 Notes)
1,220,438—1,220,438
$700.0 million in aggregate principal amount of 3.875% senior notes due in 2027 (the 2027 Notes)
679,875—679,875
$1.0 billion in aggregate principal amount of 5.000% senior notes due in 2030 (the 2030 Notes)
993,750—993,750
Total
$4,073,618 $1,130,060 $5,203,678 
Schedule of Fair Values of Outstanding Derivative Instruments The fair values of outstanding derivative instruments for the periods presented on a gross basis are as follows (in thousands):
Balance Sheet LocationMarch 31,
2022		December 31,
2021
Assets
Foreign currency contracts not designated as hedging instrumentsOther current assets$8,630 $7,849 
Liabilities
Foreign currency contracts not designated as hedging instrumentsOther current liabilities$5,322 $2,125 
v3.22.1
Property and Equipment, Net (Tables)
 3 Months Ended
Mar. 31, 2022
Property, Plant and Equipment [Abstract]  
Schedule of Property and Equipment, Net The following tables set forth property and equipment, net by type and by geographic area for the periods presented (in thousands):
March 31,
2022		December 31,
2021
Property and equipment, net
Equipment$2,671,127 $2,603,304 
Furniture and leasehold improvements517,020 470,678 
Capitalized software1,051,084 948,710 
Construction in progress225,472 261,267 
Total4,464,703 4,283,959 
Less: Accumulated depreciation and amortization(2,314,122)(2,201,799)
Property and equipment, net$2,150,581 $2,082,160 
Property and Equipment Net by Geographic Area
March 31,
2022		December 31,
2021
Property and equipment, net:
United States$2,100,821 $2,038,597 
International49,760 43,563 
Total property and equipment, net$2,150,581 $2,082,160 
v3.22.1
Operating Leases (Tables)
 3 Months Ended
Mar. 31, 2022
Leases [Abstract]  
Summary of Future Operating Lease Payments Under Leases and Sublease Income Future lease payments under operating leases and sublease income as of March 31, 2022 were as follows (in thousands):
Operating
Leases		Sublease
Income
Year Ending December 31,
Remainder of 2022$210,209 $(3,302)
2023234,934 (3,187)
2024234,902 (1,725)
2025229,758 (120)
2026207,427 — 
Thereafter686,129 — 
Total future lease payments (receipts)1,803,359 $(8,334)
Less: leases not yet commenced(229,432)
Less: imputed interest(191,643)
Total operating lease liabilities$1,382,284 
Reconciliation of operating lease liabilities as shown on the consolidated balance sheets
Operating lease liabilities, short-term$208,405 
Operating lease liabilities, long-term1,173,879 
Total operating lease liabilities$1,382,284 
Summary of Future Operating Lease Payments Under Leases and Sublease Income Future lease payments under operating leases and sublease income as of March 31, 2022 were as follows (in thousands):
Operating
Leases		Sublease
Income
Year Ending December 31,
Remainder of 2022$210,209 $(3,302)
2023234,934 (3,187)
2024234,902 (1,725)
2025229,758 (120)
2026207,427 — 
Thereafter686,129 — 
Total future lease payments (receipts)1,803,359 $(8,334)
Less: leases not yet commenced(229,432)
Less: imputed interest(191,643)
Total operating lease liabilities$1,382,284 
Reconciliation of operating lease liabilities as shown on the consolidated balance sheets
Operating lease liabilities, short-term$208,405 
Operating lease liabilities, long-term1,173,879 
Total operating lease liabilities$1,382,284 
v3.22.1
Goodwill and Intangible Assets (Tables)
 3 Months Ended
Mar. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of Goodwill Activities The following table presents the goodwill activities for the periods presented (in thousands):
Goodwill
Balance as of December 31, 2021$1,301,520 
Other(3,058)
Balance as of March 31, 2022$1,298,462 
Schedule of Intangible Assets The following table presents the detail of intangible assets for the periods presented (in thousands):
Gross Carrying
Value		Accumulated
Amortization		Net Carrying
Value
March 31, 2022:
Patents and developed technologies$106,261 $(64,650)$41,611 
Other23,500 (5,386)18,114 
Total$129,761 $(70,036)$59,725 
December 31, 2021:
Patents and developed technologies$106,261 $(57,988)$48,273 
Assembled workforce23,500 (2,449)21,051 
Total$129,761 $(60,437)$69,324 
Schedule of Estimated Future Amortization Expenses
Estimated future amortization expense as of March 31, 2022 is as follows (in thousands):
Remainder of 2022$21,667 
202319,467 
20246,673 
20252,510 
20262,410 
Thereafter6,998 
Total$59,725 
v3.22.1
Accrued and Other Current Liabilities (Tables)
 3 Months Ended
Mar. 31, 2022
Payables and Accruals [Abstract]  
Schedule of Accrued Liabilities
The following table presents the detail of accrued and other current liabilities for the periods presented (in thousands):

March 31,
2022		December 31,
2021
Accrued compensation$261,051 $325,113 
Federal Trade Commission accrual (see Note 15)
— 150,000 
Deferred revenue64,404 78,541 
Accrued operations and engineering costs58,705 55,682 
Accrued professional services57,809 41,321 
Accrued tax liabilities54,294 47,830 
Accrued publisher, content and ad network costs46,083 45,025 
Accrued other196,432 174,838 
Total$738,778 $918,350 
v3.22.1
Convertible Notes and Senior Notes (Tables)
 3 Months Ended
Mar. 31, 2022
Debt Disclosure [Abstract]  
Components of Notes
The Notes consisted of the following (in thousands):
March 31, 2022
2024 Notes2025 Notes2026 Notes2027 Notes2030 Notes
Principal amounts:
Principal
$1,150,000 $1,000,000 $1,437,500 $700,000 $1,000,000 
Unamortized debt discount and issuance costs
(4,547)(8,679)(13,207)(5,756)(11,130)
Net carrying amount
$1,145,453 $991,321 $1,424,293 $694,244 $988,870 

December 31, 2021
2024 Notes2025 Notes2026 Notes2027 Notes
Principal amounts:
Principal
$1,150,000 $1,000,000 $1,437,500 $700,000 
Unamortized debt discount and issuance costs
(5,052)(9,399)(14,026)(6,004)
Net carrying amount
$1,144,948 $990,601 $1,423,474 $693,996 
Future Principal Payments on Company's Notes
The following table summarizes the aggregate future principal payments on the Company’s Notes as of March 31, 2022 (in thousands):
Convertible NotesSenior Notes
Remainder of 2022$— $— 
2023— — 
20241,150,000 — 
2025 (1)
1,000,000 — 
20261,437,500 — 
Thereafter— 1,700,000 
Total $3,587,500 $1,700,000 

(1) The 2025 Notes are convertible at the option of the holder at any time until the scheduled trading day prior to the maturity date, including in connection with a redemption by the Company.
