XML 26 R15.htm IDEA: XBRL DOCUMENT v3.20.1
Stockholders' Equity
3 Months Ended
Mar. 31, 2020
Stockholders' Equity Note [Abstract]  
Stockholders' Equity
Stockholders’ Equity
 
Stock Options
 
Stock-based compensation expense related to Trovagene equity awards have been recognized in operating results as follows:
 
 
Three Months Ended March 31,
 
2020
 
2019
Included in research and development expense
76,868

 
110,081

Included in selling, general and administrative expense
100,441

 
89,986

Total stock-based compensation expense
$
177,309

 
$
200,067


 
The unrecognized compensation cost related to non-vested stock options outstanding at March 31, 2020 and 2019, net of estimated forfeitures, was $1,048,776 and $165,954, respectively, which is expected to be recognized over a weighted-average remaining vesting period of 2.1 and 0.8 years, respectively. The weighted-average remaining contractual term of outstanding options as of March 31, 2020 was approximately 8.8 years. The total fair value of stock options vested during the three months ended March 31, 2020 and 2019 were $34,929 and $188,984, respectively.

The estimated fair value of stock option awards was determined on the date of grant using the Black-Scholes option valuation model with the following weighted-average assumptions during the following periods indicated:
 
 
Three Months Ended March 31,
 
2020
 
2019
Risk-free interest rate
0.93
%
 
2.33
%
Dividend yield
0
%
 
0
%
Expected volatility of Trovagene common stock
102
%
 
99
%
Expected term
6.0 years

 
5.1 years



A summary of stock option activity and changes in stock options outstanding is presented below:
 
 
Total Options
 
Weighted-Average
Exercise Price
Per Share
 
Intrinsic
Value
Balance outstanding, December 31, 2019
1,015,418

 
$
12.77

 
$

Granted
5,000

 
$
0.74

 
 

Canceled / Forfeited
(44,910
)
 
$
2.67

 
 

Expired
(275
)
 
$
259.20

 
 

Balance outstanding, March 31, 2020
975,233

 
$
13.10

 
$
1,350

Exercisable at March 31, 2020
72,725

 
$
144.72

 
$


 
On June 6, 2019, the number of authorized shares in the Trovagene 2014 Equity Incentive Plan (“2014 EIP”) was increased from 243,056 to 1,243,056. As of March 31, 2020, there were 207,798 shares available for issuance under the 2014 EIP.

Restricted Stock Units

A summary of the RSU activity is presented below:
 
Number of Shares
 
Weighted-Average
Grant Date Fair Value
Per Share
 
Intrinsic Value
Non-vested RSUs outstanding, December 31, 2019
11,301

 
$
15.38

 
$
14,013

Vested
(6,810
)
 
$
13.98

 
$
9,073

Non-vested RSUs outstanding, March 31, 2020
4,491

 
$
17.50

 
$
4,536



The total fair value of vested RSUs during the three months ended March 31, 2020 and 2019 were $95,170 and $126,983, respectively.

Warrants
 
A summary of warrant activity and changes in warrants outstanding, including both liability and equity classifications is presented below:
 
 
Total Warrants (1)
 
Weighted-Average
Exercise Price
Per Share (1)
 
Weighted-Average
Remaining Contractual
Term (1)
Balance outstanding, December 31, 2019
10,589,482

 
$
4.08

 
3.7 years
Granted
931,967

 
$
0.95

 
 
Exercised
(1,005,072
)
 
$
1.56

 
 
Balance outstanding, March 31, 2020
10,516,377

 
$
4.04

 
3.6 years

(1)    Balance outstanding as of March 31, 2020 excludes 131,967 pre-funded warrants to purchase shares of common stock at a nominal exercise price of $0.01 per share. These pre-funded warrants were exercised on April 28, 2020, see Note 11 to the condensed financial statements for further information.

Series C Convertible Preferred Stock and Service Receivable

On January 25, 2019, the Company entered into a Master Services Agreement and a Stock and Warrant Subscription Agreement with PoC Capital, LLC (“PoC”), whereby PoC agreed to finance $1.675 million in clinical studies, including the development costs associated with Phase 1b/2 trial of onvansertib in combination with FOLFIRI and Avastin® in patients with metastatic Colorectal Cancer (“mCRC”) harboring KRAS mutation in exchange for (i)183,334 shares of common stock, (ii) warrants to purchase an aggregate of 150,000 shares of common stock, with an exercise price of $3.762 per share, expiring on January 25, 2024, and (iii) 200,000 shares of Series C Convertible Preferred Stock, each share of which was convertible into 1.67 shares of common stock. In April of 2019, all 200,000 shares of Series C Convertible Preferred Stock were converted into 333,333 shares of the Company's common stock. As of March 31, 2020, there were no shares of Series C Convertible Preferred Stock outstanding.

The Company evaluated the awards issued under this transaction and determined they should be classified as equity. These equity awards were fully vested and nonforfeitable. Since the equity awards were for clinical trial services yet to be provided, the Company recognized $1.675 million service receivables as contra equity. The Company releases the service receivables as clinical trial services are performed. The conversion feature of the Series C Convertible Preferred Stock at the time of issuance was determined to be beneficial on the commitment date. Because the Series C Convertible Preferred Stock was perpetual with no stated maturity date, and the conversions could occur any time from inception, the Company immediately recorded a non-cash deemed dividend of $0.3 million related to the beneficial conversion feature arising from the issuance of Series C Convertible Preferred Stock. This non-cash deemed dividend increased the Company’s net loss attributable to common stockholders and net loss per share.