SHARE-BASED COMPENSATION PLANS

12 Months Ended

Dec. 31, 2021

Share-based Payment Arrangement [Abstract]

The Company has five share-based compensation plans, including the 2019 Equity Incentive Plan the (“2019 Plan”) which was adopted in June 2019. Each plan authorizes the granting of shares of common stock and/or options to purchase common stock to employees and directors of the Company, as well as non-employee consultants, and allows the holder of the option to purchase common stock at a stated exercise price. The only plan under which the Company may currently grant equity awards is the 2019 Equity Incentive Plan although there remain outstanding awards under the other four plans. Options vest according to the terms of the grant, which may be immediately or based on the passage of time, generally over two to four years, and have a term of up to 10 years. Unexercised stock options terminate on the expiration date of the grant. The Company recognizes the share-based compensation expense over the requisite service period of the individual grantees, which generally equals the vesting period.

2019 Equity Incentive Plan

The 2019 Plan, is designed to secure and retain the services of the Company’s employees and directors. The 2019 Plan is successor to and continuation of the 2014 Equity Incentive Plan, as amended, the (“2014 Plan”), and no additional awards may be issued from the 2014 Plan. Subject to adjustment for certain changes in the Company’s capitalization, the aggregate number of shares of common stock that may be issued under the 2019 Plan (the "Share Reserve") will not exceed the sum of (i) 250,000 new shares, plus (ii) an additional 600,000 shares that were approved at the Company’s Special Meeting of Stockholders in January 2020, plus (iii) an additional 500,000 shares that were approved at the Company’s Annual meeting of Stockholders in June 2020, (iv) an additional 500,000 shares that were approved at the Company’s Annual Meeting of Stockholders in June 2021 and plus (v) the Prior Plans’ Returning Shares, as defined in the 2019 Plan documents, in an amount not to exceed 600,540 shares, including any stock award granted under the 2014 Plan, 2011 Stock Option Plan, as amended, or 2006 Stock Option Plan, as amended, that were outstanding as of the date the 2019 Plan were approved by the Company’s stockholders, as such shares become available from time to time.

The following shares of common stock (the “2019 Plan Returning Shares”) will also become available again for issuance under the 2019 Plan: (i) any shares subject to a stock award granted under the 2019 Plan that are not issued because such stock award expires or otherwise terminates without all of the shares covered by such stock award having been issued; (ii) any shares subject to a stock award granted under the 2019 Plan that are not issued because such stock award is settled in cash; and (iii) any shares issued pursuant to a stock award granted under the 2019 Plan that are forfeited back to or repurchased by the Company because of a failure to vest.

The 2019 Plan provides for the grant of incentive stock options, non-statutory stock options, stock appreciation rights, restricted stock awards, restricted stock unit awards, performance stock awards, and other stock awards.

At December 31, 2021 and 2020, outstanding awards were comprised of the following:


	December 31, 2021	December 31, 2020
Options	2,074,858	1,425,207
Inducement option awards	65,760	85,761
Restricted stock units	137,004	129,361
Inducement restricted stock units	500	500
Total outstanding awards	2,278,122	1,640,829

Grant Date Fair Value

The valuation of the share-based compensation awards is a significant accounting estimate that requires the use of judgments and assumptions that are likely to have a material impact on the financial statements. The fair value of option grants is determined using the Black-Scholes option-pricing model. Expected volatilities utilized in the model are based on historical volatility of the Company’s common stock. Similarly, the dividend yield is based on historical experience and the estimate of future dividend yields. The risk-free interest rate is derived from the U.S. Treasury yield curve in effect at the time of grant. The expected term of the options is based on the average period the stock options are expected to remain outstanding. As the Company does not have sufficient historical information to develop reasonable expectations about future exercise patterns and post-vesting employment termination behavior, the expected term is calculated as the midpoint between the weighted-average vesting term and the contractual expiration period also known as the simplified method.