v3.22.1
Net Income per Share (Tables)
 3 Months Ended
Mar. 31, 2022
Earnings Per Share [Abstract]  
Basic and Diluted Net Income Per Share The following table presents the calculation of basic and diluted net income per share for periods presented (in thousands, except per share data):
Three Months Ended March 31,
20222021
Basic net income per share:
Numerator
Net income
$513,286 $68,005 
Denominator
Weighted-average common shares outstanding780,534 797,667 
Weighted-average restricted stock subject to repurchase(1,597)(2,034)
Weighted-average shares used to compute basic net income per share
778,937 795,633 
Basic net income per share
$0.66 $0.09 
Diluted net income per share:
Numerator
Net income
$513,286 $68,005 
Interest expense on convertible notes, net of tax2,027 — 
Numerator used to compute diluted net income per share
515,313 68,005 
Denominator
Number of shares used in basic computation778,937 795,633 
Weighted-average effect of dilutive securities:
Convertible notes55,277 55,277 
RSUs3,571 17,575 
Stock options224 756 
Other581 2,946 
Weighted-average shares used to compute diluted net income per share
838,590 872,187 
Diluted net income per share
$0.61 $0.08 
Summary of Potential Common Shares Excluded from Calculation of Diluted Net Income Per Share Attributable to Common Stockholders
The following numbers of potential common shares at the end of each period were excluded from the calculation of diluted net income per share because their effect would have been anti-dilutive for the periods presented (in thousands):
Three Months Ended March 31,
20222021
Warrants31,18043,467
Convertible notes—12,287
RSUs56,2372,354
Shares subject to repurchase and others43,119392
v3.22.1
Stockholders' Equity (Tables)
 3 Months Ended
Mar. 31, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Compensation Expense Allocated Stock-based compensation expense is allocated based on the cost center to which the award holder belongs. Total stock-based compensation expense by function is as follows (in thousands):
Three Months Ended March 31,
20222021
Cost of revenue$12,880 $8,732 
Research and development106,604 65,156 
Sales and marketing29,164 21,171 
General and administrative28,615 15,814 
Total stock-based compensation expense$177,263 $110,873 
PRSUs  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Summary of RSU Activity The following table summarizes the activity related to the Company’s PRSUs for the three months ended March 31, 2022 (in thousands, except per share data):
PRSUs Outstanding
SharesWeighted-
Average Grant-
Date Fair Value
Per Share
Unvested and outstanding at December 31, 2021456 $52.89 
Additional earned performance shares related to 2021 grants4 $71.22 
Vested
(202)$48.36 
Forfeited or canceled(22)$71.22 
Unvested and outstanding at March 31, 2022236 $55.38 
Market-based RSU  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Summary of RSU Activity The following table summarizes the activity related to the Company’s market-based restricted stock units for the three months ended March 31, 2022 (in thousands, except per share data):
Market-based RSUs Outstanding
SharesWeighted-
Average Grant-
Date Fair Value
Per Share
Unvested and outstanding at December 31, 20212,921 $31.64 
Forfeited or canceled(256)$34.85 
Unvested and outstanding at March 31, 20222,665 $31.33 
RSUs  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Summary of RSU Activity The following table summarizes the activity related to the Company’s restricted stock units (RSUs), excluding PRSUs and market-based RSUs, for the three months ended March 31, 2022. For purposes of this table, vested RSUs represent the shares for which the service condition had been fulfilled as of each respective date (in thousands, except per share data):
RSUs Outstanding
SharesWeighted-
Average Grant-
Date Fair Value
Per Share
Unvested and outstanding at December 31, 202137,394 $48.14 
Granted35,846 $38.35 
Vested(3,919)$43.53 
Canceled(1,746)$48.23 
Unvested and outstanding at March 31, 202267,575 $43.22 
v3.22.1
Revenue - Revenue by Services and Revenue by Geographic Area (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Segment Reporting, Revenue Reconciling Item [Line Items]    
Revenue $ 1,200,984 $ 1,036,018
United States    
Segment Reporting, Revenue Reconciling Item [Line Items]    
Revenue 671,500 556,220
Japan    
Segment Reporting, Revenue Reconciling Item [Line Items]    
Revenue 179,593 169,964
Rest of World    
Segment Reporting, Revenue Reconciling Item [Line Items]    
Revenue 349,891 309,834
Advertising services    
Segment Reporting, Revenue Reconciling Item [Line Items]    
Revenue 1,106,578 898,840
Subscription and other    
Segment Reporting, Revenue Reconciling Item [Line Items]    
Revenue $ 94,406 $ 137,178
v3.22.1
Revenue - Summary of Contract Balances (Details) - USD ($)
$ in Thousands
Mar. 31, 2022
Dec. 31, 2021
Revenue from Contract with Customer [Abstract]    
Unbilled revenue $ 35,930 $ 44,880
Deferred revenue $ 67,194 $ 79,414
v3.22.1
Revenue - Additional Information (Details)
$ in Thousands
 3 Months Ended
Mar. 31, 2022
USD ($)
Revenue from Contract with Customer [Abstract]  
Deferred revenue, revenue recognized $ 52,700
Aggregate amount of transaction price allocated to remaining performance obligations $ 627,164
v3.22.1
Revenue - Summary of Revenue Expected to Recognize on Remaining Performance Obligations Over the Time Periods (Details)
$ in Thousands
Mar. 31, 2022
USD ($)
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Revenue expected to be recognized on remaining performance obligations $ 627,164
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-04-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Revenue expected to be recognized on remaining performance obligations $ 182,862
Revenue, remaining performance obligation, expected timing of satisfaction, period 9 months
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Revenue expected to be recognized on remaining performance obligations $ 194,894
Revenue, remaining performance obligation, expected timing of satisfaction, period 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Revenue expected to be recognized on remaining performance obligations $ 249,408
Revenue, remaining performance obligation, expected timing of satisfaction, period
v3.22.1
Cash, Cash Equivalents and Short-term Investments - Schedule of Components (Details) - USD ($)
$ in Thousands
Mar. 31, 2022
Dec. 31, 2021
Mar. 31, 2021
Cash and cash equivalents:      
Cash $ 334,478 $ 336,958  
