0001628280-22-028900 | 10-Q | XBRL Viewer

Income Taxes (Tables)

9 Months Ended

Sep. 30, 2022

The following is a summary of Income (loss) before income taxes, Provision (benefit) for income taxes, and effective tax rate for the periods presented:


	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2022			2021			2022			2021
Income (loss) before income taxes	$	47,342		$	(42,333)		$	159,125		$	52,460
Provision (benefit) for income taxes	$	9,664		$	5,025		$	8,221		$	(5,090)
Effective tax rate	20.4		%	(11.9)		%	5.2		%	(9.7)		%

Geographic Data (Tables)

9 Months Ended

Sep. 30, 2022

Segment Reporting [Abstract]

Long-lived Assets by Geographic Areas

Long‑lived assets (other than goodwill), net of depreciation and amortization by geographic region (see Notes 5, 6, and 8) are as follows:


	September 30, 2022		December 31, 2021


Americas (1)	$	170,712	$	99,500
EMEA	30,348		44,730
APAC	172,365		184,245
Total long-lived assets	$	373,425	$	328,475

(1)Americas includes the U.S., Canada, and Latin America (including the Caribbean).

Basis of Presentation - Business Combinations (Details) - USD ($) $ in Thousands			3 Months Ended		9 Months Ended
	Jan. 31, 2022	Jun. 17, 2021	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Aug. 31, 2021
Business Acquisition, Contingent Consideration [Line Items]
Net cash paid					$ 719,539	$ 1,033,695
Bonus plan compensation expense			$ (4,576)	$ 88,965	(21,873)	89,327
Deferred Compensation Arrangement with Individual, by Type of Compensation, Pension and Other Postretirement Benefits \| Nonqualified Plan
Business Acquisition, Contingent Consideration [Line Items]
Bonus plan compensation expense				88,965		89,327
Deferred Compensation Arrangement with Individual, by Type of Compensation, Pension and Other Postretirement Benefits \| Nonqualified Plan \| DCP, One-Time Inducement
Business Acquisition, Contingent Consideration [Line Items]
Reclassified cumulative compensation cost				4,739		4,739
Bonus plan compensation expense			90,721	90,721	90,721	90,721
Deferred compensation liability			$ 95,460	$ 95,460	$ 95,460	$ 95,460
Class B Common Stock \| Deferred Compensation Arrangement with Individual, by Type of Compensation, Pension and Other Postretirement Benefits \| Nonqualified Plan
Business Acquisition, Contingent Consideration [Line Items]
Phantom shares, maximum elections (in shares)							1,500,000
Reduction in shares outstanding, diluted (in shares)							1,500,000
Reduction in shares outstanding, basic (in shares)							1,500,000
Power Line Systems
Business Acquisition, Contingent Consideration [Line Items]
Net cash paid	$ 695,968
Seequent
Business Acquisition, Contingent Consideration [Line Items]
Net cash paid		$ 883,336
Seequent \| Class B Common Stock
Business Acquisition, Contingent Consideration [Line Items]
Number of shares sold (in shares)		3,141,342

Long‑Term Debt - 2026 Notes Capped Call Options (Details) - 2026 Notes: - Convertible Debt - USD ($) $ / shares in Units, $ in Thousands	Jan. 26, 2021	Jan. 21, 2021
Debt Instrument [Line Items]
Capped call options expense	$ 150
Capped call transaction, cap price (USD per share)		$ 72.9795
Capped call, premium above share price, percentage		65.00%

Equity Awards and Instruments (Tables)

9 Months Ended

Sep. 30, 2022

Share-Based Payment Arrangement [Abstract]

Schedule of Stock-based Compensation Expense

Total stock‑based compensation expense consists of the following:


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2022		2021		2022		2021
Restricted stock and restricted stock units (“RSUs”) expense (1)	$	10,441	$	4,681	$	25,003	$	11,139
Bonus Plan expense (see Note 11)	7,305		5,586		21,444		17,181
ESPP expense (see Note 13)	565		539		2,394		1,416
Stock option expense	395		773		1,762		2,494
Stock grants expense	—		—		450		450
DCP elective participant deferrals expense (2) (see Note 12)	85		173		306		173
Total stock-based compensation expense (3)	$	18,791	$	11,752	$	51,359	$	32,853

(1)Includes acquisition‑related shares (see Note 4).

(2)DCP elective participant deferrals expense excludes deferred incentive bonus payable pursuant to the Bonus Plan.

(3)As of September 30, 2022 and December 31, 2021, $7,382 and $6,749 remained in Accruals and other current liabilities in the consolidated balance sheets, respectively.

Total stock‑based compensation expense is included in the consolidated statements of operations as follows:


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2022		2021		2022		2021
Cost of subscriptions and licenses	$	757	$	323	$	1,927	$	822
Cost of services	460		235		1,407		685
Research and development	6,754		5,227		17,693		14,069
Selling and marketing	2,014		1,582		5,657		3,885
General and administrative	8,806		4,385		24,675		13,392
Total stock-based compensation expense	$	18,791	$	11,752	$	51,359	$	32,853

Schedule of Options

The following is a summary of stock option activity and related information under the Company’s applicable equity incentive plans:


				Weighted
		Weighted		Average
		Average		Remaining	Aggregate
	Stock	Exercise Price		Contractual	Intrinsic
	Options	Per Share		Life (in years)	Value
Outstanding, December 31, 2021	6,917,925	$	5.26
Exercised	(2,635,429)	4.77
Forfeited and expired	(105,500)	5.64
Outstanding, September 30, 2022	4,176,996	$	5.56	1.1	$	104,542
Exercisable, September 30, 2022	3,225,496	$	5.51	1.0	$	80,897

Schedule of Restricted Stock and Restricted Stock Unit Activity

The following is a summary of unvested restricted stock and RSU activity and related information under the Company’s applicable equity incentive plans:


							Time-		Performance-
							Based		Based
			Time-		Performance-		Weighted		Weighted
	Total		Based		Based		Average		Average
	Restricted		Restricted		Restricted		Grant Date		Grant Date
	Stock		Stock		Stock		Fair Value		Fair Value
	and RSUs		and RSUs		and RSUs		Per Share		Per Share
Unvested, December 31, 2021	1,708,545		1,611,862		96,683	(4)	$	32.81	$	49.93
Granted	1,598,661	(1)	1,235,888	(3)	362,773	(5)	38.82		38.21
Vested	(477,283)		(386,113)		(91,170)	(4)	26.40		49.93
Forfeited and canceled	(147,816)		(142,303)		(5,513)		33.64		49.93
Unvested, September 30, 2022	2,682,107	(2)	2,319,334		362,773		37.02		38.21

(1)For the nine months ended September 30, 2022, the Company only granted RSUs.

(2)Includes 50,917 RSUs which are expected to be settled in cash.

(3)Includes 199,076 time‑based RSUs granted during the three months ended March 31, 2022 to certain officers and key employees, which cliff vest on January 31, 2025.

(4)Relates to the 2021 annual performance period. Total stock‑based compensation expense associated with these awards was fully recognized as of December 31, 2021.

(5)Primarily relates to the 2022 annual performance period, except for 185,186 performance‑based RSUs granted during the three months ended March 31, 2022 with extraordinary terms, which are described below.

Leases - Maturities of Operating Lease Liabilities (Details) $ in Thousands	Sep. 30, 2022 USD ($)
Leases [Abstract]
Remainder of 2022	$ 4,552
2023	14,841
2024	9,906
2025	6,918
2026	4,402
Thereafter	6,238
Total future lease payments	46,857
Less: Imputed interest	(3,003)
Total operating lease liabilities	$ 43,854

Accumulated Other Comprehensive Loss - Rollforward of AOCI (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	$ 496,993	$ 472,531	$ 409,222	$ 341,599
Other comprehensive (loss) income, before taxes	(12,793)	(26,986)	(10,140)	(55,622)
Tax expense	(5)	(8)	(15)	(25)
Total other comprehensive loss, net of taxes	(12,798)	(26,994)	(10,155)	(55,647)
Ending balance	520,199	381,821	520,199	381,821
Foreign Currency Translations
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	(88,250)	(53,914)	(90,867)	(25,219)
Other comprehensive (loss) income, before taxes	(12,809)	(27,014)	(10,192)	(55,709)
Tax expense	0	0	0	0
Total other comprehensive loss, net of taxes	(12,809)	(27,014)	(10,192)	(55,709)
Ending balance	(101,059)	(80,928)	(101,059)	(80,928)
Accumulated (Loss) Gain on Retirement Plan
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	(881)	(972)	(907)	(1,014)
Other comprehensive (loss) income, before taxes	16	28	52	87
Tax expense	(5)	(8)	(15)	(25)
Total other comprehensive loss, net of taxes	11	20	37	62
Ending balance	(870)	(952)	(870)	(952)
Accumulated other comprehensive loss
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	(89,131)	(54,886)	(91,774)	(26,233)
Total other comprehensive loss, net of taxes	(12,798)	(26,994)	(10,155)	(55,647)
Ending balance	$ (101,929)	$ (81,880)	$ (101,929)	$ (81,880)

- Definition

Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which are attributable to the parent. The amount of the economic entity's stockholders' equity attributable to the parent excludes the amount of stockholders' equity which is allocable to that ownership interest in subsidiary equity which is not attributable to the parent (noncontrolling interest, minority interest). This excludes temporary equity and is sometimes called permanent equity.

+ References

Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(g)(1)(ii))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

Reference 2: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 852
-SubTopic 10
-Section 55
-Paragraph 10
-URI https://asc.fasb.org/extlink&oid=84165509&loc=d3e56426-112766

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 310
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 4.E)
-URI https://asc.fasb.org/extlink&oid=122038336&loc=d3e74512-122707

Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(31))
-URI https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682

Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(29))
-URI https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682

Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(30))
-URI https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682

Reference 7: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 825
-SubTopic 10
-Section 50
-Paragraph 28
-Subparagraph (f)
-URI https://asc.fasb.org/extlink&oid=123596393&loc=d3e14064-108612

Reference 8: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 323
-SubTopic 10
-Section 50
-Paragraph 3
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=114001798&loc=d3e33918-111571

+ Details

Common Stock - Schedule of Dividends (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021
Equity [Abstract]
Dividends per share (USD per share)	$ 0.03	$ 0.03	$ 0.03	$ 0.03	$ 0.03	$ 0.03
Amount (1)	$ 8,592	$ 8,678	$ 8,353	$ 8,485	$ 8,372	$ 8,219

Other Income (Expense), Net (Tables)

9 Months Ended

Sep. 30, 2022

Other Income and Expenses [Abstract]

Schedule of Other Income (Expense), Net

Other income (expense), net consists of the following:


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2022		2021		2022		2021
Gain (loss) from:
Change in fair value of interest rate swap (see Note 17)	$	9,828	$	1,463	$	29,318	$	9,198
Foreign exchange (1)	(11,027)		(2,446)		(18,815)		(248)
Sale of aircraft (see Note 5)	—		—		2,029		—

Change in fair value of acquisition contingent consideration	506		—		6		—
Other income, net	873		26		1,780		798
Total other income (expense), net	$	180	$	(957)	$	14,318	$	9,748

Foreign exchange loss is primarily attributable to foreign currency translation derived mainly from U.S. Dollar denominated cash and cash equivalents, account receivables, customer deposits, and intercompany balances held by foreign subsidiaries. Intercompany finance transactions denominated in U.S. Dollars resulted in unrealized foreign exchange losses of $5,730 and $2,741 for the three months ended September 30, 2022 and 2021, respectively, and $12,293 and $1,298 for the nine months ended September 30, 2022 and 2021, respectively.

Interest Expense, Net

9 Months Ended

Sep. 30, 2022

Other Income and Expenses [Abstract]

Interest Expense, Net

Interest expense, net consists of the following:


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2022		2021		2022		2021
Interest expense (see Note 10)	$	(8,491)	$	(3,861)	$	(23,319)	$	(8,844)
Interest income	109		25		273		236
Interest expense, net	$	(8,382)	$	(3,836)	$	(23,046)	$	(8,608)

Common Stock (Tables)

9 Months Ended

Sep. 30, 2022

Equity [Abstract]

Schedule of Dividends Declared

The Company declared cash dividends during the periods presented as follows:


	Dividend
	Per Share		Amount (1)
2022:
Third quarter	$	0.03	$	8,592
Second quarter	0.03		8,678
First quarter	0.03		8,353
2021:
Third quarter	$	0.03	$	8,485
Second quarter	0.03		8,372
First quarter	0.03		8,219

(1)Includes declared dividends for certain restricted stock awards and restricted stock units, and are net of forfeitures.

Consolidated Balance Sheets (Parenthetical) - $ / shares	Sep. 30, 2022	Dec. 31, 2021
Preferred stock par value (USD per share)	$ 0.01	$ 0.01
Preferred stock shares authorized (in shares)	100,000,000	100,000,000
Preferred stock shares issued (in shares)	0	0
Preferred stock shares outstanding (in shares)	0	0
Class A Common Stock
Common stock par value (USD per share)	$ 0.01	$ 0.01
Common stock shares authorized (in shares)	100,000,000	100,000,000
Common stock shares issued (in shares)	11,601,757	11,601,757
Common stock shares outstanding (in shares)	11,601,757	11,601,757
Class B Common Stock
Common stock par value (USD per share)	$ 0.01	$ 0.01
Common stock shares authorized (in shares)	1,800,000,000	1,800,000,000
Common stock shares issued (in shares)	276,816,008	270,924,962
Common stock shares outstanding (in shares)	276,816,008	270,924,962

Retirement Plans

9 Months Ended

Sep. 30, 2022

Retirement Benefits [Abstract]

Retirement Plans

Deferred Compensation Plan

Under the Company’s DCP, certain officers and key employees may defer all or any part of their incentive compensation, and the Company may make discretionary awards on behalf of such participants. Elective participant deferrals and discretionary Company awards are received in the form of phantom shares of the Company’s Class B Common Stock, which are valued for tax and accounting purposes in the same manner as actual shares of Class B Common Stock, and are recorded as stock‑based compensation expense in the consolidated statements of operations (see Note 15).

In August 2021, the Company’s board of directors approved an amendment to the DCP, which offered to certain active executives in the DCP a one‑time, short‑term election to reallocate a limited portion of their DCP holdings from phantom shares of the Company’s Class B Common Stock into other phantom investment funds. The offer to reallocate was subject to a proration mechanism which adjusted the aggregate elections to a maximum of 1,500,000 phantom shares of the Company’s Class B Common Stock. This resulted in a reduction of 1,500,000 shares in both the basic and diluted count of Company shares.

While DCP participants’ investments in phantom shares remain equity classified, as they will be settled in shares of Class B Common Stock upon eventual distribution, the amendment and elections resulted in a change to liability classification for the reallocated phantom investments, as they will be settled in cash upon eventual distribution. As a result, during the three and nine months ended September 30, 2021, the Company reclassified cumulative compensation cost of $4,739 from Additional paid-in capital to Accruals and other current liabilities or Deferred compensation plan liabilities in the consolidated balance sheet and recognized a compensation charge of $90,721 to Deferred compensation plan expenses in the consolidated statements of operations to record the reallocated deferred compensation plan liabilities at their fair value of $95,460.

DCP participants’ holdings in phantom investment funds are classified as liabilities in either Accruals and other current liabilities or Deferred compensation plan liabilities in the consolidated balance sheets as they will be settled in cash upon eventual distribution. The deferred compensation plan liabilities are marked to market at the end of each reporting period, with changes in the liabilities recorded as an expense (income) to Deferred compensation plan in the consolidated statements of operations.

Deferred compensation plan income was $4,576 and $21,873 for the three and nine months ended September 30, 2022, respectively. Deferred compensation plan expense was $88,965 and $89,327 for the three and nine months ended September 30, 2021, respectively.

For the three months ended September 30, 2022 and 2021, DCP elective participant deferrals were $1,586 and $527, respectively, and $4,694 and $2,020 for the nine months ended September 30, 2022 and 2021, respectively. No discretionary contributions were made to the DCP during the three and nine months ended September 30, 2022 and 2021. As of September 30, 2022 and December 31, 2021, phantom shares of the Company’s Class B Common Stock issuable by the DCP were 21,535,748 and 25,384,449, respectively.

The total liabilities related to the DCP is included in the consolidated balance sheets as follows:


	September 30, 2022		December 31, 2021


Accruals and other current liabilities	$	1,977	$	7,309
Deferred compensation plan liabilities	71,013		94,890
Total DCP liabilities	$	72,990	$	102,199

- Definition

The entire disclosure for retirement benefits.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-SubTopic 20
-Section 55
-Paragraph 17
-URI https://asc.fasb.org/extlink&oid=123450688&loc=d3e4179-114921

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-SubTopic 20
-Section S99
-Paragraph 2
-URI https://asc.fasb.org/extlink&oid=21916913&loc=d3e273930-122802

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (d)(i)
-URI https://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (o)
-URI https://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (p)
-URI https://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-SubTopic 70
-Section 50
-Paragraph 1
-URI https://asc.fasb.org/extlink&oid=49170846&loc=d3e28014-114942

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-URI https://asc.fasb.org/topic&trid=2235017

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-SubTopic 60
-Section 50
-Paragraph 3
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=6414203&loc=d3e39689-114964

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (d)(iv)(03)
-URI https://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (q)
-URI https://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (r)(1)
-URI https://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (d)(iii)
-URI https://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (l)
-URI https://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (r)(2)
-URI https://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920

+ Details

Equity Awards and Instruments - Stock Options Narrative (Details) - Stock Option - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock options exercised, intrinsic value	$ 89,532	$ 250,795
Unrecognized compensation cost	$ 749
Cost not yet recognized, period for recognition	6 months
2020 Incentive Award Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Proceeds from stock options exercised	$ 6,855	$ 5,039

Long‑Term Debt (Tables)

9 Months Ended

Sep. 30, 2022

Debt Disclosure [Abstract]

Schedule of Long-term Debt Instruments

Long‑term debt consists of the following:


	September 30, 2022		December 31, 2021


Bank credit facility:
Revolving loan facility	$	344,661	$	—
Term loan:
Principal	196,250		200,000
Unamortized debt issuance costs	(431)		(534)
Term loan net carrying value	195,819		199,466
Bank credit facility net carrying value	540,480		199,466
2026 Notes:
Principal	690,000		690,000
Unamortized debt issuance costs	(11,953)		(14,677)
2026 Notes net carrying value	678,047		675,323
2027 Notes:
Principal	575,000		575,000
Unamortized debt issuance costs	(11,917)		(13,797)
2027 Notes net carrying value	563,083		561,203
Total net carrying value	1,781,610		1,435,992
Less: Current portion of long-term debt	(5,000)		(5,000)
Total long-term debt	$	1,776,610	$	1,430,992

Schedule of Interest Expense

Interest expense consists of the following:


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2022		2021		2022		2021
Bank credit facility:
Revolving loan facility (1)	$	4,441	$	911	$	10,206	$	2,490
Term loan (1)	2,119		—		4,577		—
Interest rate swap	(752)		325		(475)		942
Amortization and write-off of deferred debt issuance costs	288		253		864		1,049
	6,096		1,489		15,172		4,481
2026 Notes:
0.125% Coupon interest	216		221		662		592
Amortization of deferred debt issuance costs	908		909		2,724		2,470
	1,124		1,130		3,386		3,062
2027 Notes:
0.375% Coupon interest	569		551		1,647		563
Amortization of deferred debt issuance costs	626		627		1,880		641
	1,195		1,178		3,527		1,204
Other obligations	76		64		1,234		97
Total interest expense	$	8,491	$	3,861	$	23,319	$	8,844

(1)The revolving loan facility and term loan weighted average interest rate was 4.34% and 2.33% for the three months ended September 30, 2022 and 2021, respectively, and 3.20% and 2.02% for the nine months ended September 30, 2022 and 2021, respectively.

Interest expense, net consists of the following:


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2022		2021		2022		2021
Interest expense (see Note 10)	$	(8,491)	$	(3,861)	$	(23,319)	$	(8,844)
Interest income	109		25		273		236
Interest expense, net	$	(8,382)	$	(3,836)	$	(23,046)	$	(8,608)

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02.22)
-URI https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682

Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 3
-Subparagraph (SX 210.12-04(a))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e24072-122690

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 1A
-URI https://asc.fasb.org/extlink&oid=124435984&loc=d3e28541-108399

Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 6
-URI https://asc.fasb.org/extlink&oid=126973232&loc=d3e21506-112644

Reference 5: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 55
-Paragraph 69B
-URI https://asc.fasb.org/extlink&oid=123466577&loc=SL123495735-112612

Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 2
-URI https://asc.fasb.org/extlink&oid=124435984&loc=d3e28551-108399

Reference 7: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 55
-Paragraph 69E
-URI https://asc.fasb.org/extlink&oid=123466577&loc=SL123495743-112612

Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 7
-URI https://asc.fasb.org/extlink&oid=126973232&loc=d3e21521-112644

Reference 9: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 8
-URI https://asc.fasb.org/extlink&oid=126973232&loc=d3e21538-112644

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 470
-Section 50
-Paragraph 3
-URI https://asc.fasb.org/extlink&oid=123599511&loc=d3e64711-112823

Reference 11: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 55
-Paragraph 8
-URI https://asc.fasb.org/extlink&oid=114775985&loc=d3e28878-108400

Reference 12: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 3
-URI https://asc.fasb.org/extlink&oid=126973232&loc=d3e21475-112644

+ Details

Revenue from Contracts with Customer (Tables)

9 Months Ended

Sep. 30, 2022

Revenue from Contract with Customer [Abstract]

Schedule of Contract Assets and Contract Liabilities

Contract Assets and Contract Liabilities


	September 30, 2022		December 31, 2021


Contract assets	$	491	$	336
Deferred revenues	201,610		232,593

Disaggregation of Revenue by Type and Location

The Company’s revenues consist of the following:


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2022		2021		2022		2021
Subscriptions:
SELECT subscriptions	$	63,609	$	66,648	$	196,786	$	199,722
Enterprise subscriptions (1)	89,041		75,381		252,461		214,058
Term license subscriptions	82,657		73,106		259,484		175,922
Subscriptions	235,307		215,135		708,731		589,702
Perpetual licenses	9,460		11,866		31,213		33,373
Subscriptions and licenses	244,767		227,001		739,944		623,075
Services:
Recurring	4,557		5,160		13,431		16,243
Other	19,008		19,227		58,759		57,996
Services	23,565		24,387		72,190		74,239
Total revenues	$	268,332	$	251,388	$	812,134	$	697,314

(1)Enterprise subscriptions includes revenue attributable to E365 subscriptions of $80,298 and $60,102 for the three months ended September 30, 2022 and 2021, respectively, and $221,801 and $162,120 for the nine months ended September 30, 2022 and 2021, respectively.

Revenue from external customers is attributed to individual countries based upon the location of the customer. Revenues by geographic region are as follows:


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2022		2021		2022		2021
Americas (1)	$	141,599	$	127,996	$	440,218	$	349,752
Europe, the Middle East, and Africa (“EMEA”)	75,416		76,502		227,696		219,507
Asia-Pacific (“APAC”)	51,317		46,890		144,220		128,055
Total revenues	$	268,332	$	251,388	$	812,134	$	697,314

(1)Americas includes the United States (“U.S.”), Canada, and Latin America (including the Caribbean). Revenue attributable to the U.S. totaled $122,372 and $105,089 for the three months ended September 30, 2022 and 2021, respectively, and $346,961 and $289,718 for the nine months ended September 30, 2022 and 2021, respectively.

Income Taxes - Schedule of Components of Income Tax (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Income Tax Disclosure [Abstract]
Income (loss) before income taxes	$ 47,342	$ (42,333)	$ 159,125	$ 52,460
Provision (benefit) for income taxes	$ 9,664	$ 5,025	$ 8,221	$ (5,090)
Effective tax rate	20.40%	(11.90%)	5.20%	(9.70%)

- Definition

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

+ References + Details

Acquisitions - Schedule of Cash Paid and Acquired for Acquisitions (Details) $ in Thousands	9 Months Ended		12 Months Ended
	Sep. 30, 2022 USD ($) acquisition	Sep. 30, 2021 USD ($)	Dec. 31, 2021 USD ($) acquisition
Business Combination, Separately Recognized Transactions [Line Items]
Net cash paid	$ 719,539	$ 1,033,695
Escrow deposit	$ 3,000		$ 8,701
Series of Individually Immaterial Business Acquisitions
Business Combination, Separately Recognized Transactions [Line Items]
Number of acquisitions \| acquisition	4		13
Cash paid at closing	$ 738,810		$ 1,072,820
Cash acquired	(19,271)		(37,837)
Net cash paid	$ 719,539		$ 1,034,983

Investments	9 Months Ended
Investments	Sep. 30, 2022
Equity Method Investments and Joint Ventures [Abstract]
Investments	InvestmentsAs of September 30, 2022 and December 31, 2021, the Company’s investments consist of cost method investments of $21,690 and $6,438, respectively. The carrying amount of the Company’s equity method investment was zero as of September 30, 2022 and December 31, 2021. Cost Method Investments Through iTwin Ventures, the Company invests in technology development companies, generally in the form of equity interests or convertible notes. In July 2022, the Company acquired an equity interest in Teralytics Holdings AG, a global platform company for human mobility analysis, via contribution of its Streetlytics mobility data business (“Streetlytics”) and cash. The transaction resulted in an insignificant gain from the divestiture of Streetlytics, which was recorded in Other income (expense), net in the consolidated statements of operations for the three and nine months ended September 30, 2022. As of September 30, 2022, the investment in Teralytics was $11,130. Including the contribution of Streetlytics, for the nine months ended September 30, 2022, the Company invested a total of $14,921. Equity Method Investment Digital Construction Works, Inc. (“DCW”), a 50%‑owned joint venture with Topcon Positioning Systems, Inc., operates as a digital integrator of software and cloud services for the construction industry. DCW’s focus is to transform the construction industry from its legacy document‑centric paradigm by simplifying and enabling digital automated workflows and processes, technology integration, and digital twinning services for infrastructure. For the nine months ended September 30, 2022, the Company invested $1,700 in DCW. Pursuant to FASB ASC Topic 850, Related Party Disclosures, the Company has determined that DCW is a related party. For the nine months ended September 30, 2022, transactions between the Company and DCW were not material to the Company’s consolidated financial statements.

Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands	Total	Common Stock	Additional paid-in capital	Accumulated other comprehensive loss	Accumulated deficit
Beginning balance (in shares) at Dec. 31, 2020		272,154,504
Beginning balance at Dec. 31, 2020	$ 341,599	$ 2,722	$ 741,113	$ (26,233)	$ (376,003)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	54,611				54,611
Other comprehensive loss	(55,647)			(55,647)
Acquisition option exercises, net (in shares)		3,141,342
Acquisition option exercises, net	182,390	$ 31	182,359
Purchase of capped call options, net of tax	(39,021)		(39,021)
Dividends declared	(25,076)				(25,076)
Shares issued in connection with deferred compensation plan, net (in shares)		2,290,999
Shares issued in connection with deferred compensation plan, net	(65,684)	$ 23			(65,707)
Deferred compensation plan elective participant deferrals	2,020		2,020
Deferred compensation plan modification	(4,739)		(4,739)
Shares issued in connection with Executive Bonus Plan, net (in shares)		190,619
Shares issued in connection with Executive Bonus Plan, net	9,429	$ 2	16,013		(6,586)
Shares issued in connection with employee stock purchase plan (in shares)		104,716
Shares issued in connection with employee stock purchase plan	3,408	$ 1	3,845		(438)
Stock option exercises, net (in shares)		4,269,335
Stock option exercises, net	(29,949)	$ 42	4,987		(34,978)
Shares issued for stock grants, net (in shares)		7,824
Shares issued for stock grants, net	450		450
Stock-based compensation expense	14,383		14,383
Shares related to restricted stock, net (in shares)		(120,775)
Shares related to restricted stock, net	(6,353)	$ (1)			(6,352)
Ending balance (in shares) at Sep. 30, 2021		282,038,564
Ending balance at Sep. 30, 2021	381,821	$ 2,820	921,410	(81,880)	(460,529)
Beginning balance (in shares) at Jun. 30, 2021		281,189,127
Beginning balance at Jun. 30, 2021	472,531	$ 2,812	910,951	(54,886)	(386,346)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	(48,022)				(48,022)
Other comprehensive loss	(26,994)			(26,994)
Dividends declared	(8,485)				(8,485)
Shares issued in connection with deferred compensation plan, net (in shares)		88,920
Shares issued in connection with deferred compensation plan, net	(3,772)	$ 1			(3,773)
Deferred compensation plan elective participant deferrals	527		527
Deferred compensation plan modification	(4,739)		(4,739)
Shares issued in connection with Executive Bonus Plan, net (in shares)		41,172
Shares issued in connection with Executive Bonus Plan, net	2,422		4,292		(1,870)
Shares issued in connection with employee stock purchase plan (in shares)		104,716
Shares issued in connection with employee stock purchase plan	3,408	$ 1	3,845		(438)
Stock option exercises, net (in shares)		612,277
Stock option exercises, net	(5,246)	$ 6	699		(5,951)
Stock-based compensation expense	5,835		5,835
Shares related to restricted stock, net (in shares)		2,352
Shares related to restricted stock, net	(5,644)				(5,644)
Ending balance (in shares) at Sep. 30, 2021		282,038,564
Ending balance at Sep. 30, 2021	381,821	$ 2,820	921,410	(81,880)	(460,529)
Beginning balance (in shares) at Dec. 31, 2021		282,526,719
Beginning balance at Dec. 31, 2021	409,222	$ 2,825	937,805	(91,774)	(439,634)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	149,058				149,058
Other comprehensive loss	(10,155)			(10,155)
Acquisition option exercises, net (in shares)		185,178
Acquisition option exercises, net	0	$ 2	(2)
Dividends declared	(25,623)				(25,623)
Shares issued in connection with deferred compensation plan, net (in shares)		3,523,386
Shares issued in connection with deferred compensation plan, net	(24,246)	$ 35	(27)		(24,254)
Deferred compensation plan elective participant deferrals	4,694		4,694
Shares issued in connection with Executive Bonus Plan, net (in shares)		284,992
Shares issued in connection with Executive Bonus Plan, net	11,113	$ 3	16,307		(5,197)
Shares issued in connection with employee stock purchase plan (in shares)		307,406
Shares issued in connection with employee stock purchase plan	$ 10,062	$ 3	10,332		(273)
Stock option exercises, net (in shares)	900,000	2,272,603
Stock option exercises, net	$ (1,604)	$ 23	6,832		(8,459)
Shares issued for stock grants, net (in shares)		13,632
Shares issued for stock grants, net	450		450
Stock-based compensation expense	28,687		28,687
Shares related to restricted stock, net (in shares)		199,975
Shares related to restricted stock, net	(3,209)	$ 2	(3)		(3,208)
Repurchase of Class B Common Stock under approved program (in shares)		(896,126)
Repurchase of Class B Common Stock under approved program	(28,250)	$ (9)			(28,241)
Ending balance (in shares) at Sep. 30, 2022		288,417,765
Ending balance at Sep. 30, 2022	520,199	$ 2,884	1,005,075	(101,929)	(385,831)
Beginning balance (in shares) at Jun. 30, 2022		288,154,159
Beginning balance at Jun. 30, 2022	496,993	$ 2,882	981,203	(89,131)	(397,961)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	36,997				36,997
Other comprehensive loss	(12,798)			(12,798)
Dividends declared	(8,592)				(8,592)
Shares issued in connection with deferred compensation plan, net (in shares)		97,591
Shares issued in connection with deferred compensation plan, net	0	$ 1	(1)
Deferred compensation plan elective participant deferrals	1,586		1,586
Shares issued in connection with Executive Bonus Plan, net (in shares)		125,195
Shares issued in connection with Executive Bonus Plan, net	4,417	$ 1	4,416		0
Shares issued in connection with employee stock purchase plan (in shares)		197,657
Shares issued in connection with employee stock purchase plan	5,572	$ 2	5,722		(152)
Stock option exercises, net (in shares)		218,018
Stock option exercises, net	935	$ 2	992		(59)
Stock-based compensation expense	11,158		11,158
Shares related to restricted stock, net (in shares)		58,270
Shares related to restricted stock, net	(1,061)		(1)		(1,060)
Repurchase of Class B Common Stock under approved program (in shares)		(433,125)
Repurchase of Class B Common Stock under approved program	(15,008)	$ (4)			(15,004)
Ending balance (in shares) at Sep. 30, 2022		288,417,765
Ending balance at Sep. 30, 2022	$ 520,199	$ 2,884	$ 1,005,075	$ (101,929)	$ (385,831)

Goodwill and Other Intangible Assets

9 Months Ended

Sep. 30, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Other Intangible Assets

The changes in the carrying amount of goodwill are as follows:


Balance, December 31, 2021	$	1,588,477
Acquisitions	639,509

Foreign currency translation adjustments	(32,556)
Other adjustments	(2,377)
Balance, September 30, 2022	$	2,193,053

Details of intangible assets other than goodwill are as follows:


		September 30, 2022						December 31, 2021
	Estimated Useful Life	Gross Carrying Amount		Accumulated Amortization		Net Book Value		Gross Carrying Amount		Accumulated Amortization		Net Book Value
Intangible assets subject to amortization:
Software and technology	3-5 years	$	91,357	$	(51,503)	$	39,854	$	101,588	$	(63,225)	$	38,363
Customer relationships	3-10 years	317,332		(102,898)		214,434		245,325		(83,799)		161,526
Trademarks	3-10 years	68,016		(24,894)		43,122		63,080		(20,893)		42,187
Non-compete agreements	5 years	350		(190)		160		350		(139)		211
		477,055		(179,485)		297,570		410,343		(168,056)		242,287
Intangible assets not subject to amortization:
In-process research and development		3,603		—		3,603		3,547		—		3,547
Total intangible assets		$	480,658	$	(179,485)	$	301,173	$	413,890	$	(168,056)	$	245,834

The aggregate amortization expense for purchased intangible assets with finite lives was reflected in the Company’s consolidated statements of operations as follows:


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2022		2021		2022		2021
Cost of subscriptions and licenses	$	3,129	$	2,771	$	9,305	$	5,017
Amortization of purchased intangibles	10,446		8,676		30,869		16,703
Total amortization expense	$	13,575	$	11,447	$	40,174	$	21,720

Commitments and Contingencies	9 Months Ended
Commitments and Contingencies	Sep. 30, 2022
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies Purchase Commitment — In the normal course of business, the Company enters into various purchase commitments for goods and services. As of September 30, 2022, the non‑cancelable future cash purchase commitment for services related to the cloud provisioning of the Company’s software solutions was $23,998 through May 2023. The Company expects to fully consume its contractual commitment in the ordinary course of operations. Operating Leases — The Company leases certain office facilities, office equipment, and automobiles under operating leases having initial or remaining non‑cancelable terms in excess of one year (see Note 8). Litigation — From time to time, the Company is involved in certain legal actions arising in the ordinary course of business. In management’s opinion, based upon the advice of counsel, the outcome of such actions is not expected to have a material adverse effect on the Company’s future financial position, results of operations, or cash flows.

Income Taxes - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
Income Taxes - Narrative (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Income Tax Contingency [Line Items]
Bonus plan compensation expense	$ (4,576)	$ 88,965	$ (21,873)	$ 89,327
Discrete income tax benefit	(4,280)	(6,920)	(36,032)	(42,825)
Foreign earnings repatriated			150,000
Deferred Compensation Arrangement with Individual, by Type of Compensation, Pension and Other Postretirement Benefits \| Nonqualified Plan
Income Tax Contingency [Line Items]
Bonus plan compensation expense		88,965		89,327
Deferred Compensation Arrangement with Individual, by Type of Compensation, Pension and Other Postretirement Benefits \| DCP, One-Time Inducement \| Nonqualified Plan
Income Tax Contingency [Line Items]
Bonus plan compensation expense	$ 90,721	$ 90,721	$ 90,721	$ 90,721

Net Income (Loss) Per Share

9 Months Ended

Sep. 30, 2022

Earnings Per Share [Abstract]

Net Income (Loss) Per Share

Net Income (Loss) Per ShareThe Company issues certain performance-based RSUs determined to be participating securities because holders of such shares have non-forfeitable dividend rights in the event of the Company’s declaration of a dividend for common shares. As of September 30, 2022 and 2021, there were 362,773 and 99,683 participating securities outstanding, respectively.

Undistributed net income (loss) allocated to participating securities are subtracted from net income (loss) in determining basic net income (loss) attributable to common stockholders. Basic net income (loss) per share is computed by dividing basic net income (loss) attributable to common stockholders by the weighted average number of shares, inclusive of undistributed shares held in the DCP as phantom shares of the Company’s Class B Common Stock.

For the Company’s diluted net income (loss) per share numerator, interest expense, net of tax, attributable to the conversion of the convertible senior notes is added back to basic net income (loss) attributable to common stockholders. For the Company’s diluted net income (loss) per share denominator, the basic weighted average number of shares is adjusted by the effect of dilutive securities, including awards under the Company’s equity compensation plans and ESPP, and by the dilutive effect of the assumed conversion of the convertible senior notes. Diluted net income (loss) per share attributable to common stockholders is computed by dividing diluted net income (loss) attributable to common stockholders by the weighted average number of fully diluted common shares.

Except with respect to voting and conversion, the rights of the holders of the Company’s Class A Common Stock and the Company’s Class B Common Stock are identical. Each class of shares has the same rights to dividends and allocation of income (loss) and, therefore, net income (loss) per share would not differ under the two‑class method.

The details of basic and diluted net income (loss) per share are as follows:


	Three Months Ended					Nine Months Ended
	September 30,					September 30,
	2022		2021			2022		2021
Numerator:
Net income (loss)	$	36,997	$	(48,022)		$	149,058	$	54,611
Less: Net income (loss) attributable to participating securities	(11)		(3)			(31)		(6)
Net income (loss) attributable to Class A and Class B common stockholders, basic	36,986		(48,025)			149,027		54,605
Add: Interest expense, net of tax, attributable to assumed conversion of convertible senior notes	832		—		(1)	5,116		—
Net income (loss) attributable to Class A and Class B common stockholders, diluted	$	37,818	$	(48,025)		$	154,143	$	54,605

Denominator:
Weighted average shares, basic	310,116,104		308,195,379			308,959,801		305,119,985
Dilutive effect of stock options, restricted stock, and RSUs	4,126,936		—			5,278,839		9,430,643
Dilutive effect of ESPP	168,518		—			171,571		107,508
Dilutive effect of assumed conversion of convertible senior notes	10,758,825		—			17,667,623		—
Weighted average shares, diluted	325,170,383		308,195,379			332,077,834		314,658,136

Net income (loss) per share, basic	$	0.12	$	(0.16)		$	0.48	$	0.18
Net income (loss) per share, diluted	$	0.12	$	(0.16)		$	0.46	$	0.17

(1)The effect of interest expense, net of tax, attributable to assumed conversion of convertible senior notes for the three months ended September 30, 2021 has been excluded from the calculation of diluted net loss per share due to the net loss for the period.

The following potential common shares were excluded from the calculation of diluted net income (loss) per share attributable to common stockholders because their effect would have been anti‑dilutive for the periods presented:


	Three Months Ended			Nine Months Ended
	September 30,			September 30,
	2022	2021		2022	2021
RSUs	297,789	8,174,124		279,789	90,400
ESPP	—	97,804		—	—
Convertible senior notes	6,908,798	17,667,623		—	12,076,899
Total anti-dilutive securities	7,206,587	25,939,551	(1)	279,789	12,167,299

(1)The effect of dilutive securities for the three months ended September 30, 2021 have been excluded from the calculation of diluted net loss per share as those potential common shares would have been anti‑dilutive due to the net loss for the period, except for 90,400 RSUs that were anti‑dilutive under the two‑class method calculation of diluted net income (loss) per share.

Net Income (Loss) Per Share (Tables)

9 Months Ended

Sep. 30, 2022

Earnings Per Share [Abstract]

Schedule of Net Income Per Share, Basic and Diluted

The details of basic and diluted net income (loss) per share are as follows:


	Three Months Ended					Nine Months Ended
	September 30,					September 30,
	2022		2021			2022		2021
Numerator:
Net income (loss)	$	36,997	$	(48,022)		$	149,058	$	54,611
Less: Net income (loss) attributable to participating securities	(11)		(3)			(31)		(6)
Net income (loss) attributable to Class A and Class B common stockholders, basic	36,986		(48,025)			149,027		54,605
Add: Interest expense, net of tax, attributable to assumed conversion of convertible senior notes	832		—		(1)	5,116		—
Net income (loss) attributable to Class A and Class B common stockholders, diluted	$	37,818	$	(48,025)		$	154,143	$	54,605

Denominator:
Weighted average shares, basic	310,116,104		308,195,379			308,959,801		305,119,985
Dilutive effect of stock options, restricted stock, and RSUs	4,126,936		—			5,278,839		9,430,643
Dilutive effect of ESPP	168,518		—			171,571		107,508
Dilutive effect of assumed conversion of convertible senior notes	10,758,825		—			17,667,623		—
Weighted average shares, diluted	325,170,383		308,195,379			332,077,834		314,658,136

Net income (loss) per share, basic	$	0.12	$	(0.16)		$	0.48	$	0.18
Net income (loss) per share, diluted	$	0.12	$	(0.16)		$	0.46	$	0.17

Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share


	Three Months Ended			Nine Months Ended
	September 30,			September 30,
	2022	2021		2022	2021
RSUs	297,789	8,174,124		279,789	90,400
ESPP	—	97,804		—	—
Convertible senior notes	6,908,798	17,667,623		—	12,076,899
Total anti-dilutive securities	7,206,587	25,939,551	(1)	279,789	12,167,299

Long‑Term Debt - Bank Credit Facility (Details)	9 Months Ended
Long‑Term Debt - Bank Credit Facility (Details)	Sep. 30, 2022 USD ($)	Dec. 31, 2021 USD ($)
Debt Instrument [Line Items]
Total long-term debt	$ 1,781,610,000	$ 1,435,992,000
Line of Credit
Debt Instrument [Line Items]
Total long-term debt	540,480,000	199,466,000
Credit Facility \| Line of Credit
Debt Instrument [Line Items]
Remaining borrowing capacity	505,189,000	849,850,000
Revolving Credit Facility \| Line of Credit
Debt Instrument [Line Items]
Accordion feature, increase limit	200,000,000
Revolving Credit Facility \| New Credit Facility \| Line of Credit
Debt Instrument [Line Items]
Maximum borrowing capacity	$ 850,000,000
Revolving Credit Facility \| Credit Facility
Debt Instrument [Line Items]
Borrowings guaranteed through stock of foreign subsidiaries percentage	0.65
Secured Debt \| 2021 Term Loan \| Line of Credit
Debt Instrument [Line Items]
Debt instrument, face amount	$ 200,000,000
Debt issuance costs	540,000
Total long-term debt	195,819,000	199,466,000
Secured Debt \| 2021 Term Loan \| Line of Credit \| March 31,2022 - December 31, 2023
Debt Instrument [Line Items]
Repayments of term loan per quarter	1,250,000
Secured Debt \| 2021 Term Loan \| Line of Credit \| March 31, 2024 - November 14, 2025
Debt Instrument [Line Items]
Repayments of term loan per quarter	2,500,000
Letter of Credit \| Credit Facility \| Line of Credit
Debt Instrument [Line Items]
Maximum borrowing capacity	50,000,000
Multi‑Currency Swing‑Line Sub‑Facility \| Credit Facility \| Line of Credit
Debt Instrument [Line Items]
Maximum borrowing capacity	85,000,000
Letters of Credit And Surety Bonds \| Credit Facility
Debt Instrument [Line Items]
Total long-term debt	$ 150,000	$ 150,000

Accruals and Other Current Liabilities (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Payables and Accruals [Abstract]
CSS deposits	$ 202,152	$ 162,046
Accrued benefits	36,756	36,656
Accrued compensation	34,383	37,725
Due to customers	13,729	12,798
Accrued acquisition stay bonus	8,102	9,461
Accrued cloud provisioning costs	4,792	5,862
Accrued professional fees	4,518	6,940
Non-contingent consideration from acquisitions	2,923	4,751
Employee stock purchase plan contributions	2,693	4,818
Accrued indirect taxes	2,627	7,520
Deferred compensation plan liabilities	1,977	7,309
Contingent consideration from acquisitions	1,244	5,382
Other accrued and current liabilities	21,546	22,335
Total accruals and other current liabilities	$ 337,442	$ 323,603

Leases - Narrative (Details) - USD ($) $ in Thousands	9 Months Ended
Leases - Narrative (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Lessee, Lease, Description [Line Items]
Operating lease, weighted average remaining lease term	3 years 10 months 24 days	4 years 1 month 6 days
Operating lease, weighted average discount rate, percent	3.20%	2.50%
Operating lease payments, leases not yet commenced	$ 3,878
Minimum
Lessee, Lease, Description [Line Items]
Remaining lease term (less than)	1 year
Renewal term	1 year
Termination period (less than)	1 year
Maximum
Lessee, Lease, Description [Line Items]
Remaining lease term (less than)	8 years
Renewal term	10 years
Termination period (less than)	5 years

Revenue from Contracts with Customer - Schedule of Contract Assets and Deferred Revenue (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Revenue from Contract with Customer [Abstract]
Contract assets	$ 491	$ 336
Deferred revenues	$ 201,610	$ 232,593

Revenue from Contracts with Customer - Performance Obligation (Details) $ in Thousands	Sep. 30, 2022 USD ($)
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation amount	$ 201,610
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-10-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation, percent to be recognized over next twelve months	92.00%
Remaining performance obligation expected timing of satisfaction period	12 months

Geographic Data (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Revenues from External Customers and Long-Lived Assets [Line Items]
Total long-lived assets	$ 373,425	$ 328,475
Americas
Revenues from External Customers and Long-Lived Assets [Line Items]
Total long-lived assets	170,712	99,500
EMEA
Revenues from External Customers and Long-Lived Assets [Line Items]
Total long-lived assets	30,348	44,730
APAC
Revenues from External Customers and Long-Lived Assets [Line Items]
Total long-lived assets	$ 172,365	$ 184,245

Property and Equipment, Net - Schedule of Property and Equipment, Net (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Property, Plant and Equipment [Line Items]
Property and equipment, at cost	$ 104,682	$ 104,060
Less: Accumulated depreciation	(73,929)	(72,237)
Total property and equipment, net	30,753	31,823
Land
Property, Plant and Equipment [Line Items]
Property and equipment, at cost	2,811	2,811
Building and improvements
Property, Plant and Equipment [Line Items]
Property and equipment, at cost	35,747	35,188
Computer equipment and software
Property, Plant and Equipment [Line Items]
Property and equipment, at cost	50,027	47,651
Furniture, fixtures, and equipment
Property, Plant and Equipment [Line Items]
Property and equipment, at cost	14,021	14,274
Aircraft
Property, Plant and Equipment [Line Items]
Property and equipment, at cost	2,038	4,075
Other
Property, Plant and Equipment [Line Items]
Property and equipment, at cost	$ 38	$ 61

Goodwill and Other Intangible Assets (Tables)

9 Months Ended

Sep. 30, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Changes in the Carrying Amount of Goodwill

The changes in the carrying amount of goodwill are as follows:


Balance, December 31, 2021	$	1,588,477
Acquisitions	639,509

Foreign currency translation adjustments	(32,556)
Other adjustments	(2,377)
Balance, September 30, 2022	$	2,193,053

Schedule of Finite-Lived Intangible Assets

Details of intangible assets other than goodwill are as follows:


		September 30, 2022						December 31, 2021
	Estimated Useful Life	Gross Carrying Amount		Accumulated Amortization		Net Book Value		Gross Carrying Amount		Accumulated Amortization		Net Book Value
Intangible assets subject to amortization:
Software and technology	3-5 years	$	91,357	$	(51,503)	$	39,854	$	101,588	$	(63,225)	$	38,363
Customer relationships	3-10 years	317,332		(102,898)		214,434		245,325		(83,799)		161,526
Trademarks	3-10 years	68,016		(24,894)		43,122		63,080		(20,893)		42,187
Non-compete agreements	5 years	350		(190)		160		350		(139)		211
		477,055		(179,485)		297,570		410,343		(168,056)		242,287
Intangible assets not subject to amortization:
In-process research and development		3,603		—		3,603		3,547		—		3,547
Total intangible assets		$	480,658	$	(179,485)	$	301,173	$	413,890	$	(168,056)	$	245,834

Finite-lived Intangible Assets Amortization Expense

The aggregate amortization expense for purchased intangible assets with finite lives was reflected in the Company’s consolidated statements of operations as follows:


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2022		2021		2022		2021
Cost of subscriptions and licenses	$	3,129	$	2,771	$	9,305	$	5,017
Amortization of purchased intangibles	10,446		8,676		30,869		16,703
Total amortization expense	$	13,575	$	11,447	$	40,174	$	21,720

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (h)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

Reference 3: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (g)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

Reference 5: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (e)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

Reference 6: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

Reference 7: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1A
-URI https://asc.fasb.org/extlink&oid=121556970&loc=SL108378252-109267

Reference 8: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (f)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

Reference 9: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

Reference 10: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 2
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13854-109267

Reference 11: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 55
-Paragraph 24
-URI https://asc.fasb.org/extlink&oid=122137925&loc=d3e14258-109268

Reference 12: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

+ Details

Goodwill and Other Intangible Assets - Goodwill (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2022 USD ($)
Goodwill [Roll Forward]
Goodwill beginning balance	$ 1,588,477
Acquisitions	639,509
Foreign currency translation adjustments	(32,556)
Other adjustments	(2,377)
Goodwill ending balance	$ 2,193,053

- Definition

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

+ References + Details

Retirement Plans - Schedule of Deferred Compensation Plan Liabilities (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Defined Contribution Plan Disclosure [Line Items]
Accruals and other current liabilities	$ 337,442	$ 323,603
Deferred compensation plan liabilities	71,013	94,890
Deferred Compensation Arrangement with Individual, by Type of Compensation, Pension and Other Postretirement Benefits
Defined Contribution Plan Disclosure [Line Items]
Accruals and other current liabilities	1,977	7,309
Deferred compensation plan liabilities	71,013	94,890
Total DCP liabilities	$ 72,990	$ 102,199

Equity Awards and Instruments - Summary of Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	$ 18,791	$ 11,752	$ 51,359	$ 32,853
Stock-based compensation expense accrued	7,382		7,382		$ 6,749
Cost of revenues: \| Subscriptions and licenses
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	757	323	1,927	822
Cost of revenues: \| Services
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	460	235	1,407	685
Research and development
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	6,754	5,227	17,693	14,069
Selling and marketing
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	2,014	1,582	5,657	3,885
General and administrative
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	8,806	4,385	24,675	13,392
Restricted stock and restricted stock units (“RSUs”) expense
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	10,441	4,681	25,003	11,139
Bonus Plan expense
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	7,305	5,586	21,444	17,181
ESPP expense
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	565	539	2,394	1,416
Stock option expense
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	395	773	1,762	2,494
Stock grants expense
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	0	0	450	450
DCP elective participant deferrals expense
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	$ 85	$ 173	$ 306	$ 173

Fair Value of Financial Instruments - Interest Rate Swap Activity (Details) - Interest rate swap - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Other income (expense), net
Derivative [Line Items]
Gain from change in fair value	$ 9,828	$ 1,463	$ 29,318	$ 9,198
Interest expense, net
Derivative [Line Items]
(Refunds) payments	$ (752)	$ 325	$ (475)	$ 942

Fair Value of Financial Instruments (Tables)

9 Months Ended

Sep. 30, 2022

Fair Value Disclosures [Abstract]

Schedule of Interest Rate Derivatives

The following is a summary of the interest rate swap activity:


	Three Months Ended				Nine Months Ended
	September 30,				September 30,				Recognized in Consolidated
	2022		2021		2022		2021		Statements of Operations
Interest rate swap:
Gain from change in fair value	$	9,828	$	1,463	$	29,318	$	9,198	Other income (expense), net
(Refunds) payments	(752)		325		(475)		942		Interest expense, net

Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis

Financial assets and financial liabilities carried at fair value measured on a recurring basis consist of the following:


September 30, 2022	Level 1		Level 2		Level 3		Total
Assets:
Money market funds (1)	$	18	$	—	$	—	$	18
Interest rate swap (2)	—		39,435		—		39,435
Total assets	$	18	$	39,435	$	—	$	39,453
Liabilities:
Acquisition contingent consideration (3)	$	—	$	—	$	1,244	$	1,244
Deferred compensation plan liabilities (4)	72,990		—		—		72,990
Cash-settled equity awards (5)	279		—		—		279
Total liabilities	$	73,269	$	—	$	1,244	$	74,513


December 31, 2021	Level 1		Level 2		Level 3		Total
Assets:
Money market funds (1)	$	21	$	—	$	—	$	21
Interest rate swap (2)	—		10,117		—		10,117
Total assets	$	21	$	10,117	$	—	$	10,138
Liabilities:
Acquisition contingent consideration (3)	$	—	$	—	$	6,613	$	6,613
Deferred compensation plan liabilities (4)	102,199		—		—		102,199
Cash-settled equity awards (5)	353		—		—		353
Total liabilities	$	102,552	$	—	$	6,613	$	109,165

(1)Included in Cash and cash equivalents in the consolidated balance sheets.

