Share-Based Payments

3 Months Ended

Mar. 31, 2020

Share-based Payment Arrangement [Abstract]

The Company measures the fair value of stock options and restricted stock units ("RSUs") issued to employees and nonemployees as of the grant date for recognition of stock-based compensation expense. Stock-based compensation expense for employees and nonemployees is recognized over the requisite service period, which is typically the vesting period. Stock-based compensation costs included in the condensed consolidated statements of operations are presented below:



	Three Months Ended March 31,
	2020			2019
Cost of products	$	4		$	8
Cost of services	29			65
Research and development	589			1,341
Selling, general and administrative	5,096			6,834
Discontinued operations	(1,346		)	806
Total	$	4,372		$	9,054

Precigen Stock Option Plans

In April 2008, Precigen adopted the 2008 Equity Incentive Plan (the "2008 Plan") for employees and nonemployees pursuant to which Precigen's board of directors granted share-based awards, including stock options, to officers, key employees and nonemployees. Upon the effectiveness of the 2013 Omnibus Incentive Plan (the "2013 Plan"), no new awards may be granted under the 2008 Plan. As of March 31, 2020, there were 244,231 stock options outstanding under the 2008 Plan.

Precigen adopted the 2013 Plan for employees and nonemployees pursuant to which Precigen's board of directors may grant share-based awards, including stock options and shares of common stock, to employees, officers, consultants, advisors, and nonemployee directors. The 2013 Plan became effective in August 2013, and as of March 31, 2020, there were 25,000,000 shares authorized for issuance under the 2013 Plan, of which 12,052,124 stock options and 2,891,634 RSUs were outstanding and 3,301,269 shares were available for grant. In March 2020, Precigen's board of directors approved, subject to shareholder approval at Precigen's annual meeting in June 2020, an increase of 2,000,000 shares of common stock to be reserved for issuance under the 2013 Plan.

In April 2019, Precigen adopted the 2019 Incentive Plan for Non-Employee Service Providers (the "2019 Plan"), which became effective upon shareholder approval in June 2019. The 2019 Plan permits the grant of share-based awards, including stock options, restricted stock awards, and RSUs, to non-employee service providers, including board members. As of March 31, 2020, there were 5,000,000 shares authorized for issuance under the 2019 Plan, of which 770,592 stock options and 497,512 RSUs were outstanding and 2,582,279 shares were available for grant.

Stock option activity was as follows:



	Number of Shares		Weighted Average Exercise Price			Weighted Average Remaining Contractual Term (Years)
Balances at December 31, 2019	9,022,282		$	21.94		6.10
Granted	5,280,592		10.44
Forfeited	(641,750	)	(18.13		)
Expired	(594,177	)	(25.40		)
Balances at March 31, 2020	13,066,947		17.33			7.01
Exercisable at March 31, 2020	6,905,395		21.86			4.92

RSU activity was as follows:



	Number of Restricted Stock Units		Weighted Average Grant Date Fair Value			Weighted Average Remaining Contractual Term (Years)
Balances at December 31, 2019	1,781,982		$	8.71		1.24
Granted	2,952,917		3.07
Vested	(1,016,775	)	(6.16		)
Forfeited	(328,978	)	(8.45		)
Balances at March 31, 2020	3,389,146		4.59			0.69

Precigen currently uses authorized and unissued shares to satisfy share award exercises.

The Company's Executive Chairman ("Executive Chairman"), who previously served as the Company's Chief Executive Officer ("CEO") until January 1, 2020, received a base salary of $200 per month payable in fully-vested shares of Precigen common stock with such shares subject to a three-year lock-up on resale. The monthly number of shares of common stock was calculated based on the closing price on the last trading day of each month through March 2019 and based on the volume weighted average of the price of Precigen common stock over the 30 day period ending on the last calendar day of each month thereafter, and the shares were issued pursuant to the terms of a Restricted Stock Unit Agreement ("RSU Agreement") between Precigen and the Executive Chairman pursuant to the terms of the 2013 Plan. The RSU Agreement expired March 31, 2020. The fair value of the shares issued as compensation for services is included in selling, general, and administrative expenses in the Company's condensed consolidated statements of operations and totaled $454 and $486 for the three months ended March 31, 2020 and 2019, respectively.