Total cash and cash equivalents 2,283,308 2,186,549 $ 4,248,702
Short-term investments:      
Debt securities, available-for-sale 3,976,173 4,203,991  
Marketable equity securities 2,472 3,142  
Total short-term investments 3,978,645 4,207,133  
Money market funds      
Cash and cash equivalents:      
Total cash and cash equivalents 760,677 1,000,671  
U.S. government and agency securities      
Cash and cash equivalents:      
Total cash and cash equivalents 99,972 0  
Corporate notes, commercial paper and certificates of deposit      
Cash and cash equivalents:      
Total cash and cash equivalents 1,088,181 848,920  
Short-term investments:      
Debt securities, available-for-sale 3,669,368 3,829,123  
U.S. government and agency securities      
Short-term investments:      
Debt securities, available-for-sale $ 306,805 $ 374,868  
v3.22.1
Cash, Cash Equivalents and Short-term Investments - Contractual Maturities (Details) - USD ($)
$ in Thousands
Mar. 31, 2022
Dec. 31, 2021
Cash And Cash Equivalents And Marketable Securities [Abstract]    
Due within one year $ 2,504,096  
Due after one year through five years 1,472,077  
Total $ 3,976,173 $ 4,203,991
v3.22.1
Cash, Cash Equivalents and Short-term Investments - Summary of Unrealized Gains and Losses (Details) - USD ($)
$ in Thousands
Mar. 31, 2022
Dec. 31, 2021
Debt Securities, Available-for-sale [Line Items]    
Gross Amortized Cost $ 4,014,307 $ 4,209,949
Gross Unrealized Gains 498 4,885
Gross Unrealized Losses (38,632) (10,843)
Debt securities, available-for-sale 3,976,173 4,203,991
U.S. government and agency securities    
Debt Securities, Available-for-sale [Line Items]    
Gross Amortized Cost 311,105 376,966
Gross Unrealized Gains 0 12
Gross Unrealized Losses (4,300) (2,110)
Debt securities, available-for-sale 306,805 374,868
Corporate notes, commercial paper and certificates of deposit    
Debt Securities, Available-for-sale [Line Items]    
Gross Amortized Cost 3,703,202 3,832,983
Gross Unrealized Gains 498 4,873
Gross Unrealized Losses (34,332) (8,733)
Debt securities, available-for-sale $ 3,669,368 $ 3,829,123
v3.22.1
Cash, Cash Equivalents and Short-term Investments - Narrative (Details) - USD ($)
$ in Thousands
Mar. 31, 2022
Dec. 31, 2021
Investments, Debt and Equity Securities [Abstract]    
Gross unrealized loss $ 38,632 $ 10,843
v3.22.1
Fair Value Measurements - Schedule of Financial Instruments on a Recurring Basis (Details) - USD ($)
$ in Thousands
Mar. 31, 2022
Dec. 31, 2021
Fair Value, Net Asset (Liability) [Abstract]    
Debt securities, available-for-sale $ 3,976,173 $ 4,203,991
Marketable equity securities 2,472 3,142
Other current assets 8,630 7,849
Other current liabilities 5,322 2,125
U.S. government and agency securities    
Fair Value, Net Asset (Liability) [Abstract]    
Debt securities, available-for-sale 306,805 374,868
Fair Value, Measurements, Recurring    
Fair Value, Net Asset (Liability) [Abstract]    
Marketable equity securities 2,472 3,142
Assets 5,936,105 6,064,573
Liabilities 5,322 2,125
Fair Value, Measurements, Recurring | Foreign currency contracts    
Fair Value, Net Asset (Liability) [Abstract]    
Other current assets 8,630 7,849
Other current liabilities 5,322 2,125
Fair Value, Measurements, Recurring | Money market funds    
Fair Value, Net Asset (Liability) [Abstract]    
Cash equivalents 760,677 1,000,671
Fair Value, Measurements, Recurring | U.S. government and agency securities    
Fair Value, Net Asset (Liability) [Abstract]    
Cash equivalents 99,972  
Fair Value, Measurements, Recurring | Commercial paper    
Fair Value, Net Asset (Liability) [Abstract]    
Cash equivalents 1,076,175 843,919
Debt securities, available-for-sale 1,146,247 953,103
Fair Value, Measurements, Recurring | Certificates of deposit    
Fair Value, Net Asset (Liability) [Abstract]    
Cash equivalents 12,006 5,001
Debt securities, available-for-sale 359,179 242,243
Fair Value, Measurements, Recurring | U.S. government and agency securities    
Fair Value, Net Asset (Liability) [Abstract]    
Debt securities, available-for-sale 306,805 374,868
Fair Value, Measurements, Recurring | Corporate notes    
Fair Value, Net Asset (Liability) [Abstract]    
Debt securities, available-for-sale 2,163,942 2,633,777
Fair Value, Measurements, Recurring | Level 1    
Fair Value, Net Asset (Liability) [Abstract]    
Marketable equity securities 2,472 3,142
Assets 763,149 1,003,813
Liabilities 0 0
Fair Value, Measurements, Recurring | Level 1 | Foreign currency contracts    
Fair Value, Net Asset (Liability) [Abstract]    
Other current assets 0 0
Other current liabilities 0 0
Fair Value, Measurements, Recurring | Level 1 | Money market funds    
Fair Value, Net Asset (Liability) [Abstract]    
Cash equivalents 760,677 1,000,671
Fair Value, Measurements, Recurring | Level 1 | U.S. government and agency securities    
Fair Value, Net Asset (Liability) [Abstract]    
Cash equivalents 0  
Fair Value, Measurements, Recurring | Level 1 | Commercial paper    
Fair Value, Net Asset (Liability) [Abstract]    
Cash equivalents 0 0
Debt securities, available-for-sale 0 0
Fair Value, Measurements, Recurring | Level 1 | Certificates of deposit    
Fair Value, Net Asset (Liability) [Abstract]    
Cash equivalents 0 0
Debt securities, available-for-sale 0 0
Fair Value, Measurements, Recurring | Level 1 | U.S. government and agency securities    
Fair Value, Net Asset (Liability) [Abstract]    
Debt securities, available-for-sale 0 0
Fair Value, Measurements, Recurring | Level 1 | Corporate notes    
Fair Value, Net Asset (Liability) [Abstract]    
Debt securities, available-for-sale 0 0
Fair Value, Measurements, Recurring | Level 2    
Fair Value, Net Asset (Liability) [Abstract]    
Marketable equity securities 0 0
Assets 5,172,956 5,060,760
Liabilities 5,322 2,125
Fair Value, Measurements, Recurring | Level 2 | Foreign currency contracts    
Fair Value, Net Asset (Liability) [Abstract]    
Other current assets 8,630 7,849
Other current liabilities 5,322 2,125
Fair Value, Measurements, Recurring | Level 2 | Money market funds    
Fair Value, Net Asset (Liability) [Abstract]    
Cash equivalents 0 0
Fair Value, Measurements, Recurring | Level 2 | U.S. government and agency securities    
Fair Value, Net Asset (Liability) [Abstract]    
Cash equivalents 99,972  
Fair Value, Measurements, Recurring | Level 2 | Commercial paper    
Fair Value, Net Asset (Liability) [Abstract]    
Cash equivalents 1,076,175 843,919
Debt securities, available-for-sale 1,146,247 953,103