(2)Included in Other assets in the consolidated balance sheets.

(3)Included in Other liabilities, except for current liabilities of $1,244 and $5,382 as of September 30, 2022 and December 31, 2021, respectively, which are included in Accruals and other current liabilities in the consolidated balance sheets. Acquisition contingent consideration liability is measured at fair value and is based on significant inputs not observable in the market, which represents a Level 3 measurement within the fair value hierarchy. The valuation of contingent consideration uses assumptions the Company believes would be made by a market participant.

(4)Included in Deferred compensation plan liabilities, except for current liabilities of $1,977 and $7,309 as of September 30, 2022 and December 31, 2021, respectively, which are included in Accruals and other current liabilities in the consolidated balance sheets.

(5)Included in Accruals and other current liabilities in the consolidated balance sheets.

Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation

The following is a reconciliation of the changes in fair value of the Company’s financial liabilities which have been classified as Level 3 in the fair value hierarchy:


	Nine Months Ended		Year Ended
	September 30, 2022		December 31, 2021


Balance, beginning of year	$	6,613	$	4,299
Payments	(5,160)		(2,371)
Addition	—		4,544
Change in fair value	(6)		294
Foreign currency translation adjustments	(203)		(153)
Balance, end of period	$	1,244	$	6,613

Accumulated Other Comprehensive Loss (Tables)

9 Months Ended

Sep. 30, 2022

Equity [Abstract]

Schedule of Accumulated Other Comprehensive Loss

Accumulated other comprehensive loss consists of the following during the three months ended September 30, 2022 and 2021:


	Foreign		Actuarial (Loss)
	Currency		Gain on
	Translation		Retirement Plan		Total
Balance, June 30, 2022	$	(88,250)	$	(881)	$	(89,131)
Other comprehensive (loss) income, before taxes	(12,809)		16		(12,793)
Tax expense	—		(5)		(5)
Other comprehensive (loss) income, net of taxes	(12,809)		11		(12,798)
Balance, September 30, 2022	$	(101,059)	$	(870)	$	(101,929)


	Foreign		Actuarial (Loss)
	Currency		Gain on
	Translation		Retirement Plan		Total
Balance, June 30, 2021	$	(53,914)	$	(972)	$	(54,886)
Other comprehensive (loss) income, before taxes	(27,014)		28		(26,986)
Tax expense	—		(8)		(8)
Other comprehensive (loss) income, net of taxes	(27,014)		20		(26,994)
Balance, September 30, 2021	$	(80,928)	$	(952)	$	(81,880)

Accumulated other comprehensive loss consists of the following during the nine months ended September 30, 2022 and 2021:


	Foreign		Actuarial (Loss)
	Currency		Gain on
	Translation		Retirement Plan		Total
Balance, December 31, 2021	$	(90,867)	$	(907)	$	(91,774)
Other comprehensive (loss) income, before taxes	(10,192)		52		(10,140)
Tax expense	—		(15)		(15)
Other comprehensive (loss) income, net of taxes	(10,192)		37		(10,155)
Balance, September 30, 2022	$	(101,059)	$	(870)	$	(101,929)


	Foreign		Actuarial (Loss)
	Currency		Gain on
	Translation		Retirement Plan		Total
Balance, December 31, 2020	$	(25,219)	$	(1,014)	$	(26,233)
Other comprehensive (loss) income, before taxes	(55,709)		87		(55,622)
Tax expense	—		(25)		(25)
Other comprehensive (loss) income, net of taxes	(55,709)		62		(55,647)
Balance, September 30, 2021	$	(80,928)	$	(952)	$	(81,880)

Long‑Term Debt - 2026 Convertible Senior Notes (Details)		9 Months Ended
	Jan. 26, 2021 USD ($) share_rate day $ / shares	Sep. 30, 2022 USD ($)	Sep. 30, 2021 USD ($)
Debt Instrument [Line Items]
Payments of debt issuance costs \| $		$ 0	$ 5,643,000
2026 Notes: \| Convertible Debt
Debt Instrument [Line Items]
Debt instrument, face amount \| $	$ 690,000,000
Debt instrument, interest rate, stated percentage	0.125%
Payments of debt issuance costs \| $	$ 18,055,000
Payments of expenses associated with initial public offering \| $	25,530,000
Repayment of credit facility \| $	$ 250,500,000
Debt instrument, convertible, threshold percentage of stock price trigger	130.00%
Debt instrument, convertible, threshold trading days	20
Debt instrument, convertible, threshold consecutive trading days	30
Debt instrument, redemption price, percentage	98.00%
Debt instrument, convertible, number of equity instruments, conversion rate (shares per USD) \| share_rate	15.5925
Debt instrument, convertible, conversion price (USD per share) \| $ / shares	$ 64.13
Number of trading days after maturity date, debt redeemable	40 days
Effective interest rate	0.658%
2026 Notes: \| Convertible Debt \| Minimum
Debt Instrument [Line Items]
Share price threshold, adjustment to conversion rate (USD per share) \| $ / shares	$ 44.23
2026 Notes: \| Convertible Debt \| Maximum
Debt Instrument [Line Items]
Debt instrument, convertible, number of equity instruments, conversion rate (shares per USD) \| share_rate	22.6090
Share price threshold, adjustment to conversion rate (USD per share) \| $ / shares	$ 210.00
2026 Notes: \| Convertible Debt \| Debt Conversion Terms One
Debt Instrument [Line Items]
Debt instrument, convertible, threshold trading days	20
Debt instrument, convertible, threshold consecutive trading days	30
2026 Notes: \| Convertible Debt \| Debt Conversion Terms Two
Debt Instrument [Line Items]
Debt instrument, convertible, threshold consecutive business days	5
Debt instrument, convertible, threshold consecutive trading days, after threshold consecutive business days	10

Goodwill and Other Intangible Assets - Intangible Assets Other than Goodwill (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2022	Dec. 31, 2021
Intangible assets subject to amortization:
Gross Carrying Amount	$ 477,055	$ 410,343
Accumulated Amortization	(179,485)	(168,056)
Net Book Value	297,570	242,287
Intangible assets not subject to amortization:
Gross Carrying Amount	480,658	413,890
Accumulated Amortization	(179,485)	(168,056)
Net Book Value	301,173	245,834
In-process research and development
Intangible assets not subject to amortization:
In-process research and development	3,603	3,547
Software and technology
Intangible assets subject to amortization:
Gross Carrying Amount	91,357	101,588
Accumulated Amortization	(51,503)	(63,225)
Net Book Value	39,854	38,363
Intangible assets not subject to amortization:
Accumulated Amortization	$ (51,503)	(63,225)
Software and technology \| Minimum
Intangible assets subject to amortization:
Estimated Useful Life	3 years
Software and technology \| Maximum
Intangible assets subject to amortization:
Estimated Useful Life	5 years
Customer relationships
Intangible assets subject to amortization:
Gross Carrying Amount	$ 317,332	245,325
Accumulated Amortization	(102,898)	(83,799)
Net Book Value	214,434	161,526
Intangible assets not subject to amortization:
Accumulated Amortization	$ (102,898)	(83,799)
Customer relationships \| Minimum
Intangible assets subject to amortization:
Estimated Useful Life	3 years
Customer relationships \| Maximum
Intangible assets subject to amortization:
Estimated Useful Life	10 years
Trademarks
Intangible assets subject to amortization:
Gross Carrying Amount	$ 68,016	63,080
Accumulated Amortization	(24,894)	(20,893)
Net Book Value	43,122	42,187
Intangible assets not subject to amortization:
Accumulated Amortization	$ (24,894)	(20,893)
Trademarks \| Minimum
Intangible assets subject to amortization:
Estimated Useful Life	3 years
Trademarks \| Maximum
Intangible assets subject to amortization:
Estimated Useful Life	10 years
Non-compete agreements
Intangible assets subject to amortization:
Estimated Useful Life	5 years
Gross Carrying Amount	$ 350	350
Accumulated Amortization	(190)	(139)
Net Book Value	160	211
Intangible assets not subject to amortization:
Accumulated Amortization	$ (190)	$ (139)

Net Income (Loss) Per Share - Narrative (Details) - shares	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021
Earnings Per Share [Abstract]
Participating securities outstanding (in shares)	362,773	99,683

Income Taxes

9 Months Ended

Sep. 30, 2022

Income Tax Disclosure [Abstract]

Income Taxes

The following is a summary of Income (loss) before income taxes, Provision (benefit) for income taxes, and effective tax rate for the periods presented:


	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2022			2021			2022			2021
Income (loss) before income taxes	$	47,342		$	(42,333)		$	159,125		$	52,460
Provision (benefit) for income taxes	$	9,664		$	5,025		$	8,221		$	(5,090)
Effective tax rate	20.4		%	(11.9)		%	5.2		%	(9.7)		%

For the three months ended September 30, 2022, the effective tax rate was higher as compared to the three months ended September 30, 2021 primarily due to the 2021 tax effect, net of officer compensation limitation provisions, related to the 2021 compensation charge of $90,721 to Deferred compensation plan expenses to record reallocated deferred compensation plan liabilities at fair value (see Note 12). For the three months ended September 30, 2022 and 2021, the Company also recorded discrete tax benefits of $4,280 and $6,920, respectively, primarily associated with windfall tax benefits from stock‑based compensation, net of the impact from officer compensation limitation provisions.

For the nine months ended September 30, 2022, the effective tax rate was higher as compared to the nine months ended September 30, 2021 primarily due to the 2021 tax effect, net of officer compensation limitation provisions, related to the 2021 compensation charge of $90,721 to Deferred compensation plan expenses to record reallocated deferred compensation plan liabilities at fair value (see Note 12). For the nine months ended September 30, 2022 and 2021, the Company also recorded discrete tax benefits of $36,032 and $42,825, respectively, primarily associated with windfall tax benefits from stock‑based compensation, net of the impact from officer compensation limitation provisions.

During the nine months ended September 30, 2022, the Company repatriated $150,000 of undistributed previously taxed earnings generated by its foreign subsidiaries to the U.S. The repatriations were used to fund the acquisition of Power Line Systems (see Note 4). The cash repatriations did not have a material impact on Provision for income taxes for the nine months ended September 30, 2022.

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 21
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32857-109319

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-URI https://asc.fasb.org/extlink&oid=122134291&loc=d3e330215-122817

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 17
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32809-109319

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SAB TOPIC 6.I.5.Q1)
-URI https://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 14
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32705-109319

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 270
-Section 50
-Paragraph 1
-URI https://asc.fasb.org/extlink&oid=6424409&loc=d3e44925-109338

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-URI https://asc.fasb.org/topic&trid=2144680

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 30
-Section 50
-Paragraph 2
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=6424122&loc=d3e41874-109331

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

+ Details

Long‑Term Debt - 2027 Notes Capped Call Options (Details) - 2027 Notes: - Convertible Debt - USD ($) $ / shares in Units, $ in Thousands	Jun. 28, 2021	Jun. 23, 2021
Debt Instrument [Line Items]
Capped call options expense	$ 50
Capped call transaction, cap price (USD per share)		$ 95.5575
Capped call, premium above share price, percentage		55.00%

Other Income (Expense), Net

9 Months Ended

Sep. 30, 2022

Other Income and Expenses [Abstract]

Other Income (Expense), Net

Other income (expense), net consists of the following:


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2022		2021		2022		2021
Gain (loss) from:
Change in fair value of interest rate swap (see Note 17)	$	9,828	$	1,463	$	29,318	$	9,198
Foreign exchange (1)	(11,027)		(2,446)		(18,815)		(248)
Sale of aircraft (see Note 5)	—		—		2,029		—

Change in fair value of acquisition contingent consideration	506		—		6		—
Other income, net	873		26		1,780		798
Total other income (expense), net	$	180	$	(957)	$	14,318	$	9,748

Leases - Supplemental Balance Sheet (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Leases [Abstract]
Property and equipment		$ 484
Accumulated depreciation		$ (453)
Finance lease, right-of-use asset, statement of financial position [Extensible List]	Property and equipment, net	Property and equipment, net
Property and equipment, net		$ 31
Total financing lease liabilities included in Accruals and other current liabilities		$ 98

Executive Bonus Plan	9 Months Ended
Executive Bonus Plan	Sep. 30, 2022
Compensation Related Costs [Abstract]
Executive Bonus Plan	Executive Bonus Plan Certain of the Company’s key employees, including its named executive officers, participate in the amended and restated Bentley Systems, Incorporated Bonus Pool Plan (the “Bonus Plan”). Pursuant to the Bonus Plan, participants are eligible to receive incentive bonuses that are determined based on the Company’s adjusted Management Report Operating Income (“MROI”), as defined in the plan agreement and before deduction for such plan payments. For purposes of the Bonus Plan, the bonus pool thereunder may be funded with up to an aggregate of 20% of the Company’s adjusted MROI, subject to approval by the board of directors, with payments made to plan participants based on each such participant’s allocated interest in the bonus pool. The plan permits the deduction of certain holdback amounts from the plan’s pool, from which amounts can then be allocated to fund items including equity and/or cash incentive compensation for non‑plan participants and participant charitable contributions. A participant may defer any portion, or all, of such participant’s incentive bonus payable pursuant to the Bonus Plan into the DCP (see Note 12). A participant’s non‑deferred incentive bonus is payable in cash, however, the Bonus Plan provides, in part, that a participant may elect to receive any portion, or all, of such participant’s non‑deferred incentive bonus in the form of shares of fully vested Class B Common Stock issued under the Bentley Systems, Incorporated 2020 Omnibus Incentive Plan, subject to the limitation described below. The Company records the election of non‑deferred incentive bonus in the form of shares of fully vested Class B Common Stock as stock‑based compensation expense in the consolidated statements of operations (see Note 15). Such election must be made prior to the start of the applicable calendar quarter for which the incentive bonus is to be paid, and the number of shares of Class B Common Stock payable in respect of such elected amount is calculated using a volume-weighted average price of the Company’s Class B Common Stock for the period commencing on the tenth trading day prior to the end of the applicable calendar quarter and ending on the tenth trading day following the end of the applicable calendar quarter. Notwithstanding participants’ elections to receive shares of fully vested Class B Common Stock in respect of their non‑deferred incentive bonus payments, if, in any calendar quarter, the aggregate U.S. Dollar value of shares of fully vested Class B Common Stock payable in respect of the non‑deferred incentive bonuses exceeds $7,500, the portion of each participant’s non‑deferred incentive bonus payable in shares of fully vested Class B Common Stock will be reduced pro rata such that the $7,500 limit is not exceeded, and, for each affected participant, the amount of such reduction will be payable in cash. For the three months ended September 30, 2022 and 2021, the incentive compensation, including cash payments, election to receive shares of fully vested Class B Common Stock, and deferred compensation to plan participants, recognized under this plan (net of all applicable holdbacks) was $8,454 and $8,128, respectively, and $24,984 and $24,686 for the nine months ended September 30, 2022 and 2021, respectively.

Revenue from Contracts with Customer

9 Months Ended

Sep. 30, 2022

Revenue from Contract with Customer [Abstract]

Revenue from Contracts with Customer

Revenue from Contracts with Customers

Nature of Products and Services

The Company generates revenues from subscriptions, perpetual licenses, and services.

Subscriptions

SELECT subscriptions — The Company provides prepaid annual recurring subscriptions that accounts (which are based on distinct contractual and billing relationships with the Company, where affiliated entities of a single parent company may each have an independent account with the Company) can elect to add to a new or previously purchased perpetual license. SELECT provides accounts with benefits, including upgrades, comprehensive technical support, pooled licensing benefits, annual portfolio balancing exchange rights, learning benefits, certain Azure‑based cloud collaboration services, mobility advantages, and access to other available benefits. SELECT subscriptions revenues are recognized as distinct performance obligations are satisfied. The performance obligations within the SELECT offering, outside of the portfolio balancing exchange right, are concurrently delivered and have the same pattern of recognition. These performance obligations are accounted for ratably over the term as a single performance obligation.

Enterprise subscriptions — The Company provides enterprise subscription offerings, which provide its enterprise accounts with complete and unlimited global access to the Company’s comprehensive portfolio of solutions. Enterprise 365 (“E365”) subscriptions are charged to accounts based upon daily usage. The daily usage fee includes a term license component, SELECT maintenance and support, hosting, and Success Blueprints, which are designed to achieve business outcomes through more efficient and effective use of the Company’s software. E365 revenues are recognized based upon usage incurred by the account. Usage is defined as distinct user access on a daily basis. E365 subscriptions can contain quarterly usage floors or collars. The term of E365 subscriptions aligns with calendar quarters and revenue is recognized based on actual usage. Alternatively, Enterprise License Subscriptions (“ELS”) provide access for a prepaid fee, which is based on the account’s usage of software in the preceding year, to effectively create a fee‑certain consumption‑based arrangement. ELS contain a term license component, SELECT maintenance and support, and performance consulting days. The SELECT maintenance and support benefits under ELS do not include a portfolio balancing performance obligation. Revenue is allocated to the various performance obligations based on their respective standalone selling price (“SSP”). Revenue allocated to the term license component is recognized upon delivery at the start of the subscription term while revenues for the SELECT maintenance and support and the performance consulting days are recognized as delivered over the subscription term. Billings in advance are recorded as Deferred revenues in the consolidated balance sheets.

Term license subscriptions — The Company provides annual, quarterly, and monthly term licenses for its software products. Term license subscriptions contain a term license component and SELECT maintenance and support. Revenue is allocated to the various performance obligations based on their SSP. Annual term licenses (“ATL”) are generally prepaid annually for named user access to specific products and include the Company’s Virtuoso subscriptions sold via the Company’s Virtuosity eStore for practitioner licenses. Virtuoso subscriptions are bundles with customizable training and expert consultation administered through “keys” or credits. Quarterly term license (“QTL”) subscriptions allow accounts to pay quarterly in arrears for license usage that is beyond their prepaid subscriptions. Monthly term license (“MTL”) subscriptions are identical to QTL subscriptions, except for the term of the license, and the manner in which they are monetized. MTL subscriptions require a Cloud Services Subscription (“CSS”), which is described below. For ATL, revenue allocated to the term license component is recognized upon delivery at the start of the subscription term while revenue for the SELECT maintenance and support is recognized as delivered over the subscription term. For Virtuoso keys, revenue is recognized as services are delivered. Billings in advance are recorded as Deferred revenues in the consolidated balance sheets. For usage‑based QTL and MTL subscriptions, revenues are recognized based upon usage incurred by the account. Usage is defined as peak usage over the respective terms. The terms of QTL and MTL subscriptions align with calendar quarters and calendar months, respectively, and revenue is recognized based on actual usage.

Visas and Passports are quarterly or annual term licenses enabling users to access specific project or enterprise information and entitles users to certain functionality of the Company’s ProjectWise and AssetWise systems. The Company’s standard offerings are usage based with monetization through the Company’s CSS program as described below.

CSS is a program designed to streamline the procurement, administration, and payment process. The program requires an estimation of annual usage for CSS eligible offerings and a deposit of funds in advance. Actual consumption is monitored and invoiced against the deposit on a calendar quarter basis. CSS balances not utilized for eligible products or services may roll over to future periods or are refundable. Paid and unconsumed CSS balances are recorded in Accruals and other current liabilities in the consolidated balance sheets. Software and services consumed under CSS are recognized pursuant to the applicable revenue recognition guidance for the respective software or service and classified as subscriptions or services based on their respective nature.

Perpetual licenses

Perpetual licenses may be sold with or without attaching a SELECT subscription. Historically, attachment and retention of the SELECT subscription has been high given the benefits of the SELECT subscription discussed above. Perpetual licenses revenues are recognized upon delivery of the license to the user.

Services

The Company provides professional services, including training, implementation, configuration, customization, and strategic consulting services. The Company performs projects on both a time and materials and a fixed fee basis. Certain of the Company’s fixed‑fee arrangements, including its Success Services offerings, are structured as subscription‑like, packaged offerings that are annually recurring in nature. Success Services are standard service offerings that provide a level of dedicated professional services above the standard technical support offered to all accounts as part of their SELECT or enterprise agreement. Revenues are recognized as services are performed.

The Company primarily utilizes its direct internal sales force and also has arrangements through independent channel partners to promote and sell Bentley products and subscriptions to end‑users. Channel partners are authorized to promote the sale of an authorized set of Bentley products and subscriptions within an authorized geography under a Channel Partner Agreement.

Significant Judgments and Estimates

The Company’s contracts with customers may include promises to transfer licenses (perpetual or term‑based), maintenance, and services to a user. Judgment is required to determine if the promises are separate performance obligations, and if so, the allocation of the transaction price to each performance obligation. When an arrangement includes multiple performance obligations which are concurrently delivered and have the same pattern of transfer to the customer, the Company accounts for those performance obligations as a single performance obligation. For contracts with more than one performance obligation, the transaction price is allocated among the performance obligations in an amount that depicts the relative SSP of each obligation. Judgment is required to determine the SSP for each distinct performance obligation. In instances where SSP is not directly observable, such as when the Company does not sell the product or service separately, the Company determines the SSP using information that may include market conditions and other observable inputs. The Company uses a range of amounts to estimate SSP when it sells each of the products and services separately and needs to determine whether there is a discount that should be allocated based on the relative SSP of the various products and services.

The Company’s SELECT agreement provides users with perpetual licenses a right to exchange software for other eligible perpetual licenses on an annual basis upon renewal. The Company refers to this option as portfolio balancing and has concluded that the portfolio balancing feature represents a material right resulting in the deferral of the associated revenue. Judgment is required to estimate the percentage of users who may elect to portfolio balance and considers inputs such as historical user elections. This feature is available once per term and must be exercised prior to the respective renewal term. The Company recognizes the associated revenue upon election or when the portfolio balancing right expires. This right is included in the initial and subsequent renewal terms and the Company reestablishes the revenue deferral for the material right upon the beginning of the renewal term. As of September 30, 2022 and December 31, 2021, the Company has deferred $16,874 and $18,020, respectively, related to portfolio balancing exchange rights which is included in Deferred revenues in the consolidated balance sheets.

Contract Assets and Contract Liabilities


	September 30, 2022		December 31, 2021


Contract assets	$	491	$	336
Deferred revenues	201,610		232,593

As of September 30, 2022 and December 31, 2021, the Company’s contract assets relate to performance obligations completed in advance of the right to invoice and are included in Prepaid and other current assets in the consolidated balance sheets. Contract assets were not impaired as of September 30, 2022 and December 31, 2021.

Deferred revenues consist of billings made or payments received in advance of revenue recognition from subscriptions and services. The timing of revenue recognition may differ from the timing of billings to users.

For the nine months ended September 30, 2022, $174,194 of revenues that were included in the December 31, 2021 deferred revenues balance were recognized. There were additional deferrals of $158,125, which were primarily related to new billings and acquisitions (see Note 4). For the nine months ended September 30, 2021, $164,539 of revenues that were included in the December 31, 2020 deferred revenues balance were recognized. There were additional deferrals of $161,578, which were primarily related to new billings and acquisitions (see Note 4).

Remaining Performance Obligations

The Company’s contracts with customers include amounts allocated to performance obligations that will be satisfied at a later date. As of September 30, 2022, amounts allocated to these remaining performance obligations are $201,610, of which the Company expects to recognize approximately 92% over the next 12 months with the remaining amount thereafter.

Disaggregation of Revenues

The Company’s revenues consist of the following:


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2022		2021		2022		2021
Subscriptions:
SELECT subscriptions	$	63,609	$	66,648	$	196,786	$	199,722
Enterprise subscriptions (1)	89,041		75,381		252,461		214,058
Term license subscriptions	82,657		73,106		259,484		175,922
Subscriptions	235,307		215,135		708,731		589,702
Perpetual licenses	9,460		11,866		31,213		33,373
Subscriptions and licenses	244,767		227,001		739,944		623,075
Services:
Recurring	4,557		5,160		13,431		16,243
Other	19,008		19,227		58,759		57,996
Services	23,565		24,387		72,190		74,239
Total revenues	$	268,332	$	251,388	$	812,134	$	697,314

The Company recognizes perpetual licenses and the term license component of subscriptions as revenue when either the licenses are delivered or at the start of the subscription term. For the three months ended September 30, 2022 and 2021, the Company recognized $125,140 and $109,000 of license related revenues, respectively, of which $115,680 and $97,134, respectively, were attributable to the term license component of the Company’s subscription‑based commercial offerings recorded in Subscriptions in the consolidated statements of operations. For the nine months ended September 30, 2022 and 2021, the Company recognized $380,237 and $293,277 of license related revenues, respectively, of which $349,024 and $259,904, respectively, were attributable to the term license component of the Company’s subscription‑based commercial offerings recorded in Subscriptions in the consolidated statements of operations.