The fair value of the option grants has been estimated, with the following weighted-average assumptions:


	Year Ended
	December 31, 2021		December 31, 2020
Options granted	1,023,000		1,352,595
Weighted-average exercise price	2.80		7.59
Weighted-average grant date fair value	2.02		5.29
Assumptions:
Risk-free interest rate	0.92	%	0.82	%
Volatility	90	%	85	%
Expected life (years)	5.63		5.83
Expected dividend yield	—		—

Share-Based Compensation Activity

The following table summarizes the stock option activity for all stock plans during the year ended December 31, 2021 and 2020 as follows:


Options	Outstanding Stock Options	Weighted Average Exercise Price		Weighted Average Remaining Contractual Term (in years)	Aggregate Intrinsic Value (in thousands)
Balance at December 31, 2019	567,842	$	76.25	7.82	$	12
Granted	1,352,595	$	7.59
Exercised	—
Forfeited	(409,469)	$	29.86
Balance at December 31, 2020	1,510,968	$	27.36	8.19	$	379
Granted	1,023,000	$	2.80
Exercised	—
Forfeited	(393,350)	$	30.66
Balance at December 31, 2021	2,140,618	$	15.01	8.48	$	—
Exercisable at December 31, 2021	718,123	$	36.42	6.98	$	—

There were no options exercised or cash received for the year ended December 31, 2021; the Company received cash of less than $0.1 million upon option exercises for year ended December 31, 2020.

The following table summarizes the options outstanding and exercisable at December 31, 2021:


Options Outstanding					Options Exercisable
Exercise Price	Total Shares	Weighted Average Remaining Contractual Term (in years)	Weighted Average Exercise Price		Total Shares	Weighted Average Remaining Contractual Term (in years)	Weighted Average Exercise Price
$1.73 to $2.87	215,000	9.89	$	1.81	—	0.00	$	—
$2.88 to $2.93	665,000	9.62	$	2.88	—	0.00	$	—
$2.94 to $3.01	506,000	8.95	$	2.97	253,000	8.95	$	2.97
$3.02 to $16.15	475,076	7.32	$	9.97	207,374	6.15	$	11.97
$16.16 to $234.70	279,542	5.82	$	84.39	257,749	5.71	$	88.94
Total	2,140,618	8.48	$	15.01	718,123	6.98	$	36.42

The following table summarizes the stock award activity for all restricted stock units during the year ended December 31, 2021:


Awards	Outstanding Restricted Stock Awards and Units	Weighted-Average Grant Date Fair Value Per Share		Outstanding Aggregate Intrinsic Value (in thousands)		Total Fair Value of Restricted Awards Vested (in thousands)
Balance at December 31, 2019	6,359	$	92.29	$	82
Granted	239,023	$	4.70
Vested	(2,309)	$	96.14	$	30	$	222
Forfeited	(113,212)	$	6.73
Balance at December 31, 2020	129,861	$	5.59	$	458
Granted	136,626	$	3.54
Vested	(126,477)	$	5.05	$	413	$	659
Forfeited	(2,506)	$	4.85
Balance at December 31, 2021	137,504	$	4.06	$	205

2014 Employee Stock Purchase Plan

The 2014 Employee Stock Purchase Plan, the “ESPP”, provides for eligible Company employees, as defined by the ESPP, to be given an opportunity to purchase the Company’s common stock at a discount, through payroll deductions, with stock purchases being made upon defined purchase dates. The ESPP authorizes the issuance of up to 55,000 shares of the Company’s common stock to participating employees and allows eligible employees to purchase shares of common stock at a 15% discount from the lesser of the grant date or purchase date fair market value. For the year ended December 31, 2020, there were 14,975 shares purchased by employees under the ESPP. The ESPP has been suspended since December 2020. As of December 31, 2021, there were 18,488 shares available for issuance under the ESPP.

A summary of activity within the ESPP follows:


	Year Ended
(in thousands except share data)	December 31, 2021		December 31, 2020
Deductions from employees	$	—	$	56
Share-based compensation expense recognized	$	—	$	96
Proceeds received by the Company for ESPP	$	—	$	78
Weighted-average purchase price per common share	$	—	$	5.21

Share-Based Compensation Expense

Share-based compensation expense by classification for December 31, 2021 and 2020 are as follows:


	Year Ended
(in thousands)	December 31, 2021		December 31, 2020
General and administrative	$	2,275	$	3,170
Research and development	1,164		1,861
Total	$	3,439	$	5,031

At December 31, 2021, total compensation cost not yet recognized was $3.2 million and the weighted-average period over which this amount is expected to be recognized is 1.52 years. The aggregate fair value of options and restricted shares vesting in the years ended December 31, 2021 and 2020 was $4.3 million and $4.8 million, respectively.