Fair Value, Measurements, Recurring | Level 2 | Certificates of deposit    
Fair Value, Net Asset (Liability) [Abstract]    
Cash equivalents 12,006 5,001
Debt securities, available-for-sale 359,179 242,243
Fair Value, Measurements, Recurring | Level 2 | U.S. government and agency securities    
Fair Value, Net Asset (Liability) [Abstract]    
Debt securities, available-for-sale 306,805 374,868
Fair Value, Measurements, Recurring | Level 2 | Corporate notes    
Fair Value, Net Asset (Liability) [Abstract]    
Debt securities, available-for-sale $ 2,163,942 $ 2,633,777
v3.22.1
Fair Value Measurements - Schedule of Fair Values of Convertible and Senior Notes Outstanding (Details) - USD ($)
Mar. 31, 2022
Feb. 28, 2022
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]            
Debt instrument, fair value disclosure $ 5,203,678,000          
Level 2            
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]            
Debt instrument, fair value disclosure 4,073,618,000          
Level 3            
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]            
Debt instrument, fair value disclosure 1,130,060,000          
Convertible Notes Due 2024 | Convertible Notes            
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]            
Debt instrument, fair value disclosure 1,179,555,000          
Debt instrument, principal amount $ 1,150,000,000   $ 1,150,000,000     $ 1,150,000,000
Debt Instrument, percentage 0.25%         0.25%
Convertible Notes Due 2024 | Convertible Notes | Level 2            
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]            
Debt instrument, fair value disclosure $ 1,179,555,000          
Convertible Notes Due 2024 | Convertible Notes | Level 3            
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]            
Debt instrument, fair value disclosure 0          
Convertible Notes Due 2025 | Convertible Notes            
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]            
Debt instrument, fair value disclosure 1,130,060,000          
Debt instrument, principal amount $ 1,000,000,000   1,000,000,000 $ 1,000,000,000    
Debt Instrument, percentage 0.375%     0.375%    
Convertible Notes Due 2025 | Convertible Notes | Level 2            
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]            
Debt instrument, fair value disclosure $ 0          
Convertible Notes Due 2025 | Convertible Notes | Level 3            
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]            
Debt instrument, fair value disclosure 1,130,060,000          
Convertible Notes Due 2026 | Convertible Notes            
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]            
Debt instrument, fair value disclosure 1,220,438,000          
Debt instrument, principal amount $ 1,437,500,000   $ 1,437,500,000      
Debt Instrument, percentage 0.00%   0.00%      
Convertible Notes Due 2026 | Convertible Notes | Level 2            
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]            
Debt instrument, fair value disclosure $ 1,220,438,000          
Convertible Notes Due 2026 | Convertible Notes | Level 3            
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]            
Debt instrument, fair value disclosure 0          
Senior Notes Due 2027 | Senior Notes            
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]            
Debt instrument, fair value disclosure 679,875,000          
Debt instrument, principal amount $ 700,000,000   $ 700,000,000   $ 700,000,000  
Debt Instrument, percentage 3.875%       3.875%  
Senior Notes Due 2027 | Senior Notes | Level 2            
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]            
Debt instrument, fair value disclosure $ 679,875,000          
Senior Notes Due 2027 | Senior Notes | Level 3            
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]            
Debt instrument, fair value disclosure 0          
Senior Notes Due 2030 | Senior Notes            
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]            
Debt instrument, fair value disclosure 993,750,000          
Debt instrument, principal amount $ 1,000,000,000 $ 1,000,000,000        
Debt Instrument, percentage 5.00% 5.00%        
Senior Notes Due 2030 | Senior Notes | Level 2            
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]            
Debt instrument, fair value disclosure $ 993,750,000          
Senior Notes Due 2030 | Senior Notes | Level 3            
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]            
Debt instrument, fair value disclosure $ 0          
v3.22.1
Fair Value Measurements - Additional Information (Details) - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Dec. 31, 2021
Fair Value Disclosures [Abstract]      
Notional principal of foreign currency contracts outstanding $ 786.0   $ 910.5
Net losses on foreign currency contracts $ (3.9) $ (2.1)  
v3.22.1
Fair Value Measurements - Schedule of Fair Values of Outstanding Derivative Instruments (Details) - USD ($)
$ in Thousands
Mar. 31, 2022
Dec. 31, 2021
Assets    
Foreign currency contracts not designated as hedging instruments $ 8,630 $ 7,849
Liabilities    
Foreign currency contracts not designated as hedging instruments $ 5,322 $ 2,125
v3.22.1
Property and Equipment, Net (Details) - USD ($)
$ in Thousands
Mar. 31, 2022
Dec. 31, 2021
Property and equipment, net    
Property and equipment, net $ 4,464,703 $ 4,283,959
Less: Accumulated depreciation and amortization (2,314,122) (2,201,799)
Property and equipment, net 2,150,581 2,082,160
Equipment    
Property and equipment, net    
Property and equipment, net 2,671,127 2,603,304
Furniture and leasehold improvements    
Property and equipment, net    
Property and equipment, net 517,020 470,678
Capitalized software    
Property and equipment, net    
Property and equipment, net 1,051,084 948,710
Construction in progress    
Property and equipment, net    
Property and equipment, net $ 225,472 $ 261,267
v3.22.1
Property and Equipment, Net - By Geographic (Details) - USD ($)
$ in Thousands
Mar. 31, 2022
Dec. 31, 2021
Property and equipment, net:    
Property and equipment, net $ 2,150,581 $ 2,082,160
United States    
Property and equipment, net:    
Property and equipment, net 2,100,821 2,038,597
International    
Property and equipment, net:    
Property and equipment, net $ 49,760 $ 43,563
v3.22.1
Operating Leases - Additional Information (Details) - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Leases [Abstract]    