The Company derived 7% of its total revenues through channel partners for the three and nine months ended September 30, 2022 and 2021.

Revenue from external customers is attributed to individual countries based upon the location of the customer. Revenues by geographic region are as follows:


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2022		2021		2022		2021
Americas (1)	$	141,599	$	127,996	$	440,218	$	349,752
Europe, the Middle East, and Africa (“EMEA”)	75,416		76,502		227,696		219,507
Asia-Pacific (“APAC”)	51,317		46,890		144,220		128,055
Total revenues	$	268,332	$	251,388	$	812,134	$	697,314

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-URI https://asc.fasb.org/topic&trid=49130388

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 10
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130551-203045

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130556-203045

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 9
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130550-203045

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (e)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 15
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130558-203045

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

+ Details

Net Income (Loss) Per Share - Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total anti-dilutive securities (in shares)	7,206,587	25,939,551	279,789	12,167,299
RSUs
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total anti-dilutive securities (in shares)	297,789	8,174,124	279,789	90,400
ESPP
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total anti-dilutive securities (in shares)	0	97,804	0	0
Convertible senior notes
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total anti-dilutive securities (in shares)	6,908,798	17,667,623	0	12,076,899

Acquisitions (Tables)

9 Months Ended

Sep. 30, 2022

Business Combination and Asset Acquisition [Abstract]

Schedule of Business Acquisitions Aggregate Details

The aggregate details of the Company’s acquisition activity are as follows:


	Acquisitions Completed in
	Nine Months Ended		Year Ended
	September 30, 2022		December 31, 2021


Number of acquisitions	4		13
Cash paid at closing (1)	$	738,810	$	1,072,820
Cash acquired	(19,271)		(37,837)
Net cash paid	$	719,539	$	1,034,983

(1)Of the cash paid at closing for the nine months ended September 30, 2022 and year ended December 31, 2021, $3,000 and $8,701, respectively, was deposited into an escrow account to secure any potential indemnification and other obligations of the seller.

Schedule of Business Acquisitions Contingent Consideration

The fair value of the contingent consideration from acquisitions is included in the consolidated balance sheets as follows:


	September 30, 2022		December 31, 2021


Accruals and other current liabilities	$	1,244	$	5,382
Other liabilities	—		1,231
Contingent consideration from acquisitions	$	1,244	$	6,613

The fair value of non-contingent consideration from acquisitions is included in the consolidated balance sheets as follows:


	September 30, 2022		December 31, 2021


Accruals and other current liabilities	$	2,923	$	4,751
Other liabilities	2,995		6,177
Non-contingent consideration from acquisitions	$	5,918	$	10,928

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed

The following summarizes the fair values of the assets acquired and liabilities assumed, as well as the weighted average useful lives assigned to acquired intangible assets at the respective date of each acquisition (including contingent consideration):


	Acquisitions Completed in
	Nine Months Ended		Year Ended
	September 30, 2022		December 31, 2021
Consideration:
Cash paid at closing	$	738,810	$	1,072,820
Shares issued at closing (1)(2)	—		182,390
Contingent consideration	—		4,544
Deferred, non-contingent consideration, net	157		10,090
Other	(153)		—
Total consideration	$	738,814	$	1,269,844
Assets acquired and liabilities assumed:
Cash	$	19,271	$	37,837
Accounts receivable and other current assets	1,798		24,174
Operating lease right-of-use assets	1,237		12,095
Property and equipment	963		4,383
Other assets	—		874
Software and technology (weighted average useful life of 5 years)	10,557		43,560
Customer relationships (weighted average useful life of 10 and 9 years, respectively)	80,328		158,555
Trademarks (weighted average useful life of 9 and 10 years, respectively)	5,734		38,256

In-process research and development	—		3,700
Total identifiable assets acquired excluding goodwill	119,888		323,434
Accruals and other current liabilities	(918)		(27,649)
Deferred revenues	(11,563)		(26,245)
Operating lease liabilities	(1,237)		(11,988)
Deferred income taxes	(6,865)		(53,342)
Other liabilities	—		(716)
Total liabilities assumed	(20,583)		(119,940)
Net identifiable assets acquired excluding goodwill	99,305		203,494
Goodwill	639,509		1,066,350
Net assets acquired	$	738,814	$	1,269,844

(1)Of the total 3,141,342 shares issued at closing, 83,627 shares are subject to forfeiture if post‑closing employment service conditions are not met and accordingly are being recorded as stock‑based compensation expense over the related forfeiture period of two years (see Note 15).

(2)A fair value adjustment of $16,943 was applied to the stock consideration due to restrictions on the transfer of securities.

Equity Awards and Instruments

9 Months Ended

Sep. 30, 2022

Share-Based Payment Arrangement [Abstract]

Equity Awards and Instruments

Stock-Based Compensation Expense

Total stock‑based compensation expense consists of the following:


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2022		2021		2022		2021
Restricted stock and restricted stock units (“RSUs”) expense (1)	$	10,441	$	4,681	$	25,003	$	11,139
Bonus Plan expense (see Note 11)	7,305		5,586		21,444		17,181
ESPP expense (see Note 13)	565		539		2,394		1,416
Stock option expense	395		773		1,762		2,494
Stock grants expense	—		—		450		450
DCP elective participant deferrals expense (2) (see Note 12)	85		173		306		173
Total stock-based compensation expense (3)	$	18,791	$	11,752	$	51,359	$	32,853

(1)Includes acquisition‑related shares (see Note 4).

(2)DCP elective participant deferrals expense excludes deferred incentive bonus payable pursuant to the Bonus Plan.

(3)As of September 30, 2022 and December 31, 2021, $7,382 and $6,749 remained in Accruals and other current liabilities in the consolidated balance sheets, respectively.

Total stock‑based compensation expense is included in the consolidated statements of operations as follows:


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2022		2021		2022		2021
Cost of subscriptions and licenses	$	757	$	323	$	1,927	$	822
Cost of services	460		235		1,407		685
Research and development	6,754		5,227		17,693		14,069
Selling and marketing	2,014		1,582		5,657		3,885
General and administrative	8,806		4,385		24,675		13,392
Total stock-based compensation expense	$	18,791	$	11,752	$	51,359	$	32,853

Stock‑based compensation expense is measured at the grant date fair value of the award and is recognized ratably over the requisite service period, which is generally the vesting period. Specifically for performance‑based RSUs, stock‑based compensation expense is measured at the grant date fair value of the award and is recognized ratably over the requisite service period based on the number of awards expected to vest at each reporting date. The Company accounts for forfeitures of equity awards as those forfeitures occur.

Stock Options

The following is a summary of stock option activity and related information under the Company’s applicable equity incentive plans:


				Weighted
		Weighted		Average
		Average		Remaining	Aggregate
	Stock	Exercise Price		Contractual	Intrinsic
	Options	Per Share		Life (in years)	Value
Outstanding, December 31, 2021	6,917,925	$	5.26
Exercised	(2,635,429)	4.77
Forfeited and expired	(105,500)	5.64
Outstanding, September 30, 2022	4,176,996	$	5.56	1.1	$	104,542
Exercisable, September 30, 2022	3,225,496	$	5.51	1.0	$	80,897

For the nine months ended September 30, 2022 and 2021, the Company received cash proceeds of $6,855 and $5,039, respectively, related to the exercise of stock options. The total intrinsic value of stock options exercised for the nine months ended September 30, 2022 and 2021 was $89,532 and $250,795, respectively.

As of September 30, 2022, there was $749 of unrecognized compensation expense related to unvested stock options, which is expected to be recognized over a weighted average period of approximately 0.5 years.

Acquisition Options — In addition to stock options granted under the Company’s equity incentive plans, in connection with an acquisition completed in March 2018, the Company issued to certain selling shareholder entities options to acquire an aggregate of up to 900,000 shares of Class B Common Stock. The options had a five‑year term, were exercisable on March 27, 2022, and had an initial exercise price of $6.805 per share. The exercise price of the options was subject to a cap and collar adjustment mechanism that automatically reduces (but not to less than $0.01) or increases the exercise price based on the difference between the exercise price and the fair market value of the Company’s Class B Common Stock on the exercise date. During the nine months ended September 30, 2022, 900,000 shares were exercised. No acquisition options remain outstanding as of September 30, 2022.

Restricted Stock and RSUs

Under the equity incentive plans, the Company may grant both time‑based and performance‑based shares of restricted Class B Common Stock and RSUs to eligible colleagues. Time‑based awards generally vest ratably on each of the first four anniversaries of the grant date. Performance‑based awards vesting is determined by the achievement of certain business profitability and growth targets, which include growth in annualized recurring revenues, as well as actual bookings for perpetual licenses and non‑recurring services, and certain non‑financial performance targets. Performance targets are generally set for performance periods of one to three years.

The following is a summary of unvested restricted stock and RSU activity and related information under the Company’s applicable equity incentive plans:


							Time-		Performance-
							Based		Based
			Time-		Performance-		Weighted		Weighted
	Total		Based		Based		Average		Average
	Restricted		Restricted		Restricted		Grant Date		Grant Date
	Stock		Stock		Stock		Fair Value		Fair Value
	and RSUs		and RSUs		and RSUs		Per Share		Per Share
Unvested, December 31, 2021	1,708,545		1,611,862		96,683	(4)	$	32.81	$	49.93
Granted	1,598,661	(1)	1,235,888	(3)	362,773	(5)	38.82		38.21
Vested	(477,283)		(386,113)		(91,170)	(4)	26.40		49.93
Forfeited and canceled	(147,816)		(142,303)		(5,513)		33.64		49.93
Unvested, September 30, 2022	2,682,107	(2)	2,319,334		362,773		37.02		38.21

(1)For the nine months ended September 30, 2022, the Company only granted RSUs.

(2)Includes 50,917 RSUs which are expected to be settled in cash.

(3)Includes 199,076 time‑based RSUs granted during the three months ended March 31, 2022 to certain officers and key employees, which cliff vest on January 31, 2025.

(4)Relates to the 2021 annual performance period. Total stock‑based compensation expense associated with these awards was fully recognized as of December 31, 2021.

During the three months ended March 31, 2022, the Company granted 185,186 performance‑based RSUs to certain officers and key employees, which vest subject to the achievement of certain performance goals over a three‑year performance period (the “Performance Period”). For each year of the Performance Period, one‑third of the performance‑based RSUs will be subject to a cliff, whereby no vesting of that portion will occur unless the Company’s Adjusted EBITDA margin also equals or exceeds the relevant target level for such year. Provided Adjusted EBITDA margin targets are met, the total number of performance‑based RSUs that will vest is determined by the achievement of certain business profitability and growth targets, which include growth in annualized recurring revenues, as well as actual bookings for perpetual licenses and non‑recurring services. Final actual vesting will be determined on January 31, 2025.

During the three months ended March 31, 2022, the Company granted 120,599 performance‑based RSUs to certain officers and key employees, which vest subject to the achievement of certain performance goals related to the 2022 annual performance period. Provided Adjusted EBITDA margin targets are met, the total number of performance‑based RSUs that will vest is determined by the achievement of certain business profitability and growth targets, which include growth in annualized recurring revenues, as well as actual bookings for perpetual licenses and non‑recurring services. To the extent performance exceeds the applicable targets for 2022, these grantees could realize a maximum of 1.25x the number of annual performance‑based RSUs granted or 150,749 performance‑based RSUs.

In 2016, the Company granted RSUs subject to performance‑based vesting as determined by the achievement of certain business growth targets. Certain colleagues elected to defer delivery of such shares upon vesting. During the nine months ended September 30, 2022 and 2021, 10,888 and 10,864 shares, respectively, were delivered to colleagues, and 23 and 33 additional shares, respectively, were earned as a result of dividends. As of September 30, 2022 and December 31, 2021, 9,356 and 20,221 shares, respectively, of these vested and deferred RSUs remained outstanding.

The weighted average grant date fair values of RSUs granted were $38.68 and $51.03, for the nine months ended September 30, 2022 and 2021, respectively.

For the nine months ended September 30, 2022 and 2021, restricted stock and RSUs were issued net of 81,301 and 103,573 shares, respectively, which were sold back to the Company to settle applicable income tax withholdings of $3,208 and $6,352, respectively.

As of September 30, 2022, there was $70,919 of unrecognized compensation expense related to unvested time‑based restricted stock and RSUs, which is expected to be recognized over a weighted average period of approximately 1.9 years. There was no remaining unrecognized compensation expense related to unvested performance‑based restricted stock. As of September 30, 2022, there was $8,604 of unrecognized compensation expense related to unvested performance‑based RSUs, which is expected to be recognized over a weighted average period of approximately 1.9 years.

Stock Grants

For the nine months ended September 30, 2022 and 2021, the Company granted 13,632 and 7,824 fully vested shares of Class B Common Stock, respectively, with a fair value of $450.

Equity Awards Subsequent to September 30, 2022

In October 2022, the Company granted 336,809 time‑based RSUs, which vest ratably on each of the first four anniversaries of the grant date. The unrecognized compensation expense related to these RSUs is approximately $11,800, which is expected to be recognized over a weighted average period of approximately 4.0 years.

Equity Awards and Instruments - Options Outstanding Rollforward (Details) - USD ($) $ / shares in Units, $ in Thousands	9 Months Ended
	Sep. 30, 2022
Stock Options
Exercised (in shares)	(900,000)
2020 Incentive Award Plan \| Stock Option
Stock Options
Beginning balance (in shares)	6,917,925
Exercised (in shares)	(2,635,429)
Forfeited and expired (in shares)	(105,500)
Ending balance (in shares)	4,176,996
Stock options, exercisable (in shares)	3,225,496
Weighted Average Exercise Price Per Share
Beginning balance (USD per share)	$ 5.26
Exercised (USD per share)	4.77
Forfeited and expired (USD per share)	5.64
Ending balance (USD per share)	5.56
Weighted average exercise price, exercisable (USD per share)	$ 5.51
Weighted remaining contractual life (in years)	1 year 1 month 6 days
Shares exercisable, weighted remaining contractual life (in years)	1 year
Shares outstanding, aggregate intrinsic value	$ 104,542
Shares exercisable, aggregate intrinsic value	$ 80,897

Fair Value of Financial Instruments - Reconciliation of the Changes in Fair Value of Financial Liabilities (Details) - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2022	Dec. 31, 2021
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Balance, beginning of year	$ 6,613	$ 4,299
Payments	(5,160)	(2,371)
Addition	0	4,544
Change in fair value	(6)	294
Foreign currency translation adjustments	(203)	(153)
Balance, end of period	$ 1,244	$ 6,613

Fair Value of Financial Instruments

9 Months Ended

Sep. 30, 2022

Fair Value Disclosures [Abstract]

Fair Value of Financial Instruments

Derivatives Not Designated As Hedging Instrument

The Company has an interest rate swap with a notional amount of $200,000 and a termination date of April 2, 2030 to reduce the interest rate risk associated with the Company’s Credit Facility. The interest rate swap is not designated as a hedging instrument for accounting purposes. The Company accounts for the interest rate swap as either an asset or a liability in the consolidated balance sheets and carries the derivative at fair value.

The following is a summary of the interest rate swap activity:


	Three Months Ended				Nine Months Ended
	September 30,				September 30,				Recognized in Consolidated
	2022		2021		2022		2021		Statements of Operations
Interest rate swap:
Gain from change in fair value	$	9,828	$	1,463	$	29,318	$	9,198	Other income (expense), net
(Refunds) payments	(752)		325		(475)		942		Interest expense, net

Fair Value

The Company applies the provisions of FASB ASC Topic 820, Fair Value Measurement, for fair value measurements of financial assets and financial liabilities and for fair value measurements of non‑financial items that are recognized or disclosed at fair value in the consolidated financial statements.

The Company’s financial instruments include cash equivalents, account receivables, certain other assets, accounts payable, accruals, certain other current and long‑term liabilities, and long‑term debt.

The following methods and assumptions were used by the Company in estimating its fair value disclosures for financial instruments as of September 30, 2022 and December 31, 2021:

Current assets and current liabilities — In general, the carrying amounts reported on the Company’s consolidated balance sheets for current assets and current liabilities approximate their fair values due to the short‑term nature of those instruments.

Acquisition contingent consideration — The fair value of these liabilities is based on significant inputs not observable in the market, which represents a Level 3 measurement within the fair value hierarchy. The valuation of contingent consideration uses assumptions the Company believes would be made by a market participant.

Interest rate swap — The fair value of the Company’s interest rate swap is measured based on the implied forward rates from the U.S. Dollar one‑month LIBOR yield curve and are classified as Level 2 within the fair value hierarchy.

Long-term debt — The fair value of the Company’s borrowings under its Credit Facility approximated its carrying value based upon discounted cash flows at current market rates for instruments with similar remaining terms. The Company considers these valuation inputs to be Level 2 inputs in the fair value hierarchy. As of September 30, 2022, the estimated fair value of the 2026 Notes and 2027 Notes was $582,595 and $439,680, respectively. As of December 31, 2021, the estimated fair value of the 2026 Notes and 2027 Notes was $720,284 and $531,915, respectively. The estimated fair value of the 2026 Notes and 2027 Notes is based on quoted market prices of the Company’s instrument in markets that are not active and are classified as Level 2 within the fair value hierarchy. Considerable judgment is necessary to interpret the market data and develop estimates of fair values. Accordingly, the estimates presented are not necessarily indicative of the amounts at which these instruments could be purchased, sold, or settled.

Deferred compensation plan liabilities — The fair value of deferred compensation plan liabilities, including the liability classified phantom investments in the DCP, are marked to market at the end of each reporting period.

A financial asset or liability classification is determined based on the lowest level input that is significant to the fair value measurement. The fair value hierarchy consists of the following three levels:

Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2 inputs are quoted prices for similar assets and liabilities in active markets or inputs that are observable for the asset or liability, either directly or indirectly through market corroboration, for substantially the full term of the financial instrument.

Level 3 inputs are unobservable inputs based on management’s own assumptions used to measure assets and liabilities at fair value.

Financial assets and financial liabilities carried at fair value measured on a recurring basis consist of the following:


September 30, 2022	Level 1		Level 2		Level 3		Total
Assets:
Money market funds (1)	$	18	$	—	$	—	$	18
Interest rate swap (2)	—		39,435		—		39,435
Total assets	$	18	$	39,435	$	—	$	39,453
Liabilities:
Acquisition contingent consideration (3)	$	—	$	—	$	1,244	$	1,244
Deferred compensation plan liabilities (4)	72,990		—		—		72,990
Cash-settled equity awards (5)	279		—		—		279
Total liabilities	$	73,269	$	—	$	1,244	$	74,513


December 31, 2021	Level 1		Level 2		Level 3		Total
Assets:
Money market funds (1)	$	21	$	—	$	—	$	21
Interest rate swap (2)	—		10,117		—		10,117
Total assets	$	21	$	10,117	$	—	$	10,138
Liabilities:
Acquisition contingent consideration (3)	$	—	$	—	$	6,613	$	6,613
Deferred compensation plan liabilities (4)	102,199		—		—		102,199
Cash-settled equity awards (5)	353		—		—		353
Total liabilities	$	102,552	$	—	$	6,613	$	109,165

(1)Included in Cash and cash equivalents in the consolidated balance sheets.

(2)Included in Other assets in the consolidated balance sheets.

(5)Included in Accruals and other current liabilities in the consolidated balance sheets.

The following is a reconciliation of the changes in fair value of the Company’s financial liabilities which have been classified as Level 3 in the fair value hierarchy:


	Nine Months Ended		Year Ended
	September 30, 2022		December 31, 2021


Balance, beginning of year	$	6,613	$	4,299
Payments	(5,160)		(2,371)
Addition	—		4,544
Change in fair value	(6)		294
Foreign currency translation adjustments	(203)		(153)
Balance, end of period	$	1,244	$	6,613

The Company did not have any transfers between levels within the fair value hierarchy.

Acquisitions - Narrative (Details) $ in Thousands			3 Months Ended		9 Months Ended		12 Months Ended
Acquisitions - Narrative (Details) $ in Thousands	Jan. 31, 2022 USD ($)	Jun. 17, 2021 USD ($) shares	Sep. 30, 2022 USD ($)	Sep. 30, 2021 USD ($)	Sep. 30, 2022 USD ($) acquisition	Sep. 30, 2021 USD ($)	Dec. 31, 2021 USD ($) acquisition
Business Combination, Separately Recognized Transactions [Line Items]
Net cash paid					$ 719,539	$ 1,033,695
Series of Individually Immaterial Business Acquisitions
Business Combination, Separately Recognized Transactions [Line Items]
Total consideration					738,814		$ 1,269,844
Net cash paid					$ 719,539		$ 1,034,983
Number of acquisitions \| acquisition					4		13
Acquisition and integration costs			$ 0	$ 0	$ 10,824	18,037
Power Line Systems
Business Combination, Separately Recognized Transactions [Line Items]
Net cash paid	$ 695,968
Acquisition and integration costs			350		10,149
Goodwill from acquisition, expected tax deductible amount			$ 524,360		$ 524,360
Seequent
Business Combination, Separately Recognized Transactions [Line Items]
Net cash paid		$ 883,336
Acquisition and integration costs				$ 389		16,285
Business acquisition, pro forma revenue						$ 749,923
Seequent \| Class B Common Stock
Business Combination, Separately Recognized Transactions [Line Items]
Number of shares sold (in shares) \| shares		3,141,342

Revenue from Contracts with Customer - Schedule of Revenue Disaggregation by Location (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Disaggregation of Revenue [Line Items]
Total revenues	$ 268,332	$ 251,388	$ 812,134	$ 697,314
Americas
Disaggregation of Revenue [Line Items]
Total revenues	141,599	127,996	440,218	349,752
United States
Disaggregation of Revenue [Line Items]
Total revenues	122,372	105,089	346,961	289,718
Europe, the Middle East, and Africa (“EMEA”)
Disaggregation of Revenue [Line Items]
Total revenues	75,416	76,502	227,696	219,507
Asia-Pacific (“APAC”)
Disaggregation of Revenue [Line Items]
Total revenues	$ 51,317	$ 46,890	$ 144,220	$ 128,055

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 30
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8906-108599

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 40
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9031-108599

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 41
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9038-108599

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 4
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130543-203045

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 42
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9054-108599

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 5
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130545-203045

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 924
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 11.L)
-URI https://asc.fasb.org/extlink&oid=6472922&loc=d3e499488-122856

+ Details

Equity Awards and Instruments - Restricted Stock and RSUs Activity (Details) - $ / shares	3 Months Ended	9 Months Ended
	Mar. 31, 2022	Sep. 30, 2022
Restricted Stock And Restricted Stock Units (RSUs) \| 2020 Incentive Award Plan
Number of Shares
Unvested, beginning balance (in shares)	1,708,545	1,708,545
Granted (in shares)		1,598,661
Vested (in shares)		(477,283)
Forfeited and canceled (in shares)		(147,816)
Unvested, ending balance (in shares)		2,682,107
Time-Based Restricted Stock and Restricted Stock Units (RSUs) \| 2020 Incentive Award Plan
Number of Shares
Unvested, beginning balance (in shares)	1,611,862	1,611,862
Granted (in shares)		1,235,888
Vested (in shares)		(386,113)
Forfeited and canceled (in shares)		(142,303)
Unvested, ending balance (in shares)		2,319,334
Weighted Average Grant Date Fair Value Per Share
Unvested, beginning balance (USD per share)	$ 32.81	$ 32.81
Granted (USD per share)		38.82
Vested (USD per share)		26.40
Forfeited and canceled (USD per share)		33.64
Unvested, ending balance (USD per share)		$ 37.02
Performance Based Restricted Stock And Restricted Stock Units (RSUs) \| 2020 Incentive Award Plan
Number of Shares
Unvested, beginning balance (in shares)	96,683	96,683
Granted (in shares)		362,773
Vested (in shares)		(91,170)
Forfeited and canceled (in shares)		(5,513)
Unvested, ending balance (in shares)		362,773
Weighted Average Grant Date Fair Value Per Share
Unvested, beginning balance (USD per share)	$ 49.93	$ 49.93
Granted (USD per share)		38.21
Vested (USD per share)		49.93
Forfeited and canceled (USD per share)		49.93
Unvested, ending balance (USD per share)		$ 38.21
Cash-Settled Restricted Stock Units (RSUs) \| 2020 Incentive Award Plan
Number of Shares
Granted (in shares)		50,917
Time-Based Restricted Stock Units (RSUs) \| 2020 Incentive Award Plan
Number of Shares
Granted (in shares)	199,076
Performance Based Restricted Stock Units (RSUs)
Number of Shares
Granted (in shares)	120,599
Performance Based Restricted Stock Units (RSUs) \| 2020 Incentive Award Plan
Number of Shares
Granted (in shares)	185,186

Accumulated Other Comprehensive Loss

9 Months Ended

Sep. 30, 2022

Equity [Abstract]

Accumulated Other Comprehensive Loss

Accumulated other comprehensive loss consists of the following during the three months ended September 30, 2022 and 2021:


	Foreign		Actuarial (Loss)
	Currency		Gain on
	Translation		Retirement Plan		Total
Balance, June 30, 2022	$	(88,250)	$	(881)	$	(89,131)
Other comprehensive (loss) income, before taxes	(12,809)		16		(12,793)
Tax expense	—		(5)		(5)
Other comprehensive (loss) income, net of taxes	(12,809)		11		(12,798)
Balance, September 30, 2022	$	(101,059)	$	(870)	$	(101,929)


	Foreign		Actuarial (Loss)
	Currency		Gain on
	Translation		Retirement Plan		Total
Balance, June 30, 2021	$	(53,914)	$	(972)	$	(54,886)
Other comprehensive (loss) income, before taxes	(27,014)		28		(26,986)
Tax expense	—		(8)		(8)
Other comprehensive (loss) income, net of taxes	(27,014)		20		(26,994)
Balance, September 30, 2021	$	(80,928)	$	(952)	$	(81,880)

Accumulated other comprehensive loss consists of the following during the nine months ended September 30, 2022 and 2021:


	Foreign		Actuarial (Loss)
	Currency		Gain on
	Translation		Retirement Plan		Total
Balance, December 31, 2021	$	(90,867)	$	(907)	$	(91,774)
Other comprehensive (loss) income, before taxes	(10,192)		52		(10,140)
Tax expense	—		(15)		(15)
Other comprehensive (loss) income, net of taxes	(10,192)		37		(10,155)
Balance, September 30, 2022	$	(101,059)	$	(870)	$	(101,929)


	Foreign		Actuarial (Loss)
	Currency		Gain on
	Translation		Retirement Plan		Total
Balance, December 31, 2020	$	(25,219)	$	(1,014)	$	(26,233)
Other comprehensive (loss) income, before taxes	(55,709)		87		(55,622)
Tax expense	—		(25)		(25)
Other comprehensive (loss) income, net of taxes	(55,709)		62		(55,647)
Balance, September 30, 2021	$	(80,928)	$	(952)	$	(81,880)

Investments (Details) - USD ($) $ in Thousands	9 Months Ended
Investments (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Schedule of Equity Method Investments [Line Items]
Cost method investments	$ 21,690	$ 6,438
Equity method investment	0	$ 0
Payments to acquire cost method investments	14,921
Teralytics investment
Schedule of Equity Method Investments [Line Items]
Cost method investments	$ 11,130
Digital Construction Works, Inc. \| Equity Method Investee
Schedule of Equity Method Investments [Line Items]
Ownership percentage	50.00%
Payments to acquire equity method investments	$ 1,700
Digital Construction Works, Inc. \| Topcon
Schedule of Equity Method Investments [Line Items]
Ownership percentage	50.00%

Long‑Term Debt

9 Months Ended

Sep. 30, 2022

Debt Disclosure [Abstract]

Long-Term Debt

Long‑Term Debt

Long‑term debt consists of the following:


	September 30, 2022		December 31, 2021


Bank credit facility:
Revolving loan facility	$	344,661	$	—
Term loan:
Principal	196,250		200,000
Unamortized debt issuance costs	(431)		(534)
Term loan net carrying value	195,819		199,466
Bank credit facility net carrying value	540,480		199,466
2026 Notes:
Principal	690,000		690,000
Unamortized debt issuance costs	(11,953)		(14,677)
2026 Notes net carrying value	678,047		675,323
2027 Notes:
Principal	575,000		575,000
Unamortized debt issuance costs	(11,917)		(13,797)
2027 Notes net carrying value	563,083		561,203
Total net carrying value	1,781,610		1,435,992
Less: Current portion of long-term debt	(5,000)		(5,000)
Total long-term debt	$	1,776,610	$	1,430,992

Bank Credit Facility

The Company has an amended and restated Credit Agreement, which provides for an $850,000 senior secured revolving loan facility with a maturity date of November 15, 2025 and a $200,000 senior secured term loan as described further below (the “Credit Facility”).

