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Stock-Based Compensation
12 Months Ended
Dec. 31, 2018
Stock-Based Compensation  
Stock-Based Compensation

10. Stock-Based Compensation

Equity Incentive Plans

In September 2012, the Company adopted the 2012 Equity Incentive Plan, as amended (the “Plan”), which provides designated employees of the Company and its affiliates, certain consultants and advisors who perform services for the Company and its affiliates, and nonemployee members of the Board of Directors of the Company and its affiliates with the opportunity to receive grants of incentive stock options, nonqualified stock options and stock awards. On January 20, 2017, the Company’s stockholders approved the amended and restated 2012 Equity Incentive Plan (the “2012 Plan”), which amended and restated the Plan and was effective in connection with the completion of the Company’s merger with Macrocure. As of December 31, 2018, there were 1,353,152 outstanding options issued under the 2012 Plan.

On January 20, 2017, the Company’s stockholders approved the 2016 Equity Incentive Plan (the “2016 Plan”), which was effective in connection with the completion of the Company’s merger with Macrocure. The number of shares of common stock issuable pursuant to outstanding awards granted under the 2016 Plan may not exceed the number that is equal to the sum of (i) 854,321 shares of common stock plus (ii) the number of shares of common stock (not to exceed 103,023 shares) subject to out-of-the-money options issued by Macrocure prior to the closing of the merger and assumed by the Company pursuant to the merger agreement upon consummation of the merger that expire unexercised. Beginning on January 1, 2018, the number of shares of common stock authorized for issuance pursuant to the 2016 Plan was increased each January 1 by an amount equal to four percent (4%) of the Company’s outstanding common stock as of the end of the immediately preceding calendar year or such other amount as determined by the compensation committee of the Company’s Board of Directors. As of December 31, 2018, there were 1,130,871 outstanding options issued under the 2016 Plan.

In connection with the merger with Macrocure in January 2017, the Company assumed the Macrocure 2013 Share Incentive Plan (the “2013 Plan”), the Macrocure 2008 Stock Option Plan (the “2008 Plan”) and all stock options outstanding under each of the 2013 Plan and the 2008 Plan immediately prior to the consummation of the merger.  By virtue of the terms of the Merger Agreement and the 2013 Plan or the 2008 Plan, as applicable, each stock option outstanding immediately prior to the consummation of the merger was automatically converted into a stock option exercisable for a number of shares of the Company’s common stock calculated based on the exchange ratio and the exercise price per share of such outstanding stock option.

The Company could also make awards of restricted stock under the 2016 Plan. Restricted stock may be issued under the Equity Plan for such consideration, in cash, other property or services, or any combination thereof, as is determined by the Board of Directors. During the restriction period applicable to the shares of restricted stock, such shares shall be subject to limitations on transferability, subject to forfeiture or repurchase by the Company and/or subject to other terms and conditions. Upon lapse of such restrictions, the stock certificates representing shares of common stock shall be delivered to the grantee. As of December 31, 2018, there were 245,678 shares available for grant under the Company’s Equity Incentive Plans.

A summary of activity under the Company’s Equity Incentive Plans is as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted

 

 

 

 

 

 

    

 

    

Average

    

Weighted

    

Aggregate

 

 

 

 

Exercise Price

 

Average Remaining

 

Intrinsic

 

 

Options

 

Per Share

 

Life in Years

 

Value

Outstanding at December 31, 2016

 

53,228

 

$

4.93

 

7.00

 

$

213

Granted

 

2,220,858

 

$

12.51

 

  

 

 

  

Exercised

 

(3,506)

 

$

5.55

 

 

 

 

 

Forfeited

 

(12,959)

 

$

5.78

 

 

 

 

 

Outstanding at December 31, 2017

 

2,257,621

 

$

12.38

 

8.66

 

$

68

Granted

 

599,050

 

$

6.68

 

  

 

 

  

Exercised

 

(2,478)

 

$

5.56

 

 

 

 

 

Forfeited

 

(92,281)

 

$

7.89

 

 

 

 

 

Outstanding at December 31, 2018

 

2,761,912

 

$

11.30

 

8.01

 

$

 —

Options exercisable at December 31, 2018

 

1,599,633

 

$

13.90

 

7.40

 

$

 —

Options vested and expected to vest at December 31, 2018

 

2,761,912

 

$

11.30

 

8.01

 

$

 —

 

During the years ended December 31, 2018 and 2017 the Company recognized $3,469 and $5,600 respectively, of stock-based compensation expense.

The assumptions that the Company used to determine the grant-date fair value of stock options granted to employees and directors were as follows, presented on a weighted average basis:

 

 

 

 

 

 

 

 

    

Year Ended

 

Year Ended

 

 

 

December 31,

 

December 31,

 

 

 

2018

 

2017

 

Expected volatility

 

66.94

%

68.70

%

Weighted average risk-free interest rate

 

2.80

%

2.10

%

Expected dividend yield

 

0.00

%

0.00

%

Expected term (in years)

 

6.95

 

6.6

 

 

Stock options generally vest over a three or four year period, as determined by the Compensation Committee of the Board of Directors at the time of grant. The options expire ten years from the grant date. As of December 31, 2018, there was approximately $5,676 of unrecognized compensation cost related to non-vested stock options, which is expected to be recognized over a remaining weighted-average period of approximately 2.2 years.

Stock-based compensation expense was classified in the consolidated statements of operations as follows:

 

 

 

 

 

 

 

 

 

 

Year Ended

 

 

December 31, 

 

    

2018

    

2017

Research and development

 

$

625

 

$

1,834

General and administrative

 

 

2,844

 

 

3,766

Total

 

$

3,469

 

$

5,600