Operating lease right-of-use assets obtained in exchange for operating lease obligations $ 146.6 $ 123.5
v3.22.1
Operating Leases - Summary of Future Lease Payments under Leases and Sublease Income (Details) - USD ($)
$ in Thousands
Mar. 31, 2022
Dec. 31, 2021
Operating Leases    
Remainder of 2022 $ 210,209  
2023 234,934  
2024 234,902  
2025 229,758  
2026 207,427  
Thereafter 686,129  
Total future lease payments (receipts) 1,803,359  
Less: leases not yet commenced (229,432)  
Less: imputed interest (191,643)  
Total operating lease liabilities 1,382,284  
Sublease Income    
Remainder of 2022 (3,302)  
2023 (3,187)  
2024 (1,725)  
2025 (120)  
2026 0  
Thereafter 0  
Total future lease payments (receipts) (8,334)  
Reconciliation of operating lease liabilities as shown on the consolidated balance sheets    
Operating lease liabilities, short-term 208,405 $ 222,346
Operating lease liabilities, long-term 1,173,879 $ 1,071,209
Total operating lease liabilities $ 1,382,284  
v3.22.1
Goodwill and Intangible Assets - Schedule of Goodwill Activities (Details)
$ in Thousands
 3 Months Ended
Mar. 31, 2022
USD ($)
Goodwill  
Beginning balance $ 1,301,520
Other (3,058)
Ending balance $ 1,298,462
v3.22.1
Goodwill and Intangible Assets - Additional Information (Details) - USD ($)
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]    
Impairment charges on goodwill $ 0 $ 0
Amortization of intangible assets $ 9,600,000 $ 8,100,000
v3.22.1
Goodwill and Intangible Assets - Schedule of Intangible Assets (Details) - USD ($)
$ in Thousands
Mar. 31, 2022
Dec. 31, 2021
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Value $ 129,761 $ 129,761
Accumulated Amortization (70,036) (60,437)
Net Carrying Value 59,725 69,324
Patents and developed technologies    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Value 106,261 106,261
Accumulated Amortization (64,650) (57,988)
Net Carrying Value 41,611 48,273
Other    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Value 23,500 23,500
Accumulated Amortization (5,386) (2,449)
Net Carrying Value $ 18,114 $ 21,051
v3.22.1
Goodwill and Intangible Assets - Schedule of Estimated Future Amortization Expenses (Details) - USD ($)
$ in Thousands
Mar. 31, 2022
Dec. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]    
Remainder of 2022 $ 21,667  
2023 19,467  
2024 6,673  
2025 2,510  
2026 2,410  
Thereafter 6,998  
Net Carrying Value $ 59,725 $ 69,324
v3.22.1
Accrued and Other Current Liabilities (Details) - USD ($)
$ in Thousands
Mar. 31, 2022
Dec. 31, 2021
Payables and Accruals [Abstract]    
Accrued compensation $ 261,051 $ 325,113
Federal Trade Commission accrual (see Note 15) 0 150,000
Deferred revenue 64,404 78,541
Accrued operations and engineering costs 58,705 55,682
Accrued professional services 57,809 41,321
Accrued tax liabilities 54,294 47,830
Accrued publisher, content and ad network costs 46,083 45,025
Accrued other 196,432 174,838
Total $ 738,778 $ 918,350
v3.22.1
Acquisitions and Other Investments - Investments in Privately-Held Companies (Details) - USD ($)
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Dec. 31, 2021
Investments, Debt and Equity Securities [Abstract]      
Non-marketable equity securities, combines carrying value $ 213,100,000   $ 207,400,000
Equity securities without readily determinable FV, impairment loss 0 $ 0  
Cumulative upward adjustment $ 85,700,000 $ 0  
v3.22.1
Sale of Asset Group (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Jan. 01, 2022
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]      
Gain on sale of asset group $ 970,474 $ 0  
Held-for-sale, not discontinued operations | MoPub      
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]      
Consideration     $ 1,050,000
Gain on sale of asset group $ 970,500    
v3.22.1
Convertible Notes and Senior Notes - Additional Information (Details)
$ / shares in Units, shares in Millions
 1 Months Ended 3 Months Ended 12 Months Ended
Feb. 28, 2022
USD ($)
Mar. 31, 2021
Mar. 31, 2022
USD ($)
d
D
$ / shares
Mar. 31, 2021
USD ($)
Dec. 31, 2021
USD ($)
Dec. 31, 2020
USD ($)
Dec. 31, 2019
USD ($)
Dec. 31, 2018
USD ($)
$ / shares
shares
Debt Instrument [Line Items]                
Exercise price of the warrants (USD per share) | $ / shares     $ 80.20          
Proceeds from issuance of warrants concurrent with note hedges     $ 0 $ 161,144,000        
Amortization of debt discount, prior to capitalization of interest     2,400,000 2,200,000        
Coupon interest expense     $ 13,300,000 $ 10,700,000        
Convertible Notes Due 2024                
Debt Instrument [Line Items]                
Exercise price of the warrants (USD per share) | $ / shares     $ 80.20          
Convertible Notes Due 2026                
Debt Instrument [Line Items]                
Exercise price of the warrants (USD per share) | $ / shares     $ 163.02          
The Notes                
Debt Instrument [Line Items]                
Interest payable     $ 583,900,000          
Current interest payable     $ 59,500,000          
Convertible Notes                
Debt Instrument [Line Items]                
Redemption price percentage   100.00% 100.00%          
Convertible Notes | Convertible Notes Due 2024                
Debt Instrument [Line Items]                
Principal     $ 1,150,000,000   $ 1,150,000,000     $ 1,150,000,000
Debt instrument, interest rate percentage     0.25%         0.25%
Proceeds from offerings, net of transaction costs               $ 1,140,000,000
Debt issuance costs               $ 12,300,000
Conversion price (USD per share) | $ / shares               $ 57.14
Shares covered by convertible note hedge | shares               20.1
Payments for derivative instrument               $ 268,000,000
Number of securities called by warrants or rights (in shares) | shares               20.1
Exercise price of the warrants (USD per share) | $ / shares               $ 80.20
Proceeds from issuance of warrants concurrent with note hedges               $ 186,800,000
Interest rate during period     0.43%          
Remaining period for convertible debt     26 months          
Convertible Notes | Convertible Notes Due 2024 | Debt Instrument, Redemption, Period One                
Debt Instrument [Line Items]                
Convertible debt instrument, consecutive trading days threshold | d     30          
Convertible Notes | Convertible Notes Due 2024 | Common stock                
Debt Instrument [Line Items]                
Conversion price (USD per share) | $ / shares     $ 57.14         $ 57.14
