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Common Stock
12 Months Ended
Dec. 31, 2020
Equity [Abstract]  
Common Stock

8. Common Stock

The Amended and Restated Certificate of Incorporation, authorizes the Company to issue 100,000,000 shares of common stock as of December 31, 2020. Common stockholders are entitled to dividends as and when declared by the Board of Directors, subject to the rights of holders of all classes of stock outstanding having priority rights as to dividends. There have been no dividends declared to date. The holder of each share of common stock is entitled to one vote.

The Company had reserved shares of common stock for future issuances as follows:

 

 

December 31,

 

 

 

2020

 

 

2019

 

Issuance of equity-based awards under stock plan

 

 

1,600,703

 

 

 

1,391,697

 

Issuance upon exercise of options under stock plan

 

 

2,173,776

 

 

 

1,820,160

 

Issuance of restricted stock units under stock plan

 

 

233

 

 

 

42,112

 

Total

 

 

3,774,712

 

 

 

3,253,969

 

 

In December 2019, the Company closed a public offering of its common stock pursuant to which the Company issued 3,633,334 shares of common stock, which included shares issued pursuant to the underwriters’ partial exercise of their over-allotment option and received net proceeds of approximately $25.1 million, after underwriting discounts, commissions and offering expenses.

Related party transactions

Board of Director Investment

On December 2, 2019, an entity affiliated with an individual who at the time was a member of our board of directors, invested approximately $1,000,000 in our public offering and acquired 133,333 shares of common stock in the offering.

Private Placement

On April 6, 2020, the Company, entered into an investment agreement (the “Investment Agreement”), by and among the Company, Eshelman Ventures, LLC, a North Carolina limited liability company (the “Eshelman Ventures”), and, solely for purposes of Article IV and Article V of the Investment Agreement, Fredric N. Eshelman, Pharm.D., who immediately became the Company’s chairman of the board.

On April 8, 2020, pursuant to the Investment Agreement, Eshelman Ventures purchased 931,098 shares of the Company’s unregistered common stock for an aggregate purchase price of approximately $5.0 million.  The Company recorded the amount received net of expenses of approximately $78 thousand.

At the Market Offering Program

In September 2020, the Company filed a shelf registration statement on Form S-3 with the SEC which was declared effective by the SEC on November 20, 2020 (the “Form S-3”). On  September 4, 2020, and pursuant to the Form S-3, the Company entered into an equity distribution agreement (the “Equity Distribution Agreement”) with Piper Sandler & Co. (“Piper Sandler”) and Cantor Fitzgerald & Co. (“Cantor Fitzgerald”) to sell shares of the Company’s common stock, par value $0.0001 per share, from time to time, through an “at the market offering” program having an aggregate offering price of up to $60,000,000 through which Piper Sandler and Cantor Fitzgerald will act as sales agents (the “Sales Agents”).  During the three-month period ended December 31, 2020, the Company sold 377,400 shares for proceeds net of discounts and offering costs of $2.3 million under the Equity Distribution Agreement.