The Company’s $200,000 senior secured term loan has a maturity of November 15, 2025 (the “2021 Term Loan”). The 2021 Term Loan requires principal repayment at the end of each calendar quarter. Beginning with March 31, 2022 and ending with December 31, 2023, the Company is required to repay $1,250 per quarter. Beginning with March 31, 2024 and ending with the last such date prior to the maturity date, the Company is required to repay $2,500 per quarter. The Company incurred $540 of debt issuance costs related to the 2021 Term Loan. The Company used borrowings under the 2021 Term Loan to pay down borrowings under the swingline sub‑facility and revolving loan facility under the Credit Facility.

In addition to the senior secured revolving loan facility, the Credit Facility also provides up to $50,000 of letters of credit and other borrowings subject to availability, including a $85,000 U.S. Dollar swingline sub‑facility and a $200,000 incremental “accordion” sub‑facility. The Company had $150 of letters of credit and surety bonds outstanding as of September 30, 2022 and December 31, 2021. As of September 30, 2022 and December 31, 2021, the Company had $505,189 and $849,850, respectively, available under the Credit Facility.

Borrowings under the Credit Facility are guaranteed by all of the Company’s first tier domestic subsidiaries and are secured by a first priority security interest in substantially all of the Company’s and the guarantors’ U.S. assets and 65% of the stock of their directly owned foreign subsidiaries. The Credit Facility contains both affirmative and negative covenants, including maximum net leverage ratios. As of September 30, 2022 and December 31, 2021, the Company was in compliance with all covenants in its Credit Facility.

Convertible Senior Notes

2026 Notes

On January 26, 2021, the Company completed a private offering of $690,000 of 0.125% convertible senior notes due 2026 (the “2026 Notes”). The 2026 Notes were issued pursuant to an indenture, dated as of January 26, 2021, between the Company and Wilmington Trust, National Association, as trustee (the “2026 Indenture”). Interest will accrue from January 26, 2021 and will be payable semi‑annually in arrears in cash on January 15 and July 15 of each year, with the first payment due on July 15, 2021. The 2026 Notes will mature on January 15, 2026, unless earlier converted, redeemed or repurchased. The Company incurred $18,055 of expenses in connection with the 2026 Notes offering consisting of the payment of initial purchasers’ discounts and commissions, professional fees, and other expenses (“transaction costs”). The Company used $25,530 of the net proceeds from the sale of the 2026 Notes to pay the premiums of the capped call options described further below, and approximately $250,500 to repay outstanding indebtedness under the Credit Facility and to pay related fees and expenses. The Company used the remainder of the net proceeds from the sale of the 2026 Notes for general corporate purposes and towards funding certain acquisitions, including Seequent (see Note 4).

Prior to October 15, 2025, the 2026 Notes will be convertible at the option of the holder only under the following circumstances: (1) during any calendar quarter (and only during such quarter) commencing after the calendar quarter ending on June 30, 2021, if the last reported sale price per share of the Company’s Class B Common Stock exceeds 130% of the conversion price for each of at least 20 trading days, whether or not consecutive, during the 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter; (2) during the five consecutive business days immediately after any ten consecutive trading day period (such ten consecutive trading day period, the “measurement period”) in which the trading price per $1 principal amount of 2026 Notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price per share of the Company’s Class B Common Stock on such trading day and the conversion rate on such trading day; (3) upon the occurrence of certain corporate events or distributions on the Company’s Class B Common Stock, as described in the 2026 Indenture; and (4) if the Company calls the 2026 Notes for redemption. On or after October 15, 2025 until 5:00 p.m., New York City time, on the second scheduled trading day immediately before the maturity date, the 2026 Notes will be convertible at the option of the holder at any time.

The Company will settle conversions by paying or delivering, as applicable, cash, shares of the Company’s Class B Common Stock or a combination of cash and shares of the Company’s Class B Common Stock, at the Company’s election, based on the applicable conversion rate. The initial conversion rate is 15.5925 shares of the Company’s Class B Common Stock per $1 principal amount of 2026 Notes, which represents an initial conversion price of approximately $64.13 per share, and is subject to adjustment as described in the 2026 Indenture. If a “make-whole fundamental change” (as defined in the 2026 Indenture) occurs, then the Company will, in certain circumstances, increase the conversion rate for a specified period of time.

The Company will have the option to redeem the 2026 Notes in whole or in part at any time on or after January 20, 2024 and on or before the 40th scheduled trading day immediately before the maturity date if the last reported sale price per share of the Company’s Class B common stock exceeds 130% of the conversion price on (1) each of at least 20 trading days, whether or not consecutive, during any 30 consecutive trading days ending on, and including, the trading day immediately before the date the Company sends the related redemption notice; and (2) the trading day immediately before the date the Company sends such notice. The redemption price will be equal to the principal amount of the 2026 Notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date.

Upon a fundamental change (as defined in the 2026 Indenture), holders may, subject to certain exceptions, require the Company to purchase their 2026 Notes in whole or in part for cash at a price equal to the principal amount of the 2026 Notes to be purchased, plus accrued and unpaid interest, if any, to, but excluding, the fundamental change repurchase date (as defined in the 2026 Indenture). In addition, upon a Make‑Whole Fundamental Change (as defined in the 2026 Indenture), the Company will, under certain circumstances, increase the applicable conversion rate for a holder that elects to convert its 2026 Notes in connection with such Make‑Whole Fundamental Change. No adjustment to the conversion rate will be made if the stock price in such Make‑Whole Fundamental Change is either less than $44.23 per share or greater than $210.00 per share. The Company will not increase the conversion rate to an amount that exceeds 22.6090 shares per $1 principal amount of 2026 Notes, subject to adjustment. The 2026 Indenture also contains a customary merger covenant.

The 2026 Notes were accounted for as debt, with no bifurcation of the embedded conversion feature. Transaction costs were recorded as a direct deduction from the related debt liability in the consolidated balance sheet and are amortized to interest expense over the term of the 2026 Notes. The effective interest rate for the 2026 Notes is 0.658%.

As of September 30, 2022, none of the conditions of the 2026 Notes to early convert has been met.

The 2026 Notes contain both affirmative and negative covenants. As of September 30, 2022, the Company was in compliance with all covenants in the 2026 Notes.

Capped Call Options — In connection with the pricing of the 2026 Notes, the Company entered into capped call options with certain of the initial purchasers or their respective affiliates and certain other financial institutions. The Company incurred $150 of expenses in connection with the capped call options. The capped call options are expected to reduce potential dilution to the Company’s Class B Common Stock upon any conversion of 2026 Notes and/or offset any cash payments the Company is required to make in excess of the principal amount of converted notes, as the case may be, with such reduction and/or offset subject to a cap. The cap price of the capped call options is initially $72.9795 per share, which represents a premium of 65% above the last reported sale price per share of the Company’s Class B Common Stock on the Nasdaq Global Select Market on January 21, 2021 and is subject to customary adjustments under the terms of the capped call options.

The capped call options were entered into in conjunction with the issuance of the 2026 Notes, however, they are legally separate agreements that can be separately exercised, with the receipt of shares under the capped call options having no effect on the 2026 Notes, and are legally detachable. As the capped call options are both legally detachable and separately exercisable from the 2026 Notes, the Company accounts for the capped call options separately from the 2026 Notes. The capped call options are indexed to the Company’s own common stock and classified in stockholders’ equity. As such, the premiums paid for the capped call options have been included as a net reduction to Additional paid-in capital in the consolidated balance sheet.

2027 Notes

On June 28, 2021, the Company completed a private offering of $575,000 of 0.375% convertible senior notes due 2027 (the “2027 Notes”). The 2027 Notes were issued pursuant to an indenture, dated as of June 28, 2021, between the Company and Wilmington Trust, National Association, as trustee (the “2027 Indenture”). Interest will accrue from June 28, 2021 and will be payable semi‑annually in arrears in cash on January 1 and July 1 of each year, with the first payment due on January 1, 2022. The 2027 Notes will mature on July 1, 2027, unless earlier converted, redeemed or repurchased. The Company incurred $15,065 of expenses in connection with the 2027 Notes offering consisting of transaction costs. The Company used $25,875 of the net proceeds from the sale of the 2027 Notes to pay the premiums of the capped call options described further below, and $536,062 to repay outstanding indebtedness under the Credit Facility and to pay related fees and expenses.

Prior to April 1, 2027, the 2027 Notes will be convertible at the option of the holder only under the following circumstances: (1) during any calendar quarter (and only during such quarter) commencing after the calendar quarter ending on September 30, 2021, if the last reported sale price per share of the Company’s Class B Common Stock exceeds 130% of the conversion price for each of at least 20 trading days, whether or not consecutive, during the 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter; (2) during the five consecutive business days immediately after any ten consecutive trading day period (such ten consecutive trading day period, the “measurement period”) in which the trading price per $1 principal amount of 2027 Notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price per share of the Company’s Class B Common Stock on such trading day and the conversion rate on such trading day; (3) upon the occurrence of certain corporate events or distributions on the Company’s Class B Common Stock, as described in the 2027 Indenture; and (4) if the Company calls the 2027 Notes for redemption. On or after April 1, 2027 until 5:00 p.m., New York City time, on the second scheduled trading day immediately before the maturity date, the 2027 Notes will be convertible at the option of the holder at any time.

The Company will settle conversions by paying or delivering, as applicable, cash, shares of the Company’s Class B Common Stock or a combination of cash and shares of the Company’s Class B Common Stock, at the Company’s election, based on the applicable conversion rate. The initial conversion rate is 12.0153 shares of the Company’s Class B Common Stock per $1 principal amount of 2027 Notes, which represents an initial conversion price of approximately $83.23 per share, and is subject to adjustment as described in the 2027 Indenture. If a “make-whole fundamental change” (as defined in the 2027 Indenture) occurs, then the Company will, in certain circumstances, increase the conversion rate for a specified period of time.

The Company will have the option to redeem the 2027 Notes in whole or in part at any time on or after July 5, 2024 and on or before the 40th scheduled trading day immediately before the maturity date if the last reported sale price per share of the Company’s Class B common stock exceeds 130% of the conversion price on (1) each of at least 20 trading days, whether or not consecutive, during any 30 consecutive trading days ending on, and including, the trading day immediately before the date the Company sends the related redemption notice; and (2) the trading day immediately before the date the Company sends such notice. The redemption price will be equal to the principal amount of the 2027 Notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date.

Upon a fundamental change (as defined in the 2027 Indenture), holders may, subject to certain exceptions, require the Company to purchase their 2027 Notes in whole or in part for cash at a price equal to the principal amount of the 2027 Notes to be purchased, plus accrued and unpaid interest, if any, to, but excluding, the fundamental change repurchase date (as defined in the 2027 Indenture). In addition, upon a Make‑Whole Fundamental Change (as defined in the 2027 Indenture), the Company will, under certain circumstances, increase the applicable conversion rate for a holder that elects to convert its 2027 Notes in connection with such Make‑Whole Fundamental Change. No adjustment to the conversion rate will be made if the stock price in such Make‑Whole Fundamental Change is either less than $61.65 per share or greater than $325.00 per share. The Company will not increase the conversion rate to an amount that exceeds 16.2206 shares per $1 principal amount of 2027 Notes, subject to adjustment. The 2027 Indenture also contains a customary merger covenant.

The 2027 Notes were accounted for as debt, with no bifurcation of the embedded conversion feature. Transaction costs were recorded as a direct deduction from the related debt liability in the consolidated balance sheet and are amortized to interest expense over the term of the 2027 Notes. The effective interest rate for the 2027 Notes is 0.864%.

As of September 30, 2022, none of the conditions of the 2027 Notes to early convert has been met.

The 2027 Notes contain both affirmative and negative covenants. As of September 30, 2022, the Company was in compliance with all covenants in the 2027 Notes.

Capped Call Options — In connection with the pricing of the 2027 Notes, the Company entered into capped call options with certain of the initial purchasers or their respective affiliates and certain other financial institutions. The Company incurred $50 of expenses in connection with the capped call options. The capped call options are expected to reduce potential dilution to the Company’s Class B Common Stock upon any conversion of 2027 Notes and/or offset any cash payments the Company is required to make in excess of the principal amount of converted notes, as the case may be, with such reduction and/or offset subject to a cap. The cap price of the capped call options is initially $95.5575 per share, which represents a premium of 55% above the last reported sale price per share of the Company’s Class B Common Stock on the Nasdaq Global Select Market on June 23, 2021 and is subject to customary adjustments under the terms of the capped call options.

The capped call options were entered into in conjunction with the issuance of the 2027 Notes, however, they are legally separate agreements that can be separately exercised, with the receipt of shares under the capped call options having no effect on the 2027 Notes, and are legally detachable. As the capped call options are both legally detachable and separately exercisable from the 2027 Notes, the Company accounts for the capped call options separately from the 2027 Notes. The capped call options are indexed to the Company’s own common stock and classified in stockholders’ equity. As such, the premiums paid for the capped call options have been included as a net reduction to Additional paid-in capital in the consolidated balance sheet.

Interest Expense

Interest expense consists of the following:


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2022		2021		2022		2021
Bank credit facility:
Revolving loan facility (1)	$	4,441	$	911	$	10,206	$	2,490
Term loan (1)	2,119		—		4,577		—
Interest rate swap	(752)		325		(475)		942
Amortization and write-off of deferred debt issuance costs	288		253		864		1,049
	6,096		1,489		15,172		4,481
2026 Notes:
0.125% Coupon interest	216		221		662		592
Amortization of deferred debt issuance costs	908		909		2,724		2,470
	1,124		1,130		3,386		3,062
2027 Notes:
0.375% Coupon interest	569		551		1,647		563
Amortization of deferred debt issuance costs	626		627		1,880		641
	1,195		1,178		3,527		1,204
Other obligations	76		64		1,234		97
Total interest expense	$	8,491	$	3,861	$	23,319	$	8,844

Interest rate risk associated with the Credit Facility is managed through an interest rate swap which has a termination date of April 2, 2030. Under the terms of the interest rate swap, the Company fixed its LIBOR borrowing rate at 0.73% on a notional amount of $200,000. The interest rate swap is not designated as a hedging instrument for accounting purposes. The Company accounts for the interest rate swap as either an asset or a liability in the consolidated balance sheets and carries the derivative at fair value. Gains and losses from the change in fair value are recognized in Other income (expense), net in the consolidated statements of operations. As of September 30, 2022 and December 31, 2021, the Company recorded a swap related asset at fair value of $39,435 and $10,117, respectively, in Other assets in the consolidated balance sheets.

Equity Awards and Instruments - Restricted Stock and Restricted Stock Units Narrative (Details) - USD ($)	3 Months Ended	9 Months Ended
	Mar. 31, 2022	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Performance Based Restricted Stock Units (RSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in shares)	120,599
Performance Based Restricted Stock Units (RSUs) \| 2020 Incentive Award Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in shares)	185,186
Shares realized to extent performance exceeds the applicable targets (in shares)		150,749
Unrecognized compensation cost, excluding options		$ 0
Performance Based Restricted Stock Units (RSUs), 2016 \| Performance-Based Vesting
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Earned through dividends in period (in shares)		23	33
Performance Based Restricted Stock Units (RSUs), 2016 \| 2020 Incentive Award Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation cost, excluding options		$ 8,604,000
Cost not yet recognized, period for recognition		1 year 10 months 24 days
Performance Based Restricted Stock Units (RSUs), 2016 \| 2020 Incentive Award Plan \| Performance-Based Vesting
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Delivered in period (in shares)		10,888	10,864
Shares outstanding (in shares)		9,356		20,221
RSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Grant date fair value (USD per share)		$ 38.68	$ 51.03
Restricted Stock And Restricted Stock Units (RSUs) \| 2020 Incentive Award Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in shares)		1,598,661
Shares outstanding (in shares)		2,682,107		1,708,545
Shares withheld for tax withholding obligation (in shares)		81,301	103,573
Share-based compensation tax withholding payment		$ 3,208,000	$ 6,352,000
Time-Based Restricted Stock and Restricted Stock Units (RSUs) \| 2020 Incentive Award Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in shares)		1,235,888
Shares outstanding (in shares)		2,319,334		1,611,862
Grant date fair value (USD per share)		$ 38.82
Unrecognized compensation cost, excluding options		$ 70,919,000
Cost not yet recognized, period for recognition		1 year 10 months 24 days
Minimum \| Performance Based Restricted Stock Units (RSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period		1 year
Maximum \| Performance Based Restricted Stock Units (RSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period		3 years

Revenue from Contracts with Customer - Narrative (Details) - USD ($)	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Disaggregation of Revenue [Line Items]
Deferred revenues	$ 201,610,000		$ 201,610,000		$ 232,593,000
Contract asset impairment			0		0
Contract with customer, liability, revenue recognized			174,194,000	$ 164,539,000
Contract with customer liability additions			158,125,000	161,578,000
Total revenues	$ 268,332,000	$ 251,388,000	$ 812,134,000	$ 697,314,000
Customer Concentration Risk \| Revenue Benchmark \| Channel Partners
Disaggregation of Revenue [Line Items]
Concentration risk percentage	7.00%	7.00%	7.00%	7.00%
Portfolio Balancing
Disaggregation of Revenue [Line Items]
Deferred revenues	$ 16,874,000		$ 16,874,000		$ 18,020,000
Licenses
Disaggregation of Revenue [Line Items]
Total revenues	125,140,000	$ 109,000,000	380,237,000	$ 293,277,000
Term Licenses
Disaggregation of Revenue [Line Items]
Total revenues	$ 115,680,000	$ 97,134,000	$ 349,024,000	$ 259,904,000

Long‑Term Debt - 2027 Convertible Senior Notes (Details)		9 Months Ended
	Jun. 28, 2021 USD ($) share_rate day $ / shares	Sep. 30, 2022 USD ($)	Sep. 30, 2021 USD ($)
Debt Instrument [Line Items]
Payments of debt issuance costs \| $		$ 0	$ 5,643,000
2027 Notes: \| Convertible Debt
Debt Instrument [Line Items]
Debt instrument, face amount \| $	$ 575,000,000
Debt instrument, interest rate, stated percentage	0.375%
Payments of debt issuance costs \| $	$ 15,065,000
Payments of expenses associated with initial public offering \| $	25,875,000
Repayment of credit facility \| $	$ 536,062,000
Debt instrument, convertible, threshold percentage of stock price trigger	130.00%
Debt instrument, convertible, threshold trading days	20
Debt instrument, convertible, threshold consecutive trading days	30
Debt instrument, redemption price, percentage	98.00%
Debt instrument, convertible, number of equity instruments, conversion rate (shares per USD) \| share_rate	12.0153
Debt instrument, convertible, conversion price (USD per share) \| $ / shares	$ 83.23
Number of trading days after maturity date, debt redeemable	40 days
Effective interest rate	0.864%
2027 Notes: \| Convertible Debt \| Minimum
Debt Instrument [Line Items]
Share price threshold, adjustment to conversion rate (USD per share) \| $ / shares	$ 61.65
2027 Notes: \| Convertible Debt \| Maximum
Debt Instrument [Line Items]
Debt instrument, convertible, number of equity instruments, conversion rate (shares per USD) \| share_rate	16.2206
Share price threshold, adjustment to conversion rate (USD per share) \| $ / shares	$ 325.00
2027 Notes: \| Convertible Debt \| Debt Conversion Terms One
Debt Instrument [Line Items]
Debt instrument, convertible, threshold trading days	20
Debt instrument, convertible, threshold consecutive trading days	30
2027 Notes: \| Convertible Debt \| Debt Conversion Terms Two
Debt Instrument [Line Items]
Debt instrument, convertible, threshold consecutive business days	5
Debt instrument, convertible, threshold consecutive trading days, after threshold consecutive business days	10

Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 72,856	$ 329,337
Accounts receivable	214,459	241,807
Allowance for doubtful accounts	(10,802)	(6,541)
Prepaid income taxes	17,414	16,880
Prepaid and other current assets	32,224	34,348
Total current assets	326,151	615,831
Property and equipment, net	30,753	31,823
Operating lease right-of-use assets	41,499	50,818
Intangible assets, net	301,173	245,834
Goodwill	2,193,053	1,588,477
Investments	21,690	6,438
Deferred income taxes	52,751	71,376
Other assets	74,367	48,646
Total assets	3,041,437	2,659,243
Current liabilities:
Accounts payable	16,860	16,483
Accruals and other current liabilities	337,442	323,603
Deferred revenues	186,358	224,610
Operating lease liabilities	15,078	17,482
Income taxes payable	8,405	6,696
Current portion of long-term debt	5,000	5,000
Total current liabilities	569,143	593,874
Long-term debt	1,776,610	1,430,992
Deferred compensation plan liabilities	71,013	94,890
Long-term operating lease liabilities	28,776	35,274
Deferred revenues	15,252	7,983
Deferred income taxes	43,817	65,014
Income taxes payable	8,893	7,725
Other liabilities	7,734	14,269
Total liabilities	2,521,238	2,250,021
Commitments and contingencies (Note 18)
Stockholders’ equity:
Preferred stock, $0.01 par value, authorized 100,000,000 shares; none issued or outstanding as of September 30, 2022 and December 31, 2021	0	0
Class A Common Stock, $0.01 par value, authorized 100,000,000 shares; issued and outstanding 11,601,757 shares as of September 30, 2022 and December 31, 2021, and Class B Common Stock, $0.01 par value, authorized 1,800,000,000 shares; issued and outstanding 276,816,008 and 270,924,962 shares as of September 30, 2022 and December 31, 2021, respectively	2,884	2,825
Additional paid-in capital	1,005,075	937,805
Accumulated other comprehensive loss	(101,929)	(91,774)
Accumulated deficit	(385,831)	(439,634)
Total stockholders’ equity	520,199	409,222
Total liabilities and stockholders’ equity	$ 3,041,437	$ 2,659,243

Property and Equipment, Net

9 Months Ended

Sep. 30, 2022

Property, Plant and Equipment [Abstract]

Property and Equipment, Net

Property and equipment, net consist of the following:


	September 30, 2022		December 31, 2021
Land	$	2,811	$	2,811
Building and improvements	35,747		35,188
Computer equipment and software	50,027		47,651
Furniture, fixtures, and equipment	14,021		14,274
Aircraft	2,038		4,075
Other	38		61
Property and equipment, at cost	104,682		104,060
Less: Accumulated depreciation	(73,929)		(72,237)
Total property and equipment, net	$	30,753	$	31,823

Depreciation expense was $2,613 and $3,028 for the three months ended September 30, 2022 and 2021, respectively, and $8,025 and $8,142 for the nine months ended September 30, 2022 and 2021, respectively.

Related Party Equipment Sale

In January 2022, the audit committee of the Company’s board of directors authorized the Company to sell 50% of its interest in the Company’s aircraft at fair market value to an entity controlled by the Company’s Chief Executive Officer. The transaction was completed on February 1, 2022 for $2,380 and resulted in a gain of $2,029, which was recorded in Other income (expense), net in the consolidated statement of operations for the nine months ended September 30, 2022. Subsequent to the transaction, ongoing operating and fixed costs of the aircraft are shared on a proportional use basis subject to a cost-sharing agreement. Such costs were not material during the nine months ended September 30, 2022. Pursuant to FASB Accounting Standards Codification (“ASC”) Topic 850, Related Party Disclosures, the Company determined this transaction was with a related party.

