Stockholders' Equity

3 Months Ended

Mar. 31, 2022

Stockholders' Equity Note [Abstract]

Stockholders' Equity

Stockholders’ Equity

Stock Options

Stock-based compensation expense related to Cardiff Oncology equity awards have been recognized in operating results as follows:

	Three Months Ended March 31,
(in thousands)	2022		2021
Included in research and development expense	$	335	$	40
Included in selling, general and administrative expense	817		228
Total stock-based compensation expense	$	1,152	$	268

The unrecognized compensation cost related to non-vested stock options outstanding at March 31, 2022, net of estimated forfeitures, was $13.3 million, which is expected to be recognized over a weighted-average remaining vesting period of 3.2 years. The weighted-average remaining contractual term of outstanding options as of March 31, 2022 was approximately 8.3 years. The total fair value of stock options vested during the three months ended March 31, 2022 and 2021 were $1,000 and $24,000, 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,
	2022
Risk-free interest rate	1.84	%
Dividend yield	0	%
Expected volatility of Cardiff Oncology common stock	106	%
Expected term	6.0 years

No stock options were granted during the three months ended March 31, 2021.

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, 2021	3,771,984	$	7.13	$	6,405,258
Granted	1,697,536	$	3.19
Canceled / Forfeited	(1,109)	$	31.25
Expired	(800)	$	165.84
Balance outstanding, March 31, 2022	5,467,611	$	5.88	$	65,189
Exercisable at March 31, 2022	1,281,362	$	8.83	$	25,108
Vested and expected to vest at March 31, 2022	5,331,850	$	5.91	$	61,800

2021 Equity Incentive Plan

In June 2021 the Company's stockholders approved the 2021 Omnibus Equity Incentive Plan ("2021 Plan"). The number of authorized shares in the 2021 Plan is equal to the sum of (i) 3,150,000 shares, plus (ii) the number of shares of Common Stock reserved, but unissued under the 2014 Plan; and (iii) the number of shares of Common Stock underlying forfeited awards under the 2014 Plan. As of March 31, 2022, there were 918,865 shares available for issuance under the 2021 Plan.

2014 Equity Incentive Plan

Subsequent to the adoption of the 2021 Plan, no additional equity awards can be made under the terms of the 2014 Plan.

Inducement Grants

In July 2021, the Company began issuing equity awards to certain new employees as inducement grants outside of its 2021 Plan. As of March 31, 2022, an aggregate of 1,120,208 shares were issuable upon the exercise of inducement grant stock options approved by the Company.

Warrants

A summary of warrant activity and changes in warrants outstanding, including both liability and equity classifications is presented below:

	Total Warrants	Weighted-Average Exercise Price Per Share		Weighted-Average Remaining Contractual Term
Balance outstanding, December 31, 2021	4,490,159	$	5.80	3.0 years
Balance outstanding, March 31, 2022	4,490,159	$	5.80	2.7 years

Preferred Stock

A summary of our Company's classes of preferred stock is presented below:

						Shares outstanding
Class	Par value		Shares designated	Liquidation preference		As of March 31, 2022	As of December 31, 2021
Series A Convertible Preferred Stock	$	0.001	277,100	$	606,000	60,600	60,600
Series B Convertible Preferred Stock	$	0.001	8,860	None		—	—
Series C Convertible Preferred Stock	$	0.001	200,000	None		—	—
Series D Convertible Preferred Stock	$	0.0001	154,670	None		—	—
Series E Convertible Preferred Stock	$	0.001	865,824	None		327,509	655,044