XML 22 R11.htm IDEA: XBRL DOCUMENT v3.8.0.1
Stock Options
3 Months Ended
Mar. 31, 2018
Stock Options [Abstract]  
Stock Options
Note 6 – Stock Options

The Company has three equity compensation plans: the 2010 Equity Incentive Plan, the 2012 Equity Incentive Plan and the 2014 Equity Incentive Plan (the "Plans"). Originally, the Company was able to grant up to 548,206 and 1,096,411 shares of Common Stock as both incentive stock options ("ISOs") and nonqualified stock options ("NQs") under the 2010 Equity Incentive Plan and the 2012 Equity Incentive Plan, respectively. In 2013, the Company's stockholders approved an increase to 1,279,146 shares authorized for issuance under the 2010 Equity Incentive Plan. In 2014, the Board of Directors of the Company (the "Board") approved an increase to 1,350,412 shares authorized for issuance under the 2010 Equity Incentive Plan.

In 2014, the Company's stockholders approved the 2014 Equity Incentive Plan pursuant to which the Company may grant up to 1,827,351 shares as both ISOs and NQs, subject to increases as hereafter described (the "Plan Limit"). In addition, on January 1, 2015 and each January 1 thereafter prior to the termination of the 2014 Equity Incentive Plan, pursuant to the terms of the 2014 Equity Incentive Plan, the Plan Limit was and shall be increased by the lesser of (x) 4% of the number of shares of Common Stock outstanding as of the immediately preceding December 31 and (y) such lesser number as the Board of Directors may determine in its discretion. On January 1, 2016, 2017 and 2018 the Plan Limit was increased to 3,047,323 shares, 4,204,063 shares and 5,438,831 shares, respectively.

Pursuant to the terms of the Plans, ISOs have a term of ten years from the date of grant or such shorter term as may be provided in the option agreement. Unless specified otherwise in an individual option agreement, ISOs generally vest over a four year term and NQs generally vest over a three or four year term. Unless terminated by the Board, the Plans shall continue to remain effective for a term of ten years or until such time as no further awards may be granted and all awards granted under the Plans are no longer outstanding.

The Company issued the following non-qualified options to purchase shares of common stock to its newly appointed executives.  The awards were granted outside of the Company's 2014 Equity Incentive Plan and vest over four years with 25% vesting one year following the date of hire, and the remaining 75% vesting in 36 equal monthly installments thereafter, subject to continued service to the Company through each vesting date and subject to acceleration or forfeiture upon the occurrence of certain events as set forth in the applicable option agreement and employment agreement. The grant awards were made pursuant to the NASDAQ inducement grant exception as a material component of employment compensation.

Issue Date
 
25% Vesting Date
 
Executive 
 
Number of Options
November 16, 2015
 
October 30, 2016
 
SVP, General Counsel and Secretary
 
  80,000
November 1, 2016
 
October 17, 2017
 
Chief Operating Officer
 
150,000
March 1, 2017
 
February 28, 2018
 
SVP, Regulatory Affairs
 
  80,000
November 1, 2017
 
October 31, 2018
 
Chief Financial Officer
 
200,000

The Company's stock-based compensation expense was recognized in operating expense as follows:

 
Three Months Ended March 31,
 
 
2018
 
2017
 
 
(unaudited)
 
Stock-Based Compensation
    
Research and development
 
$
797,340
  
$
608,443
 
General and administrative
  
1,188,446
   
877,262
 
Total
 
$
1,985,786
  
$
1,485,705
 
 
The fair value of options and warrants granted during the three months ended March 31, 2018 and 2017 was estimated using the Black-Scholes option valuation model utilizing the following assumptions:

 
Three Months Ended March 31,
 
 
2018
  
2017
 
 
Weighted Average
  
Weighted Average
 
 
(unaudited)
 
Volatility
  
90.40
%
  
89.37
%
Risk-Free Interest Rate
  
2.34
%
  
1.90
%
Expected Term in Years
  
6.11
   
6.05
 
Dividend Rate
  
0.00
%
  
0.00
%
Fair Value of Option on Grant Date
 
$
10.88
  
$
6.67
 

The following table summarizes the number of options outstanding and the weighted average exercise price:

 
 
Number
of Shares
  
Weighted Average
Exercise Price
 
Weighted Average
Remaining Contractual
Life in Years
 
Aggregate
Intrinsic Value
 
Options outstanding at December 31, 2017
  
6,462,795
  
$
6.50
     
Granted
  
1,120,100
   
14.42
     
Exercised
  
(198,300
)
  
3.64
     
Forfeited
  
(43,127
)
  
12.09
     
Options outstanding at March 31, 2018
  
7,341,468
  
$
7.75
   
7.36
  
$
151,247
 
Vested and expected to vest at March 31, 2018
  
7,341,467
  
$
7.75
   
7.36
  
$
151,247
 
Exercisable at March 31, 2018
  
4,280,124
  
$
5.53
   
6.20
  
$
151,247
 

At March 31, 2018 there was approximately $22,737,886 of unamortized stock compensation expense, which is expected to be recognized over a remaining average vesting period of 2.8 years.