Acquisitions - Schedule of Consideration and Net Assets Acquired (Details) - USD ($) $ in Thousands		9 Months Ended	12 Months Ended
	Jun. 17, 2021	Sep. 30, 2022	Dec. 31, 2021
Assets acquired and liabilities assumed:
Goodwill		$ 2,193,053	$ 1,588,477
Series of Individually Immaterial Business Acquisitions
Business Combination, Separately Recognized Transactions [Line Items]
Cash paid at closing		738,810	1,072,820
Shares issued at closing		0	182,390
Contingent consideration		0	4,544
Deferred, non-contingent consideration, net		157	10,090
Other		(153)	0
Total consideration		738,814	1,269,844
Assets acquired and liabilities assumed:
Cash		19,271	37,837
Accounts receivable and other current assets		1,798	24,174
Operating lease right-of-use assets		1,237	12,095
Property and equipment		963	4,383
Other assets		0	874
Total identifiable assets acquired excluding goodwill		119,888	323,434
Accruals and other current liabilities		(918)	(27,649)
Deferred revenues		(11,563)	(26,245)
Operating lease liabilities		(1,237)	(11,988)
Deferred income taxes		(6,865)	(53,342)
Other liabilities		0	(716)
Total liabilities assumed		(20,583)	(119,940)
Net identifiable assets acquired excluding goodwill		99,305	203,494
Goodwill		639,509	1,066,350
Net assets acquired		738,814	1,269,844
Series of Individually Immaterial Business Acquisitions \| Software and technology
Assets acquired and liabilities assumed:
Finite-lived intangibles		$ 10,557	$ 43,560
Series of Individually Immaterial Business Acquisitions \| Software and technology \| Weighted Average
Business Combination, Separately Recognized Transactions [Line Items]
Acquired finite-lived intangible assets, weighted average useful life		5 years	5 years
Series of Individually Immaterial Business Acquisitions \| Customer relationships
Assets acquired and liabilities assumed:
Finite-lived intangibles		$ 80,328	$ 158,555
Series of Individually Immaterial Business Acquisitions \| Customer relationships \| Weighted Average
Business Combination, Separately Recognized Transactions [Line Items]
Acquired finite-lived intangible assets, weighted average useful life		10 years	9 years
Series of Individually Immaterial Business Acquisitions \| Trademarks
Assets acquired and liabilities assumed:
Finite-lived intangibles		$ 5,734	$ 38,256
Series of Individually Immaterial Business Acquisitions \| Trademarks \| Weighted Average
Business Combination, Separately Recognized Transactions [Line Items]
Acquired finite-lived intangible assets, weighted average useful life		9 years	10 years
Series of Individually Immaterial Business Acquisitions \| In-process research and development
Assets acquired and liabilities assumed:
Finite-lived intangibles		$ 0	$ 3,700
Seequent
Assets acquired and liabilities assumed:
Award service period		2 years
Fair value adjustment of stock consideration		$ 16,943
Seequent \| Class B Common Stock
Assets acquired and liabilities assumed:
Number of shares sold (in shares)	3,141,342
Number of shares sold subject to employment service conditions (in shares)		83,627

Common Stock

9 Months Ended

Sep. 30, 2022

Equity [Abstract]

Common Stock

BSY Stock Repurchase Program

On May 11, 2022, the Company announced that its board of directors approved the BSY Stock Repurchase Program (the “Repurchase Program”) authorizing the Company to repurchase up to $200,000 of the Company’s Class B Common Stock through June 30, 2024. The Repurchase Program is used to offset dilution from the issuance of the Company’s Class B Common Stock under the Company’s stock‑based plans to enhance stockholder value. The shares proposed to be acquired in the Repurchase Program may be repurchased from time to time in open market transactions, through privately negotiated transactions, or by other means in accordance with federal securities laws. The Company intends to fund repurchases from available working capital and cash provided by operating activities. The timing, as well as the number and value of shares repurchased under the Repurchase Program, will be determined by the Company at its discretion and will depend on a variety of factors, including management’s assessment of the intrinsic value of the Company’s shares, the market price of the Company’s Class B Common Stock, general market and economic conditions, available liquidity, compliance with the Company’s debt and other agreements, and applicable legal requirements. The exact number of shares to be repurchased by the Company is not guaranteed, and the Repurchase Program may be suspended, modified, or discontinued at any time without prior notice. For the nine months ended September 30, 2022, the Company repurchased 896,126 shares for $28,250.

Common Stock Issuances, Sales, and Repurchases

On June 17, 2021, the Company issued 3,141,342 shares of the Company’s Class B Common Stock pursuant to the acquisition of Seequent (see Note 4).

For the nine months ended September 30, 2022, the Company issued 2,272,603 shares of Class B Common Stock to colleagues who exercised their stock options, net of 362,826 shares withheld at exercise to pay for the cost of the stock options, as well as for $8,459 of applicable income tax withholdings. The Company received $6,855 in proceeds from the exercise of stock options. For the nine months ended September 30, 2021, the Company issued 4,269,335 shares of Class B Common Stock to colleagues who exercised their stock options, net of 993,302 shares withheld at exercise to pay for the cost of the stock options, as well as for $34,988 of applicable income tax withholdings. The Company received $5,039 in proceeds from the exercise of stock options.

For the nine months ended September 30, 2022, the Company issued 185,178 shares of Class B Common Stock related to the exercise of acquisition options (see Note 15), net of 714,822 shares withheld at exercise to pay for the cost of the options. The Company did not receive any proceeds from the exercise of these options.

For the nine months ended September 30, 2022 and 2021, the Company issued 284,992 and 190,619 shares of Class B Common Stock, respectively, in connection with Bonus Plan incentive compensation, net of shares withheld. Of the total 409,108 shares awarded for the nine months ended September 30, 2022, 124,116 shares were sold back to the Company in the same period to pay for applicable income tax withholdings of $5,197. Of the total 322,160 shares awarded for the nine months ended September 30, 2021, 131,541 shares were sold back to the Company in the same period to pay for applicable income tax withholdings of $6,586.

For the nine months ended September 30, 2022 and 2021, the Company issued 3,523,386 and 2,290,999 shares of Class B Common Stock, respectively, to DCP participants in connection with distributions from the plan. The distribution in shares for the nine months ended September 30, 2022 totaled 4,023,718 shares of which 500,332 shares were sold back to the Company in the same period to pay for applicable income tax withholdings of $24,246. The distribution in shares for the nine months ended September 30, 2021 totaled 3,674,787 shares of which 1,383,788 shares were sold back to the Company in the same period to pay for applicable income tax withholdings of $65,684.

Dividends

The Company declared cash dividends during the periods presented as follows:


	Dividend
	Per Share		Amount (1)
2022:
Third quarter	$	0.03	$	8,592
Second quarter	0.03		8,678
First quarter	0.03		8,353
2021:
Third quarter	$	0.03	$	8,485
Second quarter	0.03		8,372
First quarter	0.03		8,219

(1)Includes declared dividends for certain restricted stock awards and restricted stock units, and are net of forfeitures.

Global Employee Stock Purchase Plan

The Bentley Systems, Incorporated Global Employee Stock Purchase Plan (the “ESPP”) provides eligible colleagues of the Company with an opportunity to contribute up to 15% of their eligible compensation toward the purchase of the Company’s Class B Common Stock at a discounted price, up to a maximum of $25 per year and subject to any other plan limitations. Unless otherwise determined by the board of directors, offering periods will run from January 1st (or the first trading day thereafter) through June 30th (or the first trading day prior to such date), and from July 1st (or the first trading day thereafter) through December 31st (or the first trading day prior to such date). The purchase price per share at which shares of Class B Common Stock are sold in an offering period under the ESPP will be equal to the lesser of 85% of the fair market value of a share of Class B Common Stock (i) on the first trading day of the offering period, or (ii) on the purchase date (i.e., the last trading day of the purchase period). During the nine months ended September 30, 2022, colleagues who elected to participate in the ESPP purchased a total of 307,406 shares of Class B Common Stock, net of shares withheld, resulting in cash proceeds to the Company of $10,335. Of the total 314,471 shares purchased, 7,065 shares were sold back to the Company to pay for applicable income tax withholdings of $273. During the nine months ended September 30, 2021, colleagues who elected to participate in the ESPP purchased a total of 104,716 shares of Class B Common Stock, net of shares withheld, resulting in cash proceeds to the Company of $3,845. Of the total 111,486 shares purchased, 6,770 shares were sold back to the Company to pay for applicable income tax withholdings of $438. As of September 30, 2022 and December 31, 2021, $2,693 and $4,818 of ESPP withholdings via colleague payroll deduction were recorded in Accruals and other current liabilities in the consolidated balance sheets, respectively.

- Definition

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-URI https://asc.fasb.org/topic&trid=2208762

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 13
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 14
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496171-112644

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 14
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496171-112644

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.3-04)
-URI https://asc.fasb.org/extlink&oid=120397183&loc=d3e187085-122770

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 18
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496189-112644

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (g)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 18
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496189-112644

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (h)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 14
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496171-112644

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 18
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496189-112644

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 16
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496180-112644

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (i)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(e)(1))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 815
-SubTopic 40
-Section 50
-Paragraph 6
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126731327&loc=SL126733271-114008

+ Details

Fair Value of Financial Instruments - Narrative (Details) - USD ($)	Sep. 30, 2022	Dec. 31, 2021
Convertible Debt \| 2026 Notes: \| Level 2
Derivative [Line Items]
Long-term debt, fair value	$ 582,595,000	$ 720,284,000
Convertible Debt \| 2027 Notes: \| Level 2
Derivative [Line Items]
Long-term debt, fair value	439,680,000	$ 531,915,000
Interest rate swap \| Not Designated as Hedging Instrument
Derivative [Line Items]
Notional amount	$ 200,000,000

Leases - Lease Cost (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
Leases - Lease Cost (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Leases [Abstract]
Operating lease cost	$ 4,703	$ 4,836	$ 15,651	$ 14,224
Variable lease cost	1,115	1,082	3,356	2,970
Short-term lease cost	6	4	16	15
Total operating lease cost	5,824	5,922	19,023	17,209
Payments for rent	$ 4,553	$ 4,619	$ 15,120	$ 13,588

Goodwill and Other Intangible Assets - Finite-lived Intangible Assets Amortization Expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Goodwill and Intangible Assets Disclosure [Abstract]
Cost of subscriptions and licenses	$ 3,129	$ 2,771	$ 9,305	$ 5,017
Amortization of purchased intangibles	10,446	8,676	30,869	16,703
Total amortization expense	$ 13,575	$ 11,447	$ 40,174	$ 21,720

Long‑Term Debt - Narrative (Details) - USD ($)	Sep. 30, 2022	Dec. 31, 2021
Interest rate swap \| Not Designated as Hedging Instrument
Debt Instrument [Line Items]
Derivative notional amount	$ 200,000,000
Derivative fair value	$ 39,435,000	$ 10,117,000
Credit Facility \| Line of Credit
Debt Instrument [Line Items]
Effective interest rate	0.73%

Acquisitions - Schedule of Contingent and Non-Contingent Consideration Fair Value (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Business Acquisition, Contingent Consideration [Line Items]
Accruals and other current liabilities	$ 1,244	$ 5,382
Non-contingent consideration from acquisitions	2,923	4,751
Series of Individually Immaterial Business Acquisitions
Business Acquisition, Contingent Consideration [Line Items]
Accruals and other current liabilities	1,244	5,382
Other liabilities	0	1,231
Contingent consideration from acquisitions	1,244	6,613
Non-contingent consideration from acquisitions	2,923	4,751
Other liabilities	2,995	6,177
Non-contingent consideration from acquisitions	$ 5,918	$ 10,928

Revenue from Contracts with Customer - Schedule of Revenue Disaggregation by Type (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Disaggregation of Revenue [Line Items]
Total revenues	$ 268,332	$ 251,388	$ 812,134	$ 697,314
Subscriptions and licenses
Disaggregation of Revenue [Line Items]
Total revenues	244,767	227,001	739,944	623,075
Subscriptions
Disaggregation of Revenue [Line Items]
Total revenues	235,307	215,135	708,731	589,702
SELECT subscriptions
Disaggregation of Revenue [Line Items]
Total revenues	63,609	66,648	196,786	199,722
Enterprise subscriptions
Disaggregation of Revenue [Line Items]
Total revenues	89,041	75,381	252,461	214,058
Term license subscriptions
Disaggregation of Revenue [Line Items]
Total revenues	82,657	73,106	259,484	175,922
Perpetual licenses
Disaggregation of Revenue [Line Items]
Total revenues	9,460	11,866	31,213	33,373
Services
Disaggregation of Revenue [Line Items]
Total revenues	23,565	24,387	72,190	74,239
Recurring
Disaggregation of Revenue [Line Items]
Total revenues	4,557	5,160	13,431	16,243
Other
Disaggregation of Revenue [Line Items]
Total revenues	19,008	19,227	58,759	57,996
Enterprise subscriptions, E365
Disaggregation of Revenue [Line Items]
Total revenues	$ 80,298	$ 60,102	$ 221,801	$ 162,120

Equity Awards and Instruments - Equity Awards Subsequent To September 30, 2021 (Details) - Time-Based Restricted Stock Units (RSUs) - 2020 Incentive Award Plan - USD ($) $ in Thousands	1 Months Ended	3 Months Ended
	Oct. 31, 2022	Mar. 31, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in shares)		199,076
Subsequent Event
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in shares)	336,809
Unrecognized compensation cost, excluding options	$ 11,800
Cost not yet recognized, period for recognition	4 years

Retirement Plans - Narrative (Details) - USD ($)	3 Months Ended		9 Months Ended
Retirement Plans - Narrative (Details) - USD ($)	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021	Aug. 31, 2021
Defined Contribution Plan Disclosure [Line Items]
Deferred compensation plan expense	$ (4,576,000)	$ 88,965,000	$ (21,873,000)	$ 89,327,000
Nonqualified Plan \| Deferred Compensation Arrangement with Individual, by Type of Compensation, Pension and Other Postretirement Benefits
Defined Contribution Plan Disclosure [Line Items]
Deferred compensation plan income	4,576,000		21,873,000
Deferred compensation plan expense		88,965,000		89,327,000
DCP participant deferrals	1,586,000	527,000	4,694,000	2,020,000
Contributions by employer	0	0	0	0
Nonqualified Plan \| Deferred Compensation Arrangement with Individual, by Type of Compensation, Pension and Other Postretirement Benefits \| DCP, One-Time Inducement
Defined Contribution Plan Disclosure [Line Items]
Reclassified cumulative compensation cost		4,739,000		4,739,000
Deferred compensation plan expense	90,721,000	90,721,000	90,721,000	90,721,000
Deferred compensation liability	$ 95,460,000	$ 95,460,000	$ 95,460,000	$ 95,460,000
Nonqualified Plan \| Deferred Compensation Arrangement with Individual, by Type of Compensation, Pension and Other Postretirement Benefits \| Class B Common Stock
Defined Contribution Plan Disclosure [Line Items]
Phantom shares, maximum elections (in shares)						1,500,000
Reduction in shares outstanding, diluted (in shares)						1,500,000
Reduction in shares outstanding, basic (in shares)						1,500,000
Phantom shares issuable (in shares)	21,535,748		21,535,748		25,384,449

Geographic Data

9 Months Ended

Sep. 30, 2022

Segment Reporting [Abstract]

Geographic Data

Revenues by geographic region are presented in Note 3. Long‑lived assets (other than goodwill), net of depreciation and amortization by geographic region (see Notes 5, 6, and 8) are as follows:


	September 30, 2022		December 31, 2021


Americas (1)	$	170,712	$	99,500
EMEA	30,348		44,730
APAC	172,365		184,245
Total long-lived assets	$	373,425	$	328,475

(1)Americas includes the U.S., Canada, and Latin America (including the Caribbean).

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 31
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8924-108599

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 34
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8981-108599

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 21
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8721-108599

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 40
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9031-108599

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (f)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (e)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 26
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8844-108599

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 41
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9038-108599

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 42
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9054-108599

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 15
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8657-108599

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 21
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8721-108599

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-URI https://asc.fasb.org/topic&trid=2134510

+ Details

Leases (Tables)

9 Months Ended

Sep. 30, 2022

Leases [Abstract]

Schedule of Supplemental Cash Flow and Other Information Related to Leases

The components of operating lease cost reflected in the consolidated statements of operations were as follows:


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2022		2021		2022		2021
Operating lease cost (1)	$	4,703	$	4,836	$	15,651	$	14,224
Variable lease cost	1,115		1,082		3,356		2,970
Short-term lease cost	6		4		16		15
Total operating lease cost	$	5,824	$	5,922	$	19,023	$	17,209

(1)Operating lease cost includes rent cost related to operating leases for office facilities of $4,553 and $4,619 for the three months ended September 30, 2022 and 2021, respectively, and $15,120 and $13,588 for the nine months ended September 30, 2022 and 2021, respectively.

Other information related to leases was as follows:


	Nine Months Ended
	September 30,

	2022		2021
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	14,295	$	14,602
Right-of-use assets obtained in exchange for new operating lease liabilities (1)	$	7,763	$	5,286

(1)Right‑of‑use assets obtained in exchange for new operating lease liabilities does not include the impact from acquisitions of $1,237 and $12,074 for the nine months ended September 30, 2022 and 2021, respectively.

Operating Lease Maturity

Maturities of operating lease liabilities are as follows:


	September 30, 2022
Remainder of 2022	$	4,552
2023	14,841
2024	9,906
2025	6,918
2026	4,402
Thereafter	6,238
Total future lease payments	46,857
Less: Imputed interest	(3,003)
Total operating lease liabilities	$	43,854

Supplemental Balance Sheet Information

Supplemental balance sheet information related to the financing lease was as follows:


	December 31, 2021


Property and equipment	$	484
Accumulated depreciation	(453)
Property and equipment, net	$	31



Total financing lease liabilities included in Accruals and other current liabilities	$	98

Equity Awards and Instruments - Acquisition Options Narrative (Details) - $ / shares	1 Months Ended	9 Months Ended
	Mar. 31, 2018	Sep. 30, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares exercised (in shares)		900,000
Stock Option \| Equity Incentive Plan \| Class B Common Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares authorized (in shares)	900,000
Award vesting period	5 years
Stock options exercise price, upper limit (USD per share)	$ 6.805
Stock options exercise price, lower limit (USD per share)	$ 0.01
Shares outstanding (in shares)		0

Cover - shares	9 Months Ended
Cover - shares	Sep. 30, 2022	Nov. 01, 2022
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2022
Document Transition Report	false
Entity File Number	001-39548
Entity Registrant Name	BENTLEY SYSTEMS, INCORPORATED
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	95-3936623
Entity Address, Address Line One	685 Stockton Drive
Entity Address, City or Town	Exton
Entity Address, State or Province	PA
Entity Address, Postal Zip Code	19341
City Area Code	610
Local Phone Number	458-5000
Title of 12(b) Security	Class B Common Stock, par value $0.01 per share
Trading Symbol	BSY
Security Exchange Name	NASDAQ
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
Current Fiscal Year End Date	--12-31
Central Index Key	0001031308
Amendment Flag	false
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2022
Class A Common Stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding (in shares)		11,601,757
Class B Common Stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding (in shares)		276,790,956

Executive Bonus Plan (Details) $ in Thousands	3 Months Ended		9 Months Ended
Executive Bonus Plan (Details) $ in Thousands	Sep. 30, 2022 USD ($) day	Sep. 30, 2021 USD ($)	Sep. 30, 2022 USD ($) day	Sep. 30, 2021 USD ($)
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items]
Bonus plan compensation expense	$ (4,576)	$ 88,965	$ (21,873)	$ 89,327
Deferred Bonus
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items]
Company's adjusted Management Reported Operating Income (MORI) threshold for bonus plan percentage (up to)	20.00%		20.00%
Number of trading days prior to end of applicable quarter, shares determined upon election by volume-weighted average price \| day	10,000		10,000
Number of trading days after the end of applicable quarter, shares determined upon election by volume-weighted average price \| day	10		10
Non-deferred incentive bonus threshold for pro rata adjustment	$ 7,500		$ 7,500
Bonus plan compensation expense	$ 8,454	$ 8,128	$ 24,984	$ 24,686

Fair Value of Financial Instruments - Fair Value of Financial Assets and Liabilities (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Liabilities:
Accruals and other current liabilities	$ 1,244	$ 5,382
Fair Value, Recurring
Assets:
Total assets	39,453	10,138
Liabilities:
Acquisition contingent consideration	1,244	6,613
Deferred compensation plan liabilities	72,990	102,199
Cash-settled equity awards	279	353
Total liabilities	74,513	109,165
Accruals and other current liabilities	1,244	5,382
Deferred compensation plan, current	1,977	7,309
Fair Value, Recurring \| Interest rate swap
Assets:
Interest rate swap	39,435	10,117
Fair Value, Recurring \| Money Market Funds
Assets:
Money market funds	18	21
Level 1 \| Fair Value, Recurring
Assets:
Total assets	18	21
Liabilities:
Acquisition contingent consideration	0	0
Deferred compensation plan liabilities	72,990	102,199
Cash-settled equity awards	279	353
Total liabilities	73,269	102,552
Level 1 \| Fair Value, Recurring \| Interest rate swap
Assets:
Interest rate swap	0	0
Level 1 \| Fair Value, Recurring \| Money Market Funds
Assets:
Money market funds	18	21
Level 2 \| Fair Value, Recurring
Assets:
Total assets	39,435	10,117
Liabilities:
Acquisition contingent consideration	0	0
Deferred compensation plan liabilities	0	0
Cash-settled equity awards	0	0
Total liabilities	0	0
Level 2 \| Fair Value, Recurring \| Interest rate swap
Assets:
Interest rate swap	39,435	10,117
Level 2 \| Fair Value, Recurring \| Money Market Funds
Assets:
Money market funds	0	0
Level 3 \| Fair Value, Recurring
Assets:
Total assets	0	0
Liabilities:
Acquisition contingent consideration	1,244	6,613
Deferred compensation plan liabilities	0	0
Cash-settled equity awards	0	0
Total liabilities	1,244	6,613
Level 3 \| Fair Value, Recurring \| Interest rate swap
Assets:
Interest rate swap	0	0
Level 3 \| Fair Value, Recurring \| Money Market Funds
Assets:
Money market funds	$ 0	$ 0

Consolidated Statements of Operations - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Revenues:
Total revenues	$ 268,332	$ 251,388	$ 812,134	$ 697,314
Cost of revenues:
Total cost of revenues	59,183	54,232	174,662	156,972
Gross profit	209,149	197,156	637,472	540,342
Operating expense (income):
Research and development	63,827	57,334	189,966	157,913
Selling and marketing	46,114	44,392	141,676	114,846
General and administrative	37,794	35,329	128,981	110,233
Deferred compensation plan	(4,576)	88,965	(21,873)	89,327
Amortization of purchased intangibles	10,446	8,676	30,869	16,703
Total operating expenses	153,605	234,696	469,619	489,022
Income (loss) from operations	55,544	(37,540)	167,853	51,320
Interest expense, net	(8,382)	(3,836)	(23,046)	(8,608)
Other income (expense), net	180	(957)	14,318	9,748
Income (loss) before income taxes	47,342	(42,333)	159,125	52,460
(Provision) benefit for income taxes	(9,664)	(5,025)	(8,221)	5,090
Loss from investment accounted for using the equity method, net of tax	(681)	(664)	(1,846)	(2,939)
Net income (loss)	36,997	(48,022)	149,058	54,611
Less: Net income (loss) attributable to participating securities	(11)	(3)	(31)	(6)
Net income (loss) attributable to Class A and Class B common stockholders	$ 36,986	$ (48,025)	$ 149,027	$ 54,605
Per share information:
Net income (loss) per share, basic (USD per share)	$ 0.12	$ (0.16)	$ 0.48	$ 0.18
Net income (loss) per share, diluted (USD per share)	$ 0.12	$ (0.16)	$ 0.46	$ 0.17
Weighted average shares, basic (in shares)	310,116,104	308,195,379	308,959,801	305,119,985
Weighted average shares, diluted (in shares)	325,170,383	308,195,379	332,077,834	314,658,136
Subscriptions and licenses
Revenues:
Total revenues	$ 244,767	$ 227,001	$ 739,944	$ 623,075
Cost of revenues:
Total cost of revenues	37,371	31,056	107,904	89,882
Subscriptions
Revenues:
Total revenues	235,307	215,135	708,731	589,702
Perpetual licenses
Revenues:
Total revenues	9,460	11,866	31,213	33,373
Services
Revenues:
Total revenues	23,565	24,387	72,190	74,239
Cost of revenues:
Total cost of revenues	$ 21,812	$ 23,176	$ 66,758	$ 67,090

Accruals and Other Current Liabilities (Tables)

9 Months Ended

Sep. 30, 2022

Payables and Accruals [Abstract]

Schedule of Accruals and Other Current Liabilities

Accruals and other current liabilities consist of the following:


	September 30, 2022		December 31, 2021


CSS deposits	$	202,152	$	162,046
Accrued benefits	36,756		36,656
Accrued compensation	34,383		37,725
Due to customers	13,729		12,798
Accrued acquisition stay bonus	8,102		9,461
Accrued cloud provisioning costs	4,792		5,862
Accrued professional fees	4,518		6,940
Non-contingent consideration from acquisitions	2,923		4,751
Employee stock purchase plan contributions	2,693		4,818
Accrued indirect taxes	2,627		7,520
Deferred compensation plan liabilities	1,977		7,309
Contingent consideration from acquisitions	1,244		5,382
Other accrued and current liabilities	21,546		22,335
Total accruals and other current liabilities	$	337,442	$	323,603

Equity Awards and Instruments - Stock Grants (Details) - Class B Common Stock - 2020 Incentive Award Plan - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Fully vested shares granted (in shares)	13,632	7,824
Fully vested shares granted	$ 450	$ 450

Basis of Presentation	9 Months Ended
Basis of Presentation	Sep. 30, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation	Basis of Presentation Basis of Presentation — The accompanying unaudited consolidated financial statements include the accounts of Bentley Systems, Incorporated (“Bentley” or the “Company”) and its wholly-owned subsidiaries, and have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and in accordance with the rules and regulations of the United States Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Accordingly, they do not include all the information and notes required by U.S. GAAP for annual financial statements. These unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in Part II, Item 8 of the Company’s 2021 Annual Report on Form 10‑K on file with the SEC. In management’s opinion, the accompanying unaudited consolidated financial statements contain all adjustments (consisting of normal, recurring and non-recurring adjustments) that were considered necessary for the fair statement of the Company’s financial position, results of operations, and cash flows at the dates and for the periods indicated. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect reported amounts in the financial statements and accompanying notes. Actual results could differ materially from those estimates. The December 31, 2021 consolidated balance sheet included herein is derived from the Company’s audited consolidated financial statements. Certain reclassifications of prior period amounts have been made to conform to the current period presentation. Business Combinations — On January 31, 2022, the Company completed the acquisition of Power Line Systems, a leader in software for the design of overhead electric power transmission lines and their structures, for $695,968 in cash, net of cash acquired. On June 17, 2021, the Company completed the acquisition of Seequent Holdings Limited (“Seequent”), a leader in software for geological and geophysical modeling, geotechnical stability, and cloud services for geodata management and collaboration, for $883,336 in cash, net of cash acquired, plus 3,141,342 shares of the Company’s Class B Common Stock (see Note 4). Deferred Compensation — Under the Company’s unfunded amended and restated Bentley Systems, Incorporated Nonqualified Deferred Compensation Plan (the “DCP”), certain officers and key employees may defer all or any part of their incentive compensation, and the Company may make discretionary awards on behalf of such participants. Elective participant deferrals and discretionary Company awards are received in the form of phantom shares of the Company’s Class B Common Stock, which are valued for tax and accounting purposes in the same manner as actual shares of Class B Common Stock, and are recorded as stock‑based compensation expense in the consolidated statements of operations (see Note 15). In August 2021, the Company’s Board of Directors approved an amendment to the DCP, which offered to certain active executives in the DCP a one‑time, short‑term election to reallocate a limited portion of their DCP holdings from phantom shares of the Company’s Class B Common Stock into other phantom investment funds. The offer to reallocate was subject to a proration mechanism which adjusted the aggregate elections to a maximum of 1,500,000 phantom shares of the Company’s Class B Common Stock. This resulted in a reduction of 1,500,000 shares in both the basic and diluted count of Company shares. While DCP participants’ investments in phantom shares remain equity classified, as they will be settled in shares of Class B Common Stock upon eventual distribution, the amendment and elections resulted in a change to liability classification for the reallocated phantom investments, as they will be settled in cash upon eventual distribution. As a result, during the three and nine months ended September 30, 2021, the Company reclassified cumulative compensation cost of $4,739 from Additional paid-in capital to Accruals and other current liabilities or Deferred compensation plan liabilities in the consolidated balance sheet and recognized a compensation charge of $90,721 to Deferred compensation plan expenses in the consolidated statements of operations to record the reallocated deferred compensation plan liabilities at their fair value of $95,460. Subsequent to the one‑time reallocation, these diversified deferred compensation plan liabilities are marked to market at the end of each reporting period, with changes in the liabilities recorded as an expense (income) to Deferred compensation plan in the consolidated statements of operations (see Note 12).