Debt Instrument, conversion ratio     0.0175001          
Convertible Notes | Convertible Notes Due 2025                
Debt Instrument [Line Items]                
Principal     $ 1,000,000,000   1,000,000,000 $ 1,000,000,000    
Debt instrument, interest rate percentage     0.375%     0.375%    
Proceeds from offerings, net of transaction costs           $ 985,300,000    
Redemption price percentage     100.00%          
Debt issuance costs           $ 14,700,000    
Convertible debt instrument, trading days threshold | d     20          
Convertible debt instrument, consecutive trading days threshold | d     30          
Convertible debt instrument, percentage of conversion price to trigger conversion to common stock     130.00%          
Interest rate during period     0.67%          
Remaining period for convertible debt     35 months          
Convertible Notes | Convertible Notes Due 2025 | Common stock                
Debt Instrument [Line Items]                
Conversion price (USD per share) | $ / shares     $ 41.50          
Debt Instrument, conversion ratio     0.0240964          
Convertible Notes | Convertible Notes Due 2026                
Debt Instrument [Line Items]                
Principal     $ 1,437,500,000   $ 1,437,500,000      
Debt instrument, interest rate percentage     0.00%   0.00%      
Proceeds from offerings, net of transaction costs         $ 1,420,000,000      
Debt issuance costs         16,800,000      
Conversion price (USD per share) | $ / shares               $ 130.03
Shares covered by convertible note hedge | shares               11.1
Payments for derivative instrument               $ 213,500,000
Number of securities called by warrants or rights (in shares) | shares               11.1
Exercise price of the warrants (USD per share) | $ / shares               $ 163.02
Proceeds from issuance of warrants concurrent with note hedges               $ 161,100,000
Interest rate during period     0.23%          
Remaining period for convertible debt     47 months          
Convertible Notes | Convertible Notes Due 2026 | Common stock                
Debt Instrument [Line Items]                
Conversion price (USD per share) | $ / shares     $ 130.03         $ 130.03
Debt Instrument, conversion ratio   0.076905            
Convertible Notes | Convertible Notes Due At 2021 and 2024 | Debt Instrument, Redemption, Period One                
Debt Instrument [Line Items]                
Convertible debt instrument, consecutive trading days threshold | d     30          
Convertible debt instrument, percentage of conversion price to trigger conversion to common stock     130.00%          
Convertible Notes | Convertible Notes Due At 2021 and 2024 | Debt Instrument, Redemption, Period Two                
Debt Instrument [Line Items]                
Convertible debt instrument, trading days threshold | D     5          
Convertible debt instrument, consecutive trading days threshold | D     5          
Convertible debt instrument, percentage of conversion price to trigger conversion to common stock     98.00%          
Convertible Notes | Convertible Notes Due At 2021 and 2024 | Minimum | Debt Instrument, Redemption, Period One                
Debt Instrument [Line Items]                
Convertible debt instrument, trading days threshold | d     20          
Senior Notes | Senior Notes Due 2030                
Debt Instrument [Line Items]                
Principal $ 1,000,000,000   $ 1,000,000,000          
Debt instrument, interest rate percentage 5.00%   5.00%          
Proceeds from offerings, net of transaction costs $ 988,700,000              
Debt issuance costs $ 11,300,000              
Interest rate during period     5.24%          
Remaining period for convertible debt     95 months          
Senior Notes | Senior Notes Due 2030 | Debt Instrument, Redemption, Period One                
Debt Instrument [Line Items]                
Redemption price percentage 100.00%              
Senior Notes | Senior Notes Due 2030 | Debt Instrument, Redemption, Period Two                
Debt Instrument [Line Items]                
Redemption price percentage 100.00%              
Senior Notes | Senior Notes Due 2030 | Debt Instrument, Redemption, Period Three                
Debt Instrument [Line Items]                
Redemption price percentage 101.00%              
Senior Notes | Senior Notes Due 2027                
Debt Instrument [Line Items]                
Principal     $ 700,000,000   $ 700,000,000   $ 700,000,000  
Debt instrument, interest rate percentage     3.875%       3.875%  
Proceeds from offerings, net of transaction costs             $ 691,900,000  
Debt issuance costs             $ 8,100,000  
Interest rate during period     4.08%          
Remaining period for convertible debt     68 months          
v3.22.1
Convertible Notes and Senior Notes - Components of Notes (Details) - USD ($)
Mar. 31, 2022
Feb. 28, 2022
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Principal amounts:            
Net carrying amount $ 3,561,067,000   $ 3,559,023,000      
Net carrying amount 1,683,114,000   693,996,000      
Convertible Notes | Convertible Notes Due 2024            
Principal amounts:            
Principal 1,150,000,000   1,150,000,000     $ 1,150,000,000
Unamortized debt discount and issuance costs (4,547,000)   (5,052,000)      
Net carrying amount 1,145,453,000   1,144,948,000      
Convertible Notes | Convertible Notes Due 2025            
Principal amounts:            
Principal 1,000,000,000   1,000,000,000 $ 1,000,000,000    
Unamortized debt discount and issuance costs (8,679,000)   (9,399,000)      
Net carrying amount 991,321,000   990,601,000      
Convertible Notes | Convertible Notes Due 2026            
Principal amounts:            
Principal 1,437,500,000   1,437,500,000      
Unamortized debt discount and issuance costs (13,207,000)   (14,026,000)      
Net carrying amount 1,424,293,000   1,423,474,000      
Senior Notes | Senior Notes Due 2027            
Principal amounts:            
Principal 700,000,000   700,000,000   $ 700,000,000  
Unamortized debt discount and issuance costs (5,756,000)   (6,004,000)      
Net carrying amount 694,244,000   $ 693,996,000      
Senior Notes | Senior Notes Due 2030            
Principal amounts:            
Principal 1,000,000,000 $ 1,000,000,000        
Unamortized debt discount and issuance costs (11,130,000)          
Net carrying amount $ 988,870,000          
v3.22.1
Convertible Notes and Senior Notes - Maturity (Details)
$ in Thousands
Mar. 31, 2022
USD ($)
