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Equity Incentive Plans
3 Months Ended
Mar. 31, 2024
Share-Based Payment Arrangement [Abstract]  
Equity Incentive Plans

7. Equity Incentive Plans

Stock Incentive Plans

In April 2012, the Company adopted a 2012 Stock Option Plan (“2012 Plan”). The 2012 Plan provides for the granting of stock-based awards to employees, directors, and consultants under terms and provisions established by the Company’s board of directors. Under the terms of the 2012 Plan, options may be granted at an exercise price not less than fair market value. For employees holding more than 10% of the voting rights of all classes of stock, the exercise prices for incentive and non-statutory stock options must be at least 110% of the fair market value of the common stock on the grant date, as determined by the Company’s board of directors. The terms of options granted under the 2012 Plan may not exceed ten years.

The 2012 Plan was superseded by a 2017 Stock Option Plan (“2017 Plan”). Any outstanding awards under the 2012 Plan will continue to be governed by the terms of the 2012 Plan.

In August 2017, the Company adopted the 2017 Plan. The Company’s stockholders approved the 2017 Plan in September 2017 and it became effective immediately prior to the closing of the Company’s initial public offering. In connection with the adoption of the 2017 Plan, no additional awards and no shares of common stock remain available for future issuance under the 2012 Plan and shares reserved but not issued under the 2012 Plan as of the effective date of the 2017 Plan were included in the number of shares reserved for issuance under the 2017 Plan. In addition, shares subject to awards under the 2012 Plan that are forfeited or terminated are added to the 2017 Plan. The number of shares available for issuance under the 2017 Plan is automatically increased on the first day of each fiscal year beginning on January 1, 2018 and ending on (and including) January 1, 2027, in an amount equal to the lesser of (1) 4% of the outstanding shares of the Company’s common stock on the last day of the immediately preceding fiscal year, or (2) another amount determined by the Company’s board of directors. The 2017 Plan provides for the granting of incentive stock options within the meaning of Section 422 of the Internal Revenue Code to employees and the granting of non-statutory stock options to employees, non-employee directors, advisors and consultants. The 2017 Plan also provides for the grants of restricted stock, stock appreciation rights, stock unit and cash-based awards to employees, non-employee directors, advisors and consultants.

 

On November 7, 2023, the board of directors of the Company determined not to increase the number of shares of the Company’s common stock authorized for issuance under its 2017 Plan for the 2024 fiscal year, which would have been otherwise subject to a four percent (4%) annual increase on January 1, 2024.

The Company’s stock award activity under the 2017 Plan is summarized as follows:

 

 

Awards Available for
Grant

 

As of December 31, 2023

 

 

7,057,446

 

Authorized

 

 

 

Granted

 

 

(5,000

)

Canceled

 

 

13,507

 

As of March 31, 2024

 

 

7,065,953

 

Stock Options

The Company’s stock option activity under the 2017 Plan is summarized as follows:

 

 

Options
Issued and
Outstanding

 

 

Weighted-
Average
Exercise
Price

 

 

Weighted-
Average
Remaining
Contractual
Term
(Years)

 

 

Aggregate
Intrinsic
Value
(in thousands)

 

As of December 31, 2023

 

 

431,081

 

 

$

2.81

 

 

 

3.3

 

 

$

3,305

 

Granted

 

 

 

 

 

 

 

 

 

 

 

 

Exercised

 

 

(13,000

)

 

 

2.48

 

 

 

 

 

 

 

Canceled

 

 

 

 

 

 

 

 

 

 

 

 

As of March 31, 2024

 

 

418,081

 

 

 

2.83

 

 

 

3.0

 

 

 

2,490

 

Options vested and exercisable as of March 31, 2024

 

 

418,081

 

 

 

2.83

 

 

 

3.0

 

 

 

2,490

 

 

 

 

The stock options outstanding and exercisable by exercise price as of March 31, 2024 are as follows:

 

 

 

Options Outstanding, Vested and Exercisable

 

Exercise Price

 

 

Number
Outstanding

 

 

Weighted-
Average
Remaining
Contractual
Life (Years)

 

 

Weighted-
Average
Exercise
Price

 

$

0.37

 

 

 

10,000

 

 

 

1.3

 

 

$

0.37

 

 

0.97

 

 

 

8,000

 

 

 

1.6

 

 

 

0.97

 

 

2.51

 

 

 

46,780

 

 

 

2.4

 

 

 

2.51

 

 

2.89

 

 

 

40,000

 

 

 

2.9

 

 

 

2.89

 

 

2.93

 

 

 

233,734

 

 

 

3.2

 

 

 

2.93

 

 

3.18

 

 

 

79,567

 

 

 

3.3

 

 

 

3.18

 

 

 

 

418,081

 

 

 

3.0

 

 

 

2.83

 

 

The aggregate intrinsic value of options exercised for the three months ended March 31, 2024 and 2023 was $0.2 million and $0.1 million, respectively. The Company has various vesting agreements with its employees. Options granted generally vest over a five-year period and generally are exercisable for up to 10 years.

 

Restricted Stock Units

The Company’s restricted stock units activity is summarized as follows:

 

 

Units
Issued and
Outstanding

 

 

Weighted-Average
Grant Date
Fair Value

 

As of December 31, 2023

 

 

620,525

 

 

$

7.63

 

Granted

 

 

5,000

 

 

 

9.82

 

Released, net

 

 

(23,768

)

 

 

10.35

 

Canceled

 

 

(13,507

)

 

 

10.06

 

As of March 31, 2024

 

 

588,250

 

 

 

7.59

 

Restricted stock units are converted into shares of the Company’s common stock upon vesting on a one-for-one basis. Restricted stock unit awards generally vest over a five-year period and are subject to the grantee’s continued service with the Company.