Long‑Term Debt - Schedule of Interest Expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Jun. 28, 2021	Jan. 26, 2021
Debt Instrument [Line Items]
Amortization and write-off of deferred debt issuance costs			$ 5,468	$ 4,160
Other obligations	$ 76	$ 64	1,234	97
Total interest expense	8,491	3,861	23,319	8,844
Interest rate swap
Debt Instrument [Line Items]
Interest rate swap	(752)	325	(475)	942
Revolving Credit Facility
Debt Instrument [Line Items]
Interest expense for debt	4,441	911	10,206	2,490
Amortization and write-off of deferred debt issuance costs	288	253	864	1,049
Interest expense and amortization of debt issuance costs	6,096	1,489	15,172	4,481
Term loan: \| Secured Debt
Debt Instrument [Line Items]
Interest expense for debt	2,119	0	4,577	0
2026 Notes: \| Convertible Debt
Debt Instrument [Line Items]
Interest expense for debt	216	221	662	592
Amortization and write-off of deferred debt issuance costs	908	909	2,724	2,470
Interest expense and amortization of debt issuance costs	1,124	1,130	3,386	3,062
Debt instrument, interest rate, stated percentage						0.125%
2027 Notes: \| Convertible Debt
Debt Instrument [Line Items]
Interest expense for debt	569	551	1,647	563
Amortization and write-off of deferred debt issuance costs	626	627	1,880	641
Interest expense and amortization of debt issuance costs	$ 1,195	$ 1,178	$ 3,527	$ 1,204
Debt instrument, interest rate, stated percentage					0.375%
Term Loan and Credit Facility
Debt Instrument [Line Items]
Weighted average interest rate over time	4.34%	2.33%	3.20%	2.02%

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Cash flows from operating activities:
Net income	$ 36,997	$ (48,022)	$ 149,058	$ 54,611
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization			53,644	35,946
Bad debt allowance			5,199	466
Deferred income taxes			(13,670)	(17,788)
Stock-based compensation expense			51,359	32,853
Deferred compensation plan			(21,873)	89,327
Amortization and write-off of deferred debt issuance costs			5,468	4,160
Change in fair value of derivative			(29,318)	(9,198)
Foreign currency remeasurement loss			14,445	103
Other non-cash items, net			(1,006)	2,939
Changes in assets and liabilities, net of effect from acquisitions:
Accounts receivable			12,550	26,305
Prepaid and other assets			7,779	11,310
Accounts payable, accruals, and other liabilities			28,765	29,047
Deferred revenues			(26,725)	(40,496)
Income taxes payable, net of prepaid income taxes			2,523	(12,168)
Net cash provided by operating activities			238,198	207,417
Cash flows from investing activities:
Purchases of property and equipment and investment in capitalized software			(12,982)	(11,152)
Proceeds from sale of aircraft			2,380	0
Acquisitions, net of cash acquired			(719,539)	(1,033,695)
Other investing activities			(10,304)	(3,000)
Net cash used in investing activities			(740,445)	(1,047,847)
Cash flows from financing activities:
Proceeds from credit facilities			753,376	682,083
Payments of credit facilities			(408,714)	(860,228)
Proceeds from convertible senior notes, net of discounts and commissions			0	1,233,377
Payments of debt issuance costs			0	(5,643)
Purchase of capped call options			0	(51,555)
Repayment of term loan			(3,750)	0
Payments of financing leases			(123)	(147)
Payments of acquisition debt and other consideration			(6,996)	(741)
Payments of dividends			(25,828)	(25,076)
Proceeds from stock purchases under employee stock purchase plan			10,335	3,846
Proceeds from exercise of stock options			6,855	5,039
Payments for shares acquired including shares withheld for taxes			(42,213)	(111,306)
Repurchase of Class B Common Stock under approved program			(28,250)	0
Net cash provided by financing activities			254,692	869,649
Effect of exchange rate changes on cash and cash equivalents			(8,926)	4,530
(Decrease) increase in cash and cash equivalents			(256,481)	33,749
Cash and cash equivalents, beginning of year			329,337	122,006	$ 122,006
Cash and cash equivalents, end of period	$ 72,856	$ 155,755	72,856	155,755	$ 329,337
Supplemental information:
Cash paid for income taxes			20,696	32,359
Income tax refunds			2,194	7,820
Interest paid			17,647	3,281
Non-cash investing and financing activities:
Cost method investment, non-cash exchange			6,022	0
Shares issued related to acquisition			0	182,390
Contingent acquisition consideration			0	5,581
Deferred, non-contingent consideration, net			157	10,081
Convertible senior notes expenses included in Accounts payable			0	375
Capped call options expenses included in Accounts payable			0	50
Share-settled Executive Bonus Plan awards			16,310	16,015
Deferred compensation plan elective participant deferrals			$ 4,694	$ 2,020

Interest Expense, Net (Tables)

9 Months Ended

Sep. 30, 2022

Other Income and Expenses [Abstract]

Schedule of Interest Expense, Net

Interest expense consists of the following:


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2022		2021		2022		2021
Bank credit facility:
Revolving loan facility (1)	$	4,441	$	911	$	10,206	$	2,490
Term loan (1)	2,119		—		4,577		—
Interest rate swap	(752)		325		(475)		942
Amortization and write-off of deferred debt issuance costs	288		253		864		1,049
	6,096		1,489		15,172		4,481
2026 Notes:
0.125% Coupon interest	216		221		662		592
Amortization of deferred debt issuance costs	908		909		2,724		2,470
	1,124		1,130		3,386		3,062
2027 Notes:
0.375% Coupon interest	569		551		1,647		563
Amortization of deferred debt issuance costs	626		627		1,880		641
	1,195		1,178		3,527		1,204
Other obligations	76		64		1,234		97
Total interest expense	$	8,491	$	3,861	$	23,319	$	8,844

Interest expense, net consists of the following:


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2022		2021		2022		2021
Interest expense (see Note 10)	$	(8,491)	$	(3,861)	$	(23,319)	$	(8,844)
Interest income	109		25		273		236
Interest expense, net	$	(8,382)	$	(3,836)	$	(23,046)	$	(8,608)

Accruals and Other Current Liabilities

9 Months Ended

Sep. 30, 2022

Payables and Accruals [Abstract]

Accruals and Other Current Liabilities

Accruals and other current liabilities consist of the following:


	September 30, 2022		December 31, 2021


CSS deposits	$	202,152	$	162,046
Accrued benefits	36,756		36,656
Accrued compensation	34,383		37,725
Due to customers	13,729		12,798
Accrued acquisition stay bonus	8,102		9,461
Accrued cloud provisioning costs	4,792		5,862
Accrued professional fees	4,518		6,940
Non-contingent consideration from acquisitions	2,923		4,751
Employee stock purchase plan contributions	2,693		4,818
Accrued indirect taxes	2,627		7,520
Deferred compensation plan liabilities	1,977		7,309
Contingent consideration from acquisitions	1,244		5,382
Other accrued and current liabilities	21,546		22,335
Total accruals and other current liabilities	$	337,442	$	323,603

Retirement Plans (Tables)

9 Months Ended

Sep. 30, 2022

Retirement Benefits [Abstract]

Schedule of Deferred Compensation Plan Liabilities

The total liabilities related to the DCP is included in the consolidated balance sheets as follows:


	September 30, 2022		December 31, 2021


Accruals and other current liabilities	$	1,977	$	7,309
Deferred compensation plan liabilities	71,013		94,890
Total DCP liabilities	$	72,990	$	102,199

Net Income (Loss) Per Share - Schedule of Basic and Diluted Net Income Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Numerator:
Net income (loss)	$ 36,997	$ (48,022)	$ 149,058	$ 54,611
Less: Net income (loss) attributable to participating securities	(11)	(3)	(31)	(6)
Net income (loss) attributable to Class A and Class B common stockholders, basic	36,986	(48,025)	149,027	54,605
Net income (loss) attributable to Class A and Class B common stockholders, diluted	$ 37,818	$ (48,025)	$ 154,143	$ 54,605
Denominator:
Weighted average shares, basic (in shares)	310,116,104	308,195,379	308,959,801	305,119,985
Dilutive effect of stock options, restricted stock, and RSUs (in shares)	4,126,936	0	5,278,839	9,430,643
Dilutive effect of ESPP (in shares)	168,518	0	171,571	107,508
Dilutive effect of assumed conversion of convertible senior notes (in shares)	10,758,825	0	17,667,623	0
Weighted average shares, diluted (in shares)	325,170,383	308,195,379	332,077,834	314,658,136
Net income (loss) per share, basic (USD per share)	$ 0.12	$ (0.16)	$ 0.48	$ 0.18
Net income (loss) per share, diluted (USD per share)	$ 0.12	$ (0.16)	$ 0.46	$ 0.17
Convertible Debt \| 2026 Notes:
Numerator:
Add: Interest expense, net of tax, attributable to assumed conversion of convertible senior notes	$ 832	$ 0	$ 5,116	$ 0

Acquisitions

9 Months Ended

Sep. 30, 2022

Business Combination and Asset Acquisition [Abstract]

Acquisitions

AcquisitionsFor the nine months ended September 30, 2022 and the year ended December 31, 2021, the Company completed a number of acquisitions, for an aggregate purchase price of $738,814 and $1,269,844, respectively. On January 31, 2022, the Company completed the acquisition of Power Line Systems, a leader in software for the design of overhead electric power transmission lines and their structures, for $695,968 in cash, net of cash acquired. On June 17, 2021, the Company completed the acquisition of Seequent, a leader in software for geological and geophysical modeling, geotechnical stability, and cloud services for geodata management and collaboration, for $883,336 in cash, net of cash acquired, plus 3,141,342 shares of the Company’s Class B Common Stock. The operating results of the acquired businesses, except for Seequent, were not material, individually or in the aggregate, to the Company’s consolidated statements of operations.

The aggregate details of the Company’s acquisition activity are as follows:


	Acquisitions Completed in
	Nine Months Ended		Year Ended
	September 30, 2022		December 31, 2021


Number of acquisitions	4		13
Cash paid at closing (1)	$	738,810	$	1,072,820
Cash acquired	(19,271)		(37,837)
Net cash paid	$	719,539	$	1,034,983

The fair value of the contingent consideration from acquisitions is included in the consolidated balance sheets as follows:


	September 30, 2022		December 31, 2021


Accruals and other current liabilities	$	1,244	$	5,382
Other liabilities	—		1,231
Contingent consideration from acquisitions	$	1,244	$	6,613

The fair value of non-contingent consideration from acquisitions is included in the consolidated balance sheets as follows:


	September 30, 2022		December 31, 2021


Accruals and other current liabilities	$	2,923	$	4,751
Other liabilities	2,995		6,177
Non-contingent consideration from acquisitions	$	5,918	$	10,928

The operating results of the acquired businesses are included in the Company’s consolidated financial statements from the closing date of each respective acquisition. The purchase price for each acquisition has been allocated to the net tangible and intangible assets and liabilities based on their estimated fair values at the respective acquisition date.

The Company is in the process of finalizing the purchase accounting for four acquisitions completed during the nine months ended September 30, 2022. Identifiable assets acquired and liabilities assumed were provisionally recorded at their estimated fair values on the respective acquisition date. The initial accounting for these business combinations is not complete because the evaluation necessary to assess the fair values of certain net assets acquired is still in process. The provisional amounts are subject to revision until the evaluations are completed to the extent that additional information is obtained about the facts and circumstances that existed as of the acquisition date. The allocation of the purchase price may be modified from the date of the acquisition as more information is obtained about the fair values of assets acquired and liabilities assumed, however, such measurement period cannot exceed one year.Acquisition costs are expensed as incurred and are recorded in General and administrative in the consolidated statements of operations. For the three months ended September 30, 2022 and 2021, the Company’s acquisition expenses were insignificant, and for the nine months ended September 30, 2022 and 2021 were $10,824 and $18,037, respectively, which include costs related to legal, accounting, valuation, insurance, general administrative, and other consulting fees. For the three and nine months ended September 30, 2022, $350 and $10,149, respectively, of the Company’s acquisition expenses related to the acquisition of Power Line Systems. For the three and nine months ended September 30, 2021, $389 and $16,285, respectively, of the Company’s acquisition expenses related to the acquisition of Seequent.


	Acquisitions Completed in
	Nine Months Ended		Year Ended
	September 30, 2022		December 31, 2021
Consideration:
Cash paid at closing	$	738,810	$	1,072,820
Shares issued at closing (1)(2)	—		182,390
Contingent consideration	—		4,544
Deferred, non-contingent consideration, net	157		10,090
Other	(153)		—
Total consideration	$	738,814	$	1,269,844
Assets acquired and liabilities assumed:
Cash	$	19,271	$	37,837
Accounts receivable and other current assets	1,798		24,174
Operating lease right-of-use assets	1,237		12,095
Property and equipment	963		4,383
Other assets	—		874
Software and technology (weighted average useful life of 5 years)	10,557		43,560
Customer relationships (weighted average useful life of 10 and 9 years, respectively)	80,328		158,555
Trademarks (weighted average useful life of 9 and 10 years, respectively)	5,734		38,256

In-process research and development	—		3,700
Total identifiable assets acquired excluding goodwill	119,888		323,434
Accruals and other current liabilities	(918)		(27,649)
Deferred revenues	(11,563)		(26,245)
Operating lease liabilities	(1,237)		(11,988)
Deferred income taxes	(6,865)		(53,342)
Other liabilities	—		(716)
Total liabilities assumed	(20,583)		(119,940)
Net identifiable assets acquired excluding goodwill	99,305		203,494
Goodwill	639,509		1,066,350
Net assets acquired	$	738,814	$	1,269,844

(2)A fair value adjustment of $16,943 was applied to the stock consideration due to restrictions on the transfer of securities.

The fair values of the working capital, other assets (liabilities), and property and equipment approximated their respective carrying values as of the acquisition date.

Deferred revenues were determined in accordance with the Company’s revenue recognition policies (see Note 3).

The fair values of the intangible assets were primarily determined using the income approach. When applying the income approach, indications of fair values were developed by discounting future net cash flows to their present values at market‑based rates of return. The cash flows were based on estimates used to price the acquisitions and the discount rates applied were benchmarked with reference to the implied rate of return from the Company’s pricing model and the weighted average cost of capital.

Goodwill recorded in connection with the acquisitions was attributable to synergies expected to arise from cost saving opportunities, as well as future expected cash flows. The Company expects $524,360 of the goodwill recorded relating to the 2022 acquisitions will be deductible for income tax purposes.

Unaudited Pro Forma Financial Information

Had the acquisition of Seequent been made at the beginning of 2020, unaudited pro forma total revenues for the nine months ended September 30, 2021 would have been $749,923. Net (loss) income, net (loss) income per share, basic, and net (loss) income per share, diluted for the nine months ended September 30, 2021 would not have been materially different than the amounts reported primarily due to the pro forma adjustments to reflect the amortization of purchased intangibles and the cost to finance the transaction, net of the related tax effects.

The unaudited pro forma financial information is for informational purposes only and is not indicative of the results of operations that would have been achieved if the acquisition had taken place at the beginning of 2021. The unaudited pro forma financial information combines the historical results of the Company, the adjusted historical results of Seequent considering the date the Company completed the acquisition of Seequent, and the effects of the pro forma adjustments described above.

Consolidated Statements of Stockholders' Equity (Parenthetical) $ in Thousands	9 Months Ended
	Sep. 30, 2021 USD ($)
Statement of Stockholders' Equity [Abstract]
Purchase of capped call options, tax	$ 12,584

Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Statement of Comprehensive Income [Abstract]
Actuarial gain on retirement plan, tax effect	$ (5)	$ (8)	$ (15)	$ (25)

Recent Accounting Pronouncements	9 Months Ended
Recent Accounting Pronouncements	Sep. 30, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Recent Accounting Pronouncements	Recent Accounting PronouncementsIn March 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2020‑04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“ASU 2020‑04”), which provides optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. ASU 2020‑04 applies only to contracts, hedging relationships, and other transactions that reference the London Interbank Offered Rate (“LIBOR”) or another reference rate expected to be discontinued because of reference rate reform between March 12, 2020 and December 31, 2022. The expedients and exceptions provided by ASU 2020‑04 do not apply to contract modifications made and hedging relationships entered into or evaluated after December 31, 2022, except for hedging relationships existing as of December 31, 2022, that an entity has elected certain optional expedients for and that are retained through the end of the hedging relationship. The Company had no transactions that were impacted by ASU 2020‑04 during the nine months ended September 30, 2022. Recently Adopted Accounting Guidance In October 2021, the FASB issued ASU No. 2021‑08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (“ASU 2021‑08”), which improves the comparability of accounting for acquired revenue contracts with customers in a business combination. The new guidance is meant to reduce diversity in practice and inconsistencies related to recognition of an acquired contract liability and revenue contract payment terms and their effect on subsequent revenue recognized by the acquirer. During the fourth quarter of 2021, the Company early adopted the ASU effective January 1, 2021 using the modified retrospective method of adoption and retrospectively recasted interim prior period amounts presented in the accompanying unaudited consolidated financial statements for acquisitions subsequent to January 1, 2021. The adoption of this ASU did not have a material impact on the accompanying unaudited consolidated financial statements.

- Definition

The entire disclosure for change in accounting principle. Includes, but is not limited to, nature, reason, and method of adopting amendment to accounting standards or other change in accounting principle.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-URI https://asc.fasb.org/topic&trid=2122394

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 105
-SubTopic 10
-Section 65
-Paragraph 6
-Subparagraph (f)
-URI https://asc.fasb.org/extlink&oid=126987489&loc=SL124442142-165695

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 310
-SubTopic 20
-Section 65
-Paragraph 2
-Subparagraph (d)(1)
-URI https://asc.fasb.org/extlink&oid=126986314&loc=SL124402458-218513

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 944
-SubTopic 40
-Section 65
-Paragraph 2
-Subparagraph (g)(2)(iii)
-URI https://asc.fasb.org/extlink&oid=124501264&loc=SL117420844-207641

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 1
-Subparagraph (b)(4)
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22499-107794

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 944
-SubTopic 40
-Section 65
-Paragraph 2
-Subparagraph (g)(2)(ii)
-URI https://asc.fasb.org/extlink&oid=124501264&loc=SL117420844-207641

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 944
-SubTopic 40
-Section 65
-Paragraph 2
-Subparagraph (g)(2)(i)
-URI https://asc.fasb.org/extlink&oid=124501264&loc=SL117420844-207641

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 815
-SubTopic 40
-Section 65
-Paragraph 1
-Subparagraph (e)(1)
-URI https://asc.fasb.org/extlink&oid=126732423&loc=SL123482106-238011

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 310
-SubTopic 20
-Section 65
-Paragraph 2
-Subparagraph (d)(2)
-URI https://asc.fasb.org/extlink&oid=126986314&loc=SL124402458-218513

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 944
-SubTopic 40
-Section 65
-Paragraph 2
-Subparagraph (g)(2)(iv)
-URI https://asc.fasb.org/extlink&oid=124501264&loc=SL117420844-207641

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section S99
-Paragraph 5
-Subparagraph (SAB Topic 11.M.Q2)
-URI https://asc.fasb.org/extlink&oid=122038215&loc=d3e31137-122693

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 326
-SubTopic 10
-Section 65
-Paragraph 4
-Subparagraph (e)(1)
-URI https://asc.fasb.org/extlink&oid=122640432&loc=SL121648383-210437

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 944
-SubTopic 40
-Section 65
-Paragraph 2
-Subparagraph (h)(2)
-URI https://asc.fasb.org/extlink&oid=124501264&loc=SL117420844-207641

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 326
-SubTopic 10
-Section 65
-Paragraph 4
-Subparagraph (e)(2)
-URI https://asc.fasb.org/extlink&oid=122640432&loc=SL121648383-210437

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 848
-SubTopic 10
-Section 65
-Paragraph 1
-Subparagraph (e)(1)
-URI https://asc.fasb.org/extlink&oid=125980421&loc=SL122150809-237846

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 65
-Paragraph 8
-Subparagraph (e)(2)
-URI https://asc.fasb.org/extlink&oid=126983759&loc=SL121830611-158277

Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section S99
-Paragraph 6
-URI https://asc.fasb.org/extlink&oid=122038215&loc=SL108384541-122693

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 842
-SubTopic 10
-Section 65
-Paragraph 5
-Subparagraph (f)(1)
-URI https://asc.fasb.org/extlink&oid=128293352&loc=SL126838806-209984

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 825
-SubTopic 10
-Section 65
-Paragraph 6
-Subparagraph (e)(2)
-URI https://asc.fasb.org/extlink&oid=126983955&loc=SL121967933-165497

Reference 20: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 815
-SubTopic 40
-Section 65
-Paragraph 2
-Subparagraph (c)(2)
-URI https://asc.fasb.org/extlink&oid=126732423&loc=SL126732908-238011

Reference 21: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 842
-SubTopic 10
-Section 65
-Paragraph 5
-Subparagraph (f)(3)
-URI https://asc.fasb.org/extlink&oid=128293352&loc=SL126838806-209984

Reference 22: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 815
-SubTopic 40
-Section 65
-Paragraph 2
-Subparagraph (c)(1)
-URI https://asc.fasb.org/extlink&oid=126732423&loc=SL126732908-238011

Reference 23: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 825
-SubTopic 10
-Section 65
-Paragraph 6
-Subparagraph (e)(1)
-URI https://asc.fasb.org/extlink&oid=126983955&loc=SL121967933-165497

Reference 24: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 65
-Paragraph 8
-Subparagraph (e)(1)
-URI https://asc.fasb.org/extlink&oid=126983759&loc=SL121830611-158277

Reference 25: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 815
-SubTopic 40
-Section 65
-Paragraph 2
-Subparagraph (c)(3)
-URI https://asc.fasb.org/extlink&oid=126732423&loc=SL126732908-238011

Reference 26: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 926
-SubTopic 20
-Section 65
-Paragraph 2
-Subparagraph (f)(1)
-URI https://asc.fasb.org/extlink&oid=120154821&loc=SL120154904-197079

Reference 27: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 926
-SubTopic 20
-Section 65
-Paragraph 2
-Subparagraph (f)(2)
-URI https://asc.fasb.org/extlink&oid=120154821&loc=SL120154904-197079

Reference 28: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 1
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22499-107794

Reference 29: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 926
-SubTopic 20
-Section 65
-Paragraph 2
-Subparagraph (f)(3)
-URI https://asc.fasb.org/extlink&oid=120154821&loc=SL120154904-197079

Reference 30: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 825
-SubTopic 10
-Section 65
-Paragraph 6
-Subparagraph (e)(3)
-URI https://asc.fasb.org/extlink&oid=126983955&loc=SL121967933-165497

Reference 31: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 848
-SubTopic 10
-Section 65
-Paragraph 2
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=125980421&loc=SL125981372-237846

Reference 32: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 1
-Subparagraph (c)(1)
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22499-107794

Reference 33: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 1
-Subparagraph (b)(1)
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22499-107794

Reference 34: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 65
-Paragraph 8
-Subparagraph (e)(3)
-URI https://asc.fasb.org/extlink&oid=126983759&loc=SL121830611-158277

+ Details

Other Income (Expense), Net - Schedule of Other Income (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Property, Plant and Equipment [Line Items]
Change in fair value of interest rate swap	$ 9,828	$ 1,463	$ 29,318	$ 9,198
Foreign exchange (loss) gain	(11,027)	(2,446)	(18,815)	(248)
Change in fair value of acquisition contingent consideration	(506)	0	(6)	0
Other income, net	873	26	1,780	798
Total other income (expense), net	180	(957)	14,318	9,748
Foreign exchange losses, unrealized, intercompany	5,730	12,293	2,741	1,298
Aircraft \| Entity Controlled By CEO
Property, Plant and Equipment [Line Items]
Sale of aircraft	$ 0	$ 0	$ 2,029	$ 0

Leases

9 Months Ended

Sep. 30, 2022

Leases [Abstract]

Leases

The Company’s operating leases consist of office facilities, office equipment, and automobiles, and the Company’s finance lease consists of computer equipment. The finance lease is not material for the periods presented and it expired during the second quarter of 2022. As of September 30, 2022, the Company’s leases have remaining terms of less than one year to eight years, some of which include one or more options to renew, with renewal terms from one year to ten years and some of which include options to terminate the leases from less than one year to five years.

