Stock-Based Compensation

12 Months Ended

Dec. 31, 2024

12. Stock-Based Compensation

The Company’s 2016 Omnibus Incentive Stock Plan (“2016 Plan”), as amended, has reserved up to 7,832,651 shares of common stock for future issuance. As of December 31, 2024, there were 7,270,212 shares of common stock remaining available for issuance for awards under the 2016 Plan.

The Company measures share‑based awards at their grant‑date fair value and records compensation expense on a straight‑line basis over the requisite service period of the awards. The Company recorded share‑based compensation expense (for all awards and modifications, if any) in the accompanying consolidated statements of operations as follows (in thousands):

	Year Ended December 31,
	2024		2023
Selling and marketing	$	7	$	79
General and administrative		420		1,224
	$	427	$	1,303

On April 3, 2023, the Company granted 15,000 stock-based options to its former Chief Executive Officer. The vesting of these awards was contingent upon meeting one or more financial goals (a performance condition) or a common stock share price (a market condition). The fair value of stock-based awards is determined at the date of grant. Stock-based compensation expense is recorded ratably for market condition awards during the requisite service period and is not reversed, except for forfeitures, at the vesting date regardless of whether the market condition is met. Stock-based compensation expense for performance condition awards is re-evaluated at each reporting period based on the probability of the achievement of the goal. The 15,000 stock-based options were forfeited in the fourth quarter of 2023 due to the Chief Executive Officer’s separation and failure to achieve the vesting conditions.

Also in connection with the separation of the Company’s Chief Executive Officer in October 2023, the vesting of 27,209 unvested options to purchase shares of common stock was accelerated. As this acceleration of vesting occurred in accordance with the terms of the original option agreement, it is not considered a modification for accounting purposes. The Company recognized $0.3 million of share-based compensation expense in connection with the accelerated vesting.

Stock Options

The following table summarizes stock option activity for the years ended December 31, 2024 and 2023:

	Number of Shares Under Option Plan			Weighted- Average Exercise Price per Option		Weighted- Average Remaining Contractual Term (in years)
Outstanding at January 1, 2023		447,462		$	17.20
Granted		454,504		$	6.31
Forfeited and expired		(129,102	)	$	15.59
Outstanding at December 31, 2023		772,864		$	11.07		6.70
Granted		70,000		$	3.22
Forfeited and expired		(321,138	)	$	14.07
Outstanding at December 31, 2024		521,726		$	8.16		7.88
Exercisable at December 31, 2024		208,671		$	12.21		6.32
Vested and expected to vest at December 31, 2024		521,726		$	8.16		7.88

The weighted‑average grant date fair value of options granted was $2.27 and $4.43 per share during the years ended December 31, 2024 and 2023, respectively. As of December 31, 2024, the total unrecognized compensation expense related to unvested stock option awards was $1.0 million, which the Company expects to recognize over a weighted‑average period of approximately 2.36 years. The aggregate intrinsic value of options outstanding at December 31, 2024 and 2023 was $8.0 thousand and $0.1 million, respectively. There was no aggregate intrinsic value of options exercisable and no options were exercised during the years ended December 31, 2024 and 2023.

The fair value of options is estimated using the Black-Scholes option pricing model which takes into account inputs such as the exercise price, the value of the underlying common stock at the grant date, expected term, expected volatility, risk free interest rate and dividend yield. The fair value of each grant of options during the year ended December 31, 2024 and 2023 was determined using the methods and assumptions discussed below.

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The expected term of employee options is based on the observed and expected time to full-vesting, forfeiture and exercise. Groups of employees that have similar historical exercise behavior are considered separately for valuation purposes. Options expire up to a maximum of ten years from the date of grant.

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The expected volatility is based on historical volatility of the Company’s common stock.

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The risk-free interest rate is based on the interest rate payable on U.S. Treasury securities in effect at the time of grant for a period that is commensurate with the assumed expected term.

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The expected dividend yield is none because the Company has not historically paid and does not expect for the foreseeable future to pay a dividend on its shares of common stock.

For the years ended December 31, 2024 and 2023, the grant date fair value of all option grants was estimated at the time of grant using the Black-Scholes option-pricing model using the following weighted average assumptions:

	Year Ended December 31,
	2024			2023
Expected term (in years)		6.46			7.49
Expected volatility		77.93	%		74.58	%
Risk-free rate		3.91	%		4.38	%
Dividend rate		0.00	%		0.00	%

Restricted Stock Units

Restricted stock units have been issued to certain board members. Activity in restricted stock units is summarized in the following table:

	Number of Units			Weighted-Average Grant Date Fair Value
Unvested at January 1, 2023		11,960		$	11.25
Granted		17,959		$	10.30
Vested		(17,944	)	$	10.93
Forfeited and expired		(9,710	)	$	10.30
Unvested at December 31, 2023		2,265		$	10.30
Vested		(2,265	)	$	10.30
Unvested at December 31, 2024		—		$	—

As of December 31, 2024, there was no unrecognized compensation expense related to restricted stock units.