ZILLOW GROUP INC
For the period ended Dec 31, 2024. Filed Feb 11, 2025.
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FY2024 · Filed Feb 11, 2025
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Income Taxes
Note 11. Income Taxes
We are subject to income taxes in the United States (federal and state) and certain foreign jurisdictions. We recorded income tax expense of $5 million, $4 million, and $3 million for the years ended December 31, 2024, December 31, 2023, and December 31, 2022 respectively, primarily due to state taxes.
The following table presents the components of our income tax expense for the periods presented (in millions):
| Year Ended December 31, | |||
|---|---|---|---|
| 2024 | 2023 | 2022 | |
| Current income tax expense: | |||
| State | $3 | $4 | $2 |
| Foreign | 1 | — | 1 |
| Total current income tax expense | 4 | 4 | 3 |
| Deferred income tax expense: | |||
| Federal | 1 | — | — |
| Total deferred income tax expense | 1 | — | — |
| Total income tax expense | $5 | $4 | $3 |
The following table presents a reconciliation of the federal statutory rate and our effective tax rate for the periods presented:
| Year Ended December 31, | |||
|---|---|---|---|
| 2024 | 2023 | 2022 | |
| Tax expense at federal statutory rate | (21.0)% | (21.0)% | (21.0)% |
| State income taxes, net of federal tax benefit | (11.1) | 2.6 | 6.2 |
| Meals and entertainment | 1.6 | 0.1 | 0.7 |
| Share-based compensation | 5.3 | 10.4 | 13.2 |
| Non-deductible executive compensation | 16.9 | 10.8 | 14.3 |
| Research and development credits | (36.3) | (6.8) | (25.7) |
| Other, net | 1.9 | (8.3) | 7.5 |
| Valuation allowance | 46.7 | 15.0 | 7.4 |
| Effective tax rate | 4.0% | 2.8% | 2.6% |
Deferred federal, state and foreign income taxes reflect the net tax impact of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and such amounts for tax purposes. The following table presents the significant components of our deferred tax assets and liabilities as of the dates presented (in millions):
| December 31, | ||
|---|---|---|
| 2024 | 2023 | |
| Deferred tax assets: | ||
| Federal and state net operating loss carryforwards | $345 | $354 |
| Capitalized research and development | 247 | 208 |
| Research and development credits | 206 | 166 |
| Share-based compensation | 110 | 124 |
| Lease liabilities | 24 | 33 |
| Debt discount on convertible notes | — | 11 |
| Accruals and reserves | 8 | 5 |
| Other deferred tax assets | 3 | 3 |
| Total deferred tax assets | 943 | 904 |
| Deferred tax liabilities: | ||
| Right of use assets | (14) | (18) |
| Intangible assets | (5) | (13) |
| Goodwill | (13) | (6) |
| Other deferred tax liabilities | (1) | (5) |
| Total deferred tax liabilities | (33) | (42) |
| Net deferred tax assets before valuation allowance | 910 | 862 |
| Less: valuation allowance | (914) | (865) |
| Net deferred tax liabilities | $(4) | $(3) |
Realization of deferred tax assets is dependent upon the generation of future taxable income, if any, the timing and amount of which are uncertain. We have provided a full valuation allowance against the net deferred tax assets as of December 31, 2024 and 2023 because, based on the weight of available evidence, it is more likely than not (a likelihood of more than 50%) that some or all of the deferred tax assets will not be realized. The valuation allowance increased by $49 million and $22 million during the years ended December 31, 2024 and 2023, respectively.
We have accumulated federal net operating losses of approximately $1.3 billion and $1.4 billion, as of December 31, 2024 and 2023, respectively, which are available to reduce future taxable income. We have accumulated state net operating losses of approximately $66 million and $56 million (tax effected) as of December 31, 2024 and 2023, respectively. Federal net operating losses generated in taxable periods on or before December 31, 2017 have a twenty-year carryforward period and begin to expire in 2036. Federal net operating loss carryforwards generated in taxable years beginning after December 31, 2017 may be carried forward indefinitely, but the deductibility of such net operating loss carryforwards in taxable years beginning after December 31, 2020 is limited to 80% of taxable income. State net operating loss carryforward periods for the various state jurisdictions generally range from three years to indefinite-lived and began to expire in 2024. Additionally, we have net research and development credit carryforwards of $205 million and $166 million as of December 31, 2024 and 2023, respectively, which are available to reduce future tax liabilities. The research and development credit carryforwards begin to expire in 2025. Under Sections 382 and 383 of the Internal Revenue Code, if a corporation undergoes an “ownership change”, the corporation’s ability to use its pre-change net operating loss carryforwards and other pre-change tax attributes, such as research and development credits, to offset its post-change taxable income or income tax liability may be limited. We have completed a detailed study and concluded there were multiple ownership changes, triggering the application of Section 382 of the Internal Revenue Code. Based on our most recent analysis, we do not currently anticipate any material reduction in our ability to utilize our net operating loss and tax credit carryforwards under these rules.
Our primary income tax jurisdiction is the United States (federal). With limited exceptions for state taxing authorities, which are not material to the financial statements, all tax years for which we have filed a tax return remain subject to examination due to the existence of net operating loss carryforwards.
Changes for unrecognized tax benefits for the periods presented are as follows (in millions):
| Balance at January 1, 2022 | $75 |
|---|---|
| Gross increases—current period tax positions | 17 |
| Gross increases—prior period tax positions | 4 |
| Gross decreases—prior period tax positions | (6) |
| Balance at December 31, 2022 | $90 |
| Gross increases—current period tax positions | 9 |
| Gross increases—prior period tax positions | 3 |
| Gross decreases—prior period tax positions | (7) |
| Balance at December 31, 2023 | $95 |
| Gross increases—current period tax positions | 16 |
| Gross increases—prior period tax positions | 6 |
| Gross decreases—prior period tax positions | (1) |
| Gross decreases—statute of limitations lapse | (1) |
| Balance at December 31, 2024 | $115 |
At December 31, 2024, the total amount of unrecognized tax benefits of $115 million is recorded as a reduction to our deferred tax asset when available. We do not anticipate that the amount of existing unrecognized tax benefits will significantly increase or decrease within the next 12 months. Accrued interest and penalties related to unrecognized tax benefits are recorded as income tax expense and are not material.
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