Debt Instrument [Line Items]  
Total
Convertible Notes  
Debt Instrument [Line Items]  
Remainder of 2022 0
2023 0
2024 1,150,000
2025 1,000,000
2026 1,437,500
Thereafter 0
Total 3,587,500
Senior Notes  
Debt Instrument [Line Items]  
Remainder of 2022 0
2023 0
2024 0
2025 0
2026 0
Thereafter 1,700,000
Total $ 1,700,000
v3.22.1
Net Income per Share - Calculation of EPS (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Numerator    
Net income $ 513,286 $ 68,005
Denominator    
Weighted-average common shares outstanding (shares) 780,534 797,667
Weighted-average restricted stock subject to repurchase (shares) (1,597) (2,034)
Weighted-average shares used to compute basic net income per share (shares) 778,937 795,633
Basic net income per share attributable to common stockholders (USD per share) $ 0.66 $ 0.09
Numerator    
Net income $ 513,286 $ 68,005
Interest expense on convertible notes, net of tax 2,027 0
Numerator used to compute diluted net income per share $ 515,313 $ 68,005
Denominator    
Number of shares used in basic computation (shares) 778,937 795,633
Weighted-average effect of dilutive securities:    
Convertible notes (shares) 55,277 55,277
RSUs (shares) 3,571 17,575
Stock options (shares) 224 756
Other (shares) 581 2,946
Weighted-average shares used to compute diluted net income per share 838,590 872,187
Diluted net income per share attributable to common stockholders (USD per share) $ 0.61 $ 0.08
v3.22.1
Net Income per Share - Antidilutive Securities (Details) - shares
shares in Thousands
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Warrants    
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]    
Anti-dilutive securities excluded from the computation of diluted net income per share 31,180 43,467
Convertible notes    
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]    
Anti-dilutive securities excluded from the computation of diluted net income per share 0 12,287
RSUs    
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]    
Anti-dilutive securities excluded from the computation of diluted net income per share 56,237 2,354
Shares subject to repurchase and others    
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]    
Anti-dilutive securities excluded from the computation of diluted net income per share 43,119 392
v3.22.1
Net Income per Share - Additional Information (Details)
Mar. 31, 2022
$ / shares
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]  
Exercise price of the warrants (USD per share) $ 80.20
Convertible Notes Due 2024  
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]  
Exercise price of the warrants (USD per share) 80.20
Convertible Notes Due 2026  
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]  
Exercise price of the warrants (USD per share) $ 163.02
v3.22.1
Stockholders' Equity - Additional Information (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended 27 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Jun. 30, 2020
Mar. 31, 2022
Feb. 28, 2022
Dec. 31, 2021
Jan. 15, 2021
Mar. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                
Stock repurchase program, authorized amount         $ 4,000,000   $ 2,000,000 $ 2,000,000
Stock repurchased during period (in shares) 1,900,000              
Repurchases of common stock $ 71,500              
Payments for repurchase of common stock $ 2,077,759 $ 161,552            
Stock options outstanding (shares) 1,000,000     1,000,000   1,000,000    
Gross unamortized stock-based compensation expense related to unvested awards $ 2,890,000     $ 2,890,000        
Unrecognized share-based compensation expense, weighted average recognition period 3 years 2 months 12 days              
Accelerated Repurchase Program                
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                
Stock repurchase program, authorized amount         $ 2,000,000      
Stock repurchased during period (in shares) 37,800,000              
Payments for repurchase of common stock $ 2,000,000              
Purchase of forward contract under accelerated share repurchase program 600,000              
Internal Use Software and Website Development Costs                
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                
Share-based compensation, capitalized amount $ 18,700 14,500            
Restricted Common Stock                
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                
Equity compensation service period 4 years              
Number of unvested restricted common shares (shares) 1,400,000     1,400,000   1,600,000    
PRSUs                
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                
Number of unvested restricted common shares (shares) 236,000     236,000   456,000    
Share-based compensation arrangement by share-based payment award, award vesting period       3 years        
Fair value of stock units vested $ 7,200 9,400            
RSUs                
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                
Number of unvested restricted common shares (shares) 67,575,000     67,575,000   37,394,000    
Fair value of stock units vested $ 149,800 220,700            
Market-based RSU                
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                
Number of unvested restricted common shares (shares) 2,665,000     2,665,000   2,921,000    
Fair value of stock units vested   $ 17,200            
Market-based RSU | Minimum                
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                
Share-based compensation arrangement by share-based payment award, award vesting period     3 years          
Market-based RSU | Maximum                
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                
Share-based compensation arrangement by share-based payment award, award vesting period 6 years              
Market-based RSU | Maximum | Executive Officer                
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                
Share-based compensation arrangement by share-based payment award, award vesting period 5 years              
2013 Equity Incentive Plan                
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                
Number of shares available for issuance (shares) 60,000,000     60,000,000        
Outstanding shares of common stock percentage 5.00%              
2013 Employee Stock Purchase Plan                
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                
Number of shares available for issuance (shares) 11,300,000     11,300,000        