For contracts with lease and non‑lease components, the Company has elected not to allocate the contract consideration, and account for the lease and non-lease components as a single lease component. Payments under the Company’s lease arrangements are primarily fixed, however, certain lease agreements contain variable payments, which are expensed as incurred and not included in the operating lease assets and liabilities. Variable lease cost may include common area maintenance, property taxes, utilities, and fluctuations in rent due to a change in an index or rate. The Company has elected not to recognize a right‑of‑use asset or lease liability for short‑term leases (leases with a term of twelve months or less). Short‑term leases are recognized in the consolidated statements of operations on a straight‑line basis over the lease term.

The components of operating lease cost reflected in the consolidated statements of operations were as follows:


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2022		2021		2022		2021
Operating lease cost (1)	$	4,703	$	4,836	$	15,651	$	14,224
Variable lease cost	1,115		1,082		3,356		2,970
Short-term lease cost	6		4		16		15
Total operating lease cost	$	5,824	$	5,922	$	19,023	$	17,209

Other information related to leases was as follows:


	Nine Months Ended
	September 30,

	2022		2021
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	14,295	$	14,602
Right-of-use assets obtained in exchange for new operating lease liabilities (1)	$	7,763	$	5,286

The weighted average remaining lease term for operating leases was 3.9 years and 4.1 years as of September 30, 2022 and December 31, 2021, respectively. The weighted average discount rate was 3.2% and 2.5% as of September 30, 2022 and December 31, 2021, respectively.

Maturities of operating lease liabilities are as follows:


	September 30, 2022
Remainder of 2022	$	4,552
2023	14,841
2024	9,906
2025	6,918
2026	4,402
Thereafter	6,238
Total future lease payments	46,857
Less: Imputed interest	(3,003)
Total operating lease liabilities	$	43,854

As of September 30, 2022, the Company had additional operating lease minimum lease payments of $3,878 for executed leases that have not yet commenced, primarily for office locations.

Supplemental balance sheet information related to the financing lease was as follows:


	December 31, 2021


Property and equipment	$	484
Accumulated depreciation	(453)
Property and equipment, net	$	31



Total financing lease liabilities included in Accruals and other current liabilities	$	98

Leases

The components of operating lease cost reflected in the consolidated statements of operations were as follows:


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2022		2021		2022		2021
Operating lease cost (1)	$	4,703	$	4,836	$	15,651	$	14,224
Variable lease cost	1,115		1,082		3,356		2,970
Short-term lease cost	6		4		16		15
Total operating lease cost	$	5,824	$	5,922	$	19,023	$	17,209

Other information related to leases was as follows:


	Nine Months Ended
	September 30,

	2022		2021
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	14,295	$	14,602
Right-of-use assets obtained in exchange for new operating lease liabilities (1)	$	7,763	$	5,286

Maturities of operating lease liabilities are as follows:


	September 30, 2022
Remainder of 2022	$	4,552
2023	14,841
2024	9,906
2025	6,918
2026	4,402
Thereafter	6,238
Total future lease payments	46,857
Less: Imputed interest	(3,003)
Total operating lease liabilities	$	43,854

As of September 30, 2022, the Company had additional operating lease minimum lease payments of $3,878 for executed leases that have not yet commenced, primarily for office locations.

Supplemental balance sheet information related to the financing lease was as follows:


	December 31, 2021


Property and equipment	$	484
Accumulated depreciation	(453)
Property and equipment, net	$	31



Total financing lease liabilities included in Accruals and other current liabilities	$	98

Property and Equipment, Net - Narrative (Details) - USD ($) $ in Thousands		1 Months Ended	3 Months Ended		9 Months Ended
	Feb. 01, 2022	Jan. 31, 2022	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Property, Plant and Equipment [Line Items]
Depreciation expense			$ 2,613	$ 3,028	$ 8,025	$ 8,142
Proceeds from sale of aircraft					2,380	$ 0
Aircraft \| Entity Controlled By CEO
Property, Plant and Equipment [Line Items]
Sale of interest percent		50.00%
Proceeds from sale of aircraft	$ 2,380
Gain on disposition of property plant equipment					$ 2,029

Leases - Other Information (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$ 14,295	$ 14,602
Right-of-use assets obtained in exchange for new operating lease liabilities	7,763	5,286
Series of Individually Immaterial Business Acquisitions
Cash paid for amounts included in the measurement of lease liabilities:
Right-of-use assets obtained in exchange for lease liabilities, business acquisitions	$ 1,237	$ 12,074

Common Stock - Narrative (Details) - USD ($) $ in Thousands		3 Months Ended		9 Months Ended
Common Stock - Narrative (Details) - USD ($) $ in Thousands	Jun. 17, 2021	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	May 11, 2022	Dec. 31, 2021
Class of Stock [Line Items]
Repurchase of Class B Common Stock under approved program		$ 15,008		$ 28,250
Shares exercised (in shares)				900,000
Employee stock purchase plan contributions		$ 2,693		$ 2,693			$ 4,818
Common Stock
Class of Stock [Line Items]
Repurchase of Class B Common Stock under approved program (in shares)		433,125		896,126
Repurchase of Class B Common Stock under approved program		$ 4		$ 9
Shares exercised (in shares)		218,018	612,277	2,272,603	4,269,335
ESPP
Class of Stock [Line Items]
Employee stock purchase plan contributions		$ 2,693		$ 2,693			$ 4,818
Class B Common Stock
Class of Stock [Line Items]
Stock repurchase program, authorized amount						$ 200,000
Repurchase of Class B Common Stock under approved program (in shares)				896,126
Repurchase of Class B Common Stock under approved program				$ 28,250
Class B Common Stock \| Deferred Compensation Arrangement with Individual, by Type of Compensation, Pension and Other Postretirement Benefits
Class of Stock [Line Items]
Share-based compensation tax withholding payment				$ 24,246	$ 65,684
Deferred compensation arrangement with individual, shares issued (in shares)				3,523,386	2,290,999
Deferred compensation arrangement with individual, shares issued, gross (in shares)				4,023,718	3,674,787
Shares withheld for tax withholding obligation (in shares)				500,332	1,383,788
Class B Common Stock \| Bonus Plan Incentive
Class of Stock [Line Items]
Shares exercised, net of shares withheld (in shares)				284,992	190,619
Shares withheld for cost of options and tax withholding obligation (in shares)				124,116	131,541
Share-based compensation tax withholding payment				$ 5,197	$ 6,586
Shares exercised (in shares)				409,108	322,160
Class B Common Stock \| Stock Option
Class of Stock [Line Items]
Shares exercised, net of shares withheld (in shares)				2,272,603
Shares withheld for cost of options and tax withholding obligation (in shares)				362,826
Share-based compensation tax withholding payment				$ 8,459	$ 34,988
Cash used to settle award				$ 6,855
Class B Common Stock \| Stock Option \| Common Stock
Class of Stock [Line Items]
Shares exercised, net of shares withheld (in shares)					4,269,335
Shares withheld for cost of options and tax withholding obligation (in shares)					993,302
Cash used to settle award					$ 5,039
Class B Common Stock \| Stock Option \| Acquisition Options
Class of Stock [Line Items]
Shares exercised, net of shares withheld (in shares)				185,178
Shares withheld for cost of options and tax withholding obligation (in shares)				714,822
Class B Common Stock \| ESPP
Class of Stock [Line Items]
Shares withheld for cost of options and tax withholding obligation (in shares)				7,065	6,770
Share-based compensation tax withholding payment				$ 273	$ 438
Maximum percent of eligible compensation available to contribute		15.00%		15.00%
Maximum employee annual contribution amount				$ 25
Purchase price of common stock, percent				85.00%
Shares issued (in shares)				307,406	104,716
Proceeds from issuance of common stock				$ 10,335	$ 3,845
Shares purchased (in shares)				314,471	111,486
Class B Common Stock \| Seequent
Class of Stock [Line Items]
Number of shares sold (in shares)	3,141,342

Basis of Presentation (Policies)	9 Months Ended
Basis of Presentation (Policies)	Sep. 30, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation	Basis of Presentation — The accompanying unaudited consolidated financial statements include the accounts of Bentley Systems, Incorporated (“Bentley” or the “Company”) and its wholly-owned subsidiaries, and have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and in accordance with the rules and regulations of the United States Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Accordingly, they do not include all the information and notes required by U.S. GAAP for annual financial statements.
Consolidation	These unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in Part II, Item 8 of the Company’s 2021 Annual Report on Form 10‑K on file with the SEC. In management’s opinion, the accompanying unaudited consolidated financial statements contain all adjustments (consisting of normal, recurring and non-recurring adjustments) that were considered necessary for the fair statement of the Company’s financial position, results of operations, and cash flows at the dates and for the periods indicated. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect reported amounts in the financial statements and accompanying notes. Actual results could differ materially from those estimates. The December 31, 2021 consolidated balance sheet included herein is derived from the Company’s audited consolidated financial statements. Certain reclassifications of prior period amounts have been made to conform to the current period presentation. Business Combinations — On January 31, 2022, the Company completed the acquisition of Power Line Systems, a leader in software for the design of overhead electric power transmission lines and their structures, for $695,968 in cash, net of cash acquired. On June 17, 2021, the Company completed the acquisition of Seequent Holdings Limited (“Seequent”), a leader in software for geological and geophysical modeling, geotechnical stability, and cloud services for geodata management and collaboration, for $883,336 in cash, net of cash acquired, plus 3,141,342 shares of the Company’s Class B Common Stock (see Note 4).
Deferred Compensation	Deferred Compensation — Under the Company’s unfunded amended and restated Bentley Systems, Incorporated Nonqualified Deferred Compensation Plan (the “DCP”), certain officers and key employees may defer all or any part of their incentive compensation, and the Company may make discretionary awards on behalf of such participants. Elective participant deferrals and discretionary Company awards are received in the form of phantom shares of the Company’s Class B Common Stock, which are valued for tax and accounting purposes in the same manner as actual shares of Class B Common Stock, and are recorded as stock‑based compensation expense in the consolidated statements of operations (see Note 15).
Recent Accounting Pronouncements and Recently Adopted Accounting Guidance	Recent Accounting PronouncementsIn March 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2020‑04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“ASU 2020‑04”), which provides optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. ASU 2020‑04 applies only to contracts, hedging relationships, and other transactions that reference the London Interbank Offered Rate (“LIBOR”) or another reference rate expected to be discontinued because of reference rate reform between March 12, 2020 and December 31, 2022. The expedients and exceptions provided by ASU 2020‑04 do not apply to contract modifications made and hedging relationships entered into or evaluated after December 31, 2022, except for hedging relationships existing as of December 31, 2022, that an entity has elected certain optional expedients for and that are retained through the end of the hedging relationship. The Company had no transactions that were impacted by ASU 2020‑04 during the nine months ended September 30, 2022. Recently Adopted Accounting Guidance In October 2021, the FASB issued ASU No. 2021‑08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (“ASU 2021‑08”), which improves the comparability of accounting for acquired revenue contracts with customers in a business combination. The new guidance is meant to reduce diversity in practice and inconsistencies related to recognition of an acquired contract liability and revenue contract payment terms and their effect on subsequent revenue recognized by the acquirer. During the fourth quarter of 2021, the Company early adopted the ASU effective January 1, 2021 using the modified retrospective method of adoption and retrospectively recasted interim prior period amounts presented in the accompanying unaudited consolidated financial statements for acquisitions subsequent to January 1, 2021. The adoption of this ASU did not have a material impact on the accompanying unaudited consolidated financial statements.
Revenue Recognition	Nature of Products and Services The Company generates revenues from subscriptions, perpetual licenses, and services. Subscriptions SELECT subscriptions — The Company provides prepaid annual recurring subscriptions that accounts (which are based on distinct contractual and billing relationships with the Company, where affiliated entities of a single parent company may each have an independent account with the Company) can elect to add to a new or previously purchased perpetual license. SELECT provides accounts with benefits, including upgrades, comprehensive technical support, pooled licensing benefits, annual portfolio balancing exchange rights, learning benefits, certain Azure‑based cloud collaboration services, mobility advantages, and access to other available benefits. SELECT subscriptions revenues are recognized as distinct performance obligations are satisfied. The performance obligations within the SELECT offering, outside of the portfolio balancing exchange right, are concurrently delivered and have the same pattern of recognition. These performance obligations are accounted for ratably over the term as a single performance obligation. Enterprise subscriptions — The Company provides enterprise subscription offerings, which provide its enterprise accounts with complete and unlimited global access to the Company’s comprehensive portfolio of solutions. Enterprise 365 (“E365”) subscriptions are charged to accounts based upon daily usage. The daily usage fee includes a term license component, SELECT maintenance and support, hosting, and Success Blueprints, which are designed to achieve business outcomes through more efficient and effective use of the Company’s software. E365 revenues are recognized based upon usage incurred by the account. Usage is defined as distinct user access on a daily basis. E365 subscriptions can contain quarterly usage floors or collars. The term of E365 subscriptions aligns with calendar quarters and revenue is recognized based on actual usage. Alternatively, Enterprise License Subscriptions (“ELS”) provide access for a prepaid fee, which is based on the account’s usage of software in the preceding year, to effectively create a fee‑certain consumption‑based arrangement. ELS contain a term license component, SELECT maintenance and support, and performance consulting days. The SELECT maintenance and support benefits under ELS do not include a portfolio balancing performance obligation. Revenue is allocated to the various performance obligations based on their respective standalone selling price (“SSP”). Revenue allocated to the term license component is recognized upon delivery at the start of the subscription term while revenues for the SELECT maintenance and support and the performance consulting days are recognized as delivered over the subscription term. Billings in advance are recorded as Deferred revenues in the consolidated balance sheets. Term license subscriptions — The Company provides annual, quarterly, and monthly term licenses for its software products. Term license subscriptions contain a term license component and SELECT maintenance and support. Revenue is allocated to the various performance obligations based on their SSP. Annual term licenses (“ATL”) are generally prepaid annually for named user access to specific products and include the Company’s Virtuoso subscriptions sold via the Company’s Virtuosity eStore for practitioner licenses. Virtuoso subscriptions are bundles with customizable training and expert consultation administered through “keys” or credits. Quarterly term license (“QTL”) subscriptions allow accounts to pay quarterly in arrears for license usage that is beyond their prepaid subscriptions. Monthly term license (“MTL”) subscriptions are identical to QTL subscriptions, except for the term of the license, and the manner in which they are monetized. MTL subscriptions require a Cloud Services Subscription (“CSS”), which is described below. For ATL, revenue allocated to the term license component is recognized upon delivery at the start of the subscription term while revenue for the SELECT maintenance and support is recognized as delivered over the subscription term. For Virtuoso keys, revenue is recognized as services are delivered. Billings in advance are recorded as Deferred revenues in the consolidated balance sheets. For usage‑based QTL and MTL subscriptions, revenues are recognized based upon usage incurred by the account. Usage is defined as peak usage over the respective terms. The terms of QTL and MTL subscriptions align with calendar quarters and calendar months, respectively, and revenue is recognized based on actual usage. Visas and Passports are quarterly or annual term licenses enabling users to access specific project or enterprise information and entitles users to certain functionality of the Company’s ProjectWise and AssetWise systems. The Company’s standard offerings are usage based with monetization through the Company’s CSS program as described below. CSS is a program designed to streamline the procurement, administration, and payment process. The program requires an estimation of annual usage for CSS eligible offerings and a deposit of funds in advance. Actual consumption is monitored and invoiced against the deposit on a calendar quarter basis. CSS balances not utilized for eligible products or services may roll over to future periods or are refundable. Paid and unconsumed CSS balances are recorded in Accruals and other current liabilities in the consolidated balance sheets. Software and services consumed under CSS are recognized pursuant to the applicable revenue recognition guidance for the respective software or service and classified as subscriptions or services based on their respective nature. Perpetual licenses Perpetual licenses may be sold with or without attaching a SELECT subscription. Historically, attachment and retention of the SELECT subscription has been high given the benefits of the SELECT subscription discussed above. Perpetual licenses revenues are recognized upon delivery of the license to the user. Services The Company provides professional services, including training, implementation, configuration, customization, and strategic consulting services. The Company performs projects on both a time and materials and a fixed fee basis. Certain of the Company’s fixed‑fee arrangements, including its Success Services offerings, are structured as subscription‑like, packaged offerings that are annually recurring in nature. Success Services are standard service offerings that provide a level of dedicated professional services above the standard technical support offered to all accounts as part of their SELECT or enterprise agreement. Revenues are recognized as services are performed. The Company primarily utilizes its direct internal sales force and also has arrangements through independent channel partners to promote and sell Bentley products and subscriptions to end‑users. Channel partners are authorized to promote the sale of an authorized set of Bentley products and subscriptions within an authorized geography under a Channel Partner Agreement. Significant Judgments and Estimates The Company’s contracts with customers may include promises to transfer licenses (perpetual or term‑based), maintenance, and services to a user. Judgment is required to determine if the promises are separate performance obligations, and if so, the allocation of the transaction price to each performance obligation. When an arrangement includes multiple performance obligations which are concurrently delivered and have the same pattern of transfer to the customer, the Company accounts for those performance obligations as a single performance obligation. For contracts with more than one performance obligation, the transaction price is allocated among the performance obligations in an amount that depicts the relative SSP of each obligation. Judgment is required to determine the SSP for each distinct performance obligation. In instances where SSP is not directly observable, such as when the Company does not sell the product or service separately, the Company determines the SSP using information that may include market conditions and other observable inputs. The Company uses a range of amounts to estimate SSP when it sells each of the products and services separately and needs to determine whether there is a discount that should be allocated based on the relative SSP of the various products and services. The Company’s SELECT agreement provides users with perpetual licenses a right to exchange software for other eligible perpetual licenses on an annual basis upon renewal. The Company refers to this option as portfolio balancing and has concluded that the portfolio balancing feature represents a material right resulting in the deferral of the associated revenue. Judgment is required to estimate the percentage of users who may elect to portfolio balance and considers inputs such as historical user elections. This feature is available once per term and must be exercised prior to the respective renewal term. The Company recognizes the associated revenue upon election or when the portfolio balancing right expires. This right is included in the initial and subsequent renewal terms and the Company reestablishes the revenue deferral for the material right upon the beginning of the renewal term. As of September 30, 2022 and December 31, 2021, the Company’s contract assets relate to performance obligations completed in advance of the right to invoice and are included in Prepaid and other current assets in the consolidated balance sheets.Deferred revenues consist of billings made or payments received in advance of revenue recognition from subscriptions and services. The timing of revenue recognition may differ from the timing of billings to users.

- Definition

Disclosure of accounting policy for revenue from contract with customer.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 17
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130561-203045

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 20
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130566-203045

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 18
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130563-203045

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-URI https://asc.fasb.org/topic&trid=49130388

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 20
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130566-203045

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 18
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130563-203045

Reference 7: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section 50
-Paragraph 4
-Subparagraph (e)
-URI https://asc.fasb.org/extlink&oid=126899994&loc=d3e18823-107790

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 20
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130566-203045

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 19
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130564-203045

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 20
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130566-203045

+ Details

Commitments and Contingencies (Details) $ in Thousands	9 Months Ended
Commitments and Contingencies (Details) $ in Thousands	Sep. 30, 2022 USD ($)
Hosted Software Solutions
Long-term Purchase Commitment [Line Items]
Long-term purchase commitment, amount	$ 23,998

Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Statement of Comprehensive Income [Abstract]
Net income (loss)	$ 36,997	$ (48,022)	$ 149,058	$ 54,611
Other comprehensive loss, net of taxes:
Foreign currency translation adjustments	(12,809)	(27,014)	(10,192)	(55,709)
Actuarial gain on retirement plan, net of tax effect of $(5), $(8), $(15), and $(25), respectively	11	20	37	62
Total other comprehensive loss, net of taxes	(12,798)	(26,994)	(10,155)	(55,647)
Comprehensive income (loss)	$ 24,199	$ (75,016)	$ 138,903	$ (1,036)

- Definition

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

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 220
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-04(22))
-URI https://asc.fasb.org/extlink&oid=120399700&loc=SL114874048-224260

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (f)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 4
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22595-107794

Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 944
-SubTopic 220
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04(18))
-URI https://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 815
-SubTopic 40
-Section 65
-Paragraph 1
-Subparagraph (f)
-URI https://asc.fasb.org/extlink&oid=126732423&loc=SL123482106-238011

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section 50
-Paragraph 6
-URI https://asc.fasb.org/extlink&oid=124431353&loc=SL124452729-227067

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(5))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03(20))
-URI https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227

Reference 9: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 230
-SubTopic 10
-Section 45
-Paragraph 28
-URI https://asc.fasb.org/extlink&oid=126954810&loc=d3e3602-108585

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 1
-Subparagraph (b)(2)
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22499-107794

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(iv))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(iii)(A))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(i))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(i))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 9
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22663-107794

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iv))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

Reference 17: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(ii))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 825
-SubTopic 10
-Section 50
-Paragraph 28
-Subparagraph (f)
-URI https://asc.fasb.org/extlink&oid=123596393&loc=d3e14064-108612

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 3
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22583-107794

Reference 20: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(g)(1)(ii))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

Reference 21: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 45
-Paragraph 60B
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126958026&loc=SL5780133-109256

Reference 22: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 323
-SubTopic 10
-Section 50
-Paragraph 3
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=114001798&loc=d3e33918-111571

Reference 23: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 8
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22658-107794

Reference 24: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section 45
-Paragraph 1A
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126968391&loc=SL7669619-108580

Reference 25: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 31
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8924-108599

Reference 26: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 11
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22694-107794

Reference 27: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 11
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22694-107794

Reference 28: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 205
-SubTopic 20
-Section 50
-Paragraph 7
-URI https://asc.fasb.org/extlink&oid=109222650&loc=SL51721683-107760

Reference 29: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section 45
-Paragraph 1B
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126968391&loc=SL7669625-108580

Reference 30: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599

Reference 31: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(5))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756

Reference 32: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iii)(B))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

Reference 33: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iii)(A))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

Reference 34: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 30
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8906-108599

Reference 35: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

+ Details

Long‑Term Debt - Schedule of Long-Term Debt (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Debt Instrument [Line Items]
Total net carrying value	$ 1,781,610	$ 1,435,992
Less: Current portion of long-term debt	(5,000)	(5,000)
Total long-term debt	1,776,610	1,430,992
Line of Credit
Debt Instrument [Line Items]
Total net carrying value	540,480	199,466
Convertible Debt \| 2026 Notes:
Debt Instrument [Line Items]
Long-term debt, gross	690,000	690,000
Unamortized debt issuance costs	(11,953)	(14,677)
Total net carrying value	678,047	675,323
Convertible Debt \| 2027 Notes:
Debt Instrument [Line Items]
Long-term debt, gross	575,000	575,000
Unamortized debt issuance costs	(11,917)	(13,797)
Total net carrying value	563,083	561,203
Revolving loan facility \| Line of Credit
Debt Instrument [Line Items]
Long-term debt, gross	344,661	0
Secured Debt \| Line of Credit \| Term loan:
Debt Instrument [Line Items]
Long-term debt, gross	196,250	200,000
Unamortized debt issuance costs	(431)	(534)
Total net carrying value	$ 195,819	$ 199,466

Interest Expense, Net (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
Interest Expense, Net (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Other Income and Expenses [Abstract]
Interest expense	$ (8,491)	$ (3,861)	$ (23,319)	$ (8,844)
Interest income	109	25	273	236
Interest expense, net	$ (8,382)	$ (3,836)	$ (23,046)	$ (8,608)

Property and Equipment, Net (Tables)

9 Months Ended

Sep. 30, 2022

Property, Plant and Equipment [Abstract]

Schedule of Property and Equipment, Net

Property and equipment, net consist of the following:


	September 30, 2022		December 31, 2021
Land	$	2,811	$	2,811
Building and improvements	35,747		35,188
Computer equipment and software	50,027		47,651
Furniture, fixtures, and equipment	14,021		14,274
Aircraft	2,038		4,075
Other	38		61
Property and equipment, at cost	104,682		104,060
Less: Accumulated depreciation	(73,929)		(72,237)
Total property and equipment, net	$	30,753	$	31,823