Stock-Based Compensation

3 Months Ended

Mar. 31, 2024

Equity [Abstract]

Stock-Based Compensation

14. Stock-Based Compensation

Equity incentive plans. In February 2011, the Company’s stockholders approved the Gevo, Inc. 2010 Stock Incentive Plan (as amended and restated to date, the “2010 Plan”), and the Employee Stock Purchase Plan (the “ESPP”).

The 2010 Plan provides for the grant of non-qualified stock options, incentive stock options, stock appreciation rights, restricted stock awards, restricted stock units and other equity awards to employees and directors of the Company. In May 2023, upon approval of the stockholders at the 2023 Annual Meeting of Stockholders, the 2010 Plan was amended and restated, which increased the number of shares of common stock reserved for issuance under the 2010 Plan to 37,980,074 shares. At March 31, 2024, 13,015,893 shares were available for future issuance under the 2010 Plan.

Stock-based compensation expense. The Company records stock-based compensation expense during the requisite service period for share-based payment awards granted to employees and non-employees.

The following table sets forth the Company’s equity classified stock-based compensation expense for the periods indicated (in thousands):

	Three Months Ended March 31,
	2024		2023
Cost of production	$	13	$	18
General and administrative		3,688		3,923
Other		532		736
Total stock-based compensation	$	4,233	$	4,677

Stock option award activity. Stock option activity under the Company’s stock incentive plans and changes during the three months ended March 31, 2024, were as follows:

				Weighted-
				Average
		Weighted-		Remaining
		Average		Contractual		Aggregate
	Number of	Exercise		Term		Intrinsic
	Options	Price (1)		(years)		Value
Options outstanding at December 31, 2023	8,109,123	$	3.51		8.8	$	—
Granted	—	$	—			$	—
Canceled or forfeited	(145,190)	$	2.74			$	—
Exercised	—	$	—			$	—
Options outstanding at March 31, 2024	7,963,933	$	3.53		8.6	$	—
Options vested and expected to vest at March 31, 2024	3,001,384	$	4.80		7.8	$	—

(1) Exercise price of options outstanding ranges from $1.15 to $876 as of March 31, 2024. The higher end of the range is due to the impact of several reverse stock splits during the years 2015 to 2018.

As of March 31, 2024, the total unrecognized compensation expense, net of actual forfeitures, relating to stock options was $6.6 million, which is expected to be expensed over the remaining weighted-average recognition period of approximately 1.6 years.

Restricted stock. The Company periodically grants restricted stock awards to employees and directors. The vesting period for restricted stock awards granted may be based upon a service period or based upon the attainment of performance objectives. The Company recognizes stock-based compensation over the vesting period, which for awards that vest based on a service period is generally two to three years.

Non-vested restricted stock awards and the changes during the three months ended March 31, 2024, were as follows:

		Weighted-
		Average
	Number of	Grant-Date
	Shares	Fair Value
Outstanding at December 31, 2023	6,159,341	$	2.30
Granted	668,281	$	0.97
Vested and issued	(236,394)	$	1.45
Canceled or forfeited	(108,403)	$	1.99
Non-vested at March 31, 2024	6,482,825	$	2.21

As of March 31, 2024, the total unrecognized compensation expense, net of actual forfeitures, relating to restricted stock awards was $8.4 million, which is expected to be recognized over the remaining weighted-average period of approximately 1.6 years. As of March 31, 2024, there are no unvested liability-classified restricted stock awards.