Outstanding shares of common stock percentage 1.00%              
v3.22.1
Stockholders' Equity - Summary of PRSUs Activity (Details) - PRSUs
 3 Months Ended
Mar. 31, 2022
$ / shares
shares
Shares  
Unvested and outstanding, beginning of period (shares) | shares 456,000
Additional earned performance shares related to 2021 grants (shares) | shares 4,000
Vested (shares) | shares (202,000)
Forfeited or canceled (shares) | shares (22,000)
Unvested and outstanding, end of period (shares) | shares 236,000
Weighted- Average Grant- Date Fair Value Per Share  
Unvested and outstanding, beginning of period (USD per share) | $ / shares $ 52.89
Additional earned performance shares related to 2021 grants (USD per share) | $ / shares 71.22
Vested (USD per share) | $ / shares 48.36
Forfeited or canceled (USD per share) | $ / shares 71.22
Unvested and outstanding, end of period (USD per share) | $ / shares $ 55.38
v3.22.1
Stockholders' Equity - Summary of TSR RSUs Activity (Details)
 3 Months Ended
Mar. 31, 2022
$ / shares
shares
PRSUs  
Shares  
Unvested and outstanding, beginning of period (shares) | shares 456,000
Vested (shares) | shares (202,000)
Forfeited or canceled (shares) | shares (22,000)
Unvested and outstanding, end of period (shares) | shares 236,000
Weighted- Average Grant- Date Fair Value Per Share  
Unvested and outstanding, beginning of period (USD per share) | $ / shares $ 52.89
Vested (USD per share) | $ / shares 48.36
Forfeited or canceled (USD per share) | $ / shares 71.22
Unvested and outstanding, end of period (USD per share) | $ / shares $ 55.38
Market-based RSU  
Shares  
Unvested and outstanding, beginning of period (shares) | shares 2,921,000
Forfeited or canceled (shares) | shares (256,000)
Unvested and outstanding, end of period (shares) | shares 2,665,000
Weighted- Average Grant- Date Fair Value Per Share  
Unvested and outstanding, beginning of period (USD per share) | $ / shares $ 31.64
Forfeited or canceled (USD per share) | $ / shares 34.85
Unvested and outstanding, end of period (USD per share) | $ / shares $ 31.33
v3.22.1
Stockholders' Equity - Summary of RSU Activity Excluding PRSUs and TSR RSUs (Details) - RSUs
 3 Months Ended
Mar. 31, 2022
$ / shares
shares
Shares  
Unvested and outstanding, beginning of period (shares) | shares 37,394,000
Granted (shares) | shares 35,846,000
Vested (shares) | shares (3,919,000)
Canceled (shares) | shares (1,746,000)
Unvested and outstanding, end of period (shares) | shares 67,575,000
Weighted- Average Grant- Date Fair Value Per Share  
Unvested and outstanding, beginning of period (USD per share) | $ / shares $ 48.14
Granted (USD per share) | $ / shares 38.35
Vested (USD per share) | $ / shares 43.53
Canceled (USD per share) | $ / shares 48.23
Unvested and outstanding, end of period (USD per share) | $ / shares $ 43.22
v3.22.1
Stockholders' Equity - Compensation Expense Allocated (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Stock-based compensation expense $ 177,263 $ 110,873
Cost of revenue    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Stock-based compensation expense 12,880 8,732
Research and development    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Stock-based compensation expense 106,604 65,156
Sales and marketing    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Stock-based compensation expense 29,164 21,171
General and administrative    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Stock-based compensation expense $ 28,615 $ 15,814
v3.22.1
Income Taxes (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Income Tax Contingency [Line Items]    
Provision (benefit) for income taxes $ 315,367 $ (18,001)
Deferred tax assets, net of valuation allowance 941,900  
Unrecognized tax benefits 413,000  
Unrecognized tax benefits, if recognized, would affect the effective tax rate 317,500  
Foreign Tax Authority    
Income Tax Contingency [Line Items]    
Deferred tax assets, valuation allowance $ 1,420,000  
v3.22.1
Commitments and Contingencies - Additional Information (Details) - USD ($)
 1 Months Ended 3 Months Ended
Mar. 31, 2022
Dec. 31, 2021
Feb. 28, 2022
Jan. 15, 2021
Jun. 30, 2020
Mar. 31, 2020
Other Commitments [Line Items]            
Stock repurchase program, authorized amount     $ 4,000,000,000 $ 2,000,000,000   $ 2,000,000,000
Federal Trade Commissions | Unfavorable Regulatory Action            
Other Commitments [Line Items]            
Payments for Legal Settlements $ 150,000,000          
Loss contingency accrual         $ 150,000,000  
Federal Trade Commissions | Unfavorable Regulatory Action | Minimum            
Other Commitments [Line Items]            
Loss contingency, estimate of possible loss         150,000,000  
Federal Trade Commissions | Unfavorable Regulatory Action | Maximum            
Other Commitments [Line Items]            
Loss contingency, estimate of possible loss         $ 250,000,000  
Litigation settlement accrual            
Other Commitments [Line Items]            
Payments for Legal Settlements   $ 809,500,000        
Senior Notes Due 2030 | Senior Notes            
Other Commitments [Line Items]            
Debt instrument, principal amount 1,000,000,000   1,000,000,000      
Remainder of 2022 25,800,000          
2023 50,000,000          
2024 50,000,000          
2025 50,000,000          
2026 50,000,000          
Thereafter 1,180,000,000          
Revolving Credit Facility            
Other Commitments [Line Items]            
Unsecured revolving credit facility $ 500,000,000          
Share repurchases allowed under credit facility     $ 4,000,000,000      
v3.22.1
Subsequent Events (Details) - USD ($)
$ / shares in Units, $ in Billions
 8 Months Ended
Apr. 15, 2022
Dec. 31, 2022
Mar. 31, 2022
Dec. 31, 2021
Subsequent Event [Line Items]        
Preferred stock, par value (USD per share)     $ 0.000005 $ 0.000005
Exercise price of the rights (USD per share)     $ 80.20  
X Holdings I, Inc., X Holdings II, Inc. And Elon Musk | Twitter Inc. | Forecast        
Subsequent Event [Line Items]        
Stock conversion price (in dollars per share)   $ 54.20    
Termination fee   $ 1.0    
Extension period   6 months    
Subsequent Event        
Subsequent Event [Line Items]        
Shares per right (in shares) 0.001      
Exercise price of the rights (USD per share) $ 210.00      
Ownership percentage limit 15.00%      
Subsequent Event | Preferred Stock Purchase Rights        
Subsequent Event [Line Items]        
Preferred stock, par value (USD per share) $ 0.000005