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Stock-Based Awards
12 Months Ended
Dec. 31, 2016
Stock-Based Awards  
Stock-Based Awards

7. Stock‑Based Awards

 

2015 Equity Incentive Plan

 

On September 15, 2015, the Company’s board of directors adopted the 2015 Equity Incentive Plan (the “2015 Plan”), and on September 16, 2015, the Company’s stockholders approved the 2015 Plan. The 2015 Plan became effective in connection with the Company’s IPO in October 2015.  At the time the 2015 Plan became effective, no further grants may be made under the Company’s 2012 Equity Compensation Plan, as amended and restated (the “2012 Plan”).  The 2015 Plan provides for the grant of incentive stock options, nonstatutory stock options, stock appreciation rights, restricted stock awards, RSUs, performance stock awards, cash based awards and other stock-based awards. The number of shares initially reserved for the issuance of awards under the 2015 Plan was 1,643,872. The number of shares of common stock that may be issued under the 2015 Plan will automatically increase on January 1 of each year, beginning on January 1, 2016 and ending on January 1, 2025, in an amount equal to the lesser of (i) 4.0% of the shares of the Company’s common stock outstanding on December 31 of the preceding calendar year or (ii) an amount determined by the Company’s board of directors. The shares of common stock underlying any awards that expire, are otherwise terminated, settled in cash or repurchased by the Company under the 2015 Plan and the 2012 Plan will be added back to the shares of common stock available for issuance under the 2015 Plan.  As of December 31, 2016,  607,556 shares remained available for grant under the 2015 Plan.  As of January 1, 2017, the number of shares of common stock available for issuance under the 2015 Plan was automatically increased by 1,042,367 shares. The 2015 Plan is administered by the Company’s board of directors or, at the discretion of the board of directors, by a committee of the board. The exercise prices, vesting and other restrictions are determined at the discretion of the board of directors, except that the exercise price per share of stock options may not be less than 100% of the fair market value of the share of common stock on the date of grant and the term of stock options may not be greater than ten years.  The Company has granted stock‑based awards that vest subject to the satisfaction of a service requirement (“service‑based awards”), as well as awards that vest subject to the satisfaction of specific performance-based conditions (“performance-based awards”). 

 

2012 Equity Compensation Plan

 

Upon the 2015 Plan becoming effective, no further grants can be made under the 2012 Plan.  The Company granted a total of 1,140,524 stock options under the 2012 Plan, of which 1,049,667 and 1,140,524 were outstanding as of December 31, 2016, and 2015, respectively.  Stock options granted under the 2012 Plan vest over four years and expire after ten years.  As required, the exercise price for the stock options granted under the 2012 Plan was not less than the fair value of common shares as determined by the Company as of the date of grant. 

 

Stock Option Valuation

 

The weighted average assumptions the Company used to estimate the fair value of stock options granted during the years ended December 31, 2016, 2015 and 2014 were as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

    

Year Ended December 31, 

 

 

 

2016

 

 

2015

 

 

2014

 

 

 

 

 

 

 

 

 

 

 

 

 

Risk-free interest rate

 

2.06

%

 

1.78

%

 

1.87

%

 

Expected term (in years)

 

6.5

 

 

6.3

 

 

6.4

 

 

Expected volatility

 

94.86

%

 

93.90

%

 

113.90

%

 

Expected dividend yield

 

0

%

 

0

%

 

0

%

 

 

The Company recognizes compensation expense for awards over their vesting period.  Compensation expense for awards includes the impact of forfeiture in the period when they occur. 

 

Stock Options

 

The following table summarizes stock option activity for the years ended December 31, 2016, 2015 and 2014:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    

 

    

 

 

    

Weighted

    

 

 

 

 

 

 

 

Weighted

 

Average

 

 

 

 

 

 

 

 

Average

 

Remaining

 

Aggregate

 

 

 

Number

 

Exercise

 

Contractual

 

Intrinsic

 

 

 

of Shares

 

Price

 

Term

 

Value

 

 

 

 

 

 

 

 

(in years)

 

 

 

 

Outstanding as of December 31, 2013

 

 —

 

 

 —

 

 —

 

 

 —

 

Granted

 

500,262

 

$

1.22

 

 

 

 

 

 

Exercised

 

 —

 

 

 —

 

 

 

 

 

 

Forfeited and canceled

 

 —

 

 

 —

 

 

 

 

 

 

Outstanding as of December 31, 2014

 

500,262

 

 

1.22

 

9.77

 

$

305

 

Granted

 

1,238,262

 

 

18.08

 

 

 

 

 

 

Exercised

 

 —

 

 

 —

 

 

 

 

 

 

Forfeited and canceled

 

 —

 

 

 —

 

 

 

 

 

 

Outstanding as of December 31, 2015

 

1,738,524

 

 

13.23

 

9.51

 

 

24,722

 

Granted

 

1,083,919

 

 

27.12

 

 

 

 

 

 

Exercised

 

(51,980)

 

 

2.37

 

 

 

 

 

 

Forfeited and canceled

 

(68,113)

 

 

15.71

 

 

 

 

 

 

Outstanding as of December 31, 2016

 

2,702,350

 

$

18.94

 

9.05

 

$

24,434

 

Options vested and expected to vest as of December 31, 2016

 

2,702,350

 

$

18.94

 

9.05

 

$

24,434

 

Options exercisable as of December 31, 2016

 

575,149

(1)

$

10.93

 

8.42

 

$

9,512

 


(1)

All options granted under the 2012 Plan are exercisable immediately, subject to a repurchase right in the Company’s favor that lapses as the option vests. This amount reflects the number of shares under options that were vested, as opposed to exercisable, as of December 31, 2016.

 

The weighted average grant date fair value of stock options granted during the years ended December 31, 2016, 2015 and 2014 was $21.16,  $13.84 and $1.38 per share, respectively.

 

The intrinsic value of a stock option is calculated as the difference between the exercise price of the stock option and the fair value of the underlying common stock, and cannot be less than zero. 

 

Restricted Stock Units

 

The following table summarizes RSU activity for the years ended December 31, 2016 and 2015.  The Company did not grant RSUs during the year ended December 31, 2014.

 

 

 

 

 

 

 

 

 

 

 

 

Weighted

 

 

 

 

 

Average

 

 

 

 

 

Grant Date

 

 

 

Number

 

Fair Value

 

 

 

of Shares

 

Per Share

 

Outstanding as of December 31, 2014

 

 —

 

 

 —

 

Granted

 

53,800

 

$

28.68

 

Vested

 

 —

 

 

 

 

Forfeited and cancelled

 

 —

 

 

 

 

Outstanding as of December 31, 2015

 

53,800

 

 

28.68

 

Granted

 

180,764

 

 

27.16

 

Vested

 

(12,950)

 

 

28.68

 

Forfeited and cancelled

 

(2,000)

 

 

28.68

 

Outstanding as of December 31, 2016

 

219,614

 

$

27.43

 

 

Stock‑Based Compensation

 

The following table summarizes stock-based compensation expense recorded by the Company for the years ended December 31, 2016, 2015 and 2014:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Year Ended December 31, 

 

 

     

2016

     

2015

 

2014

 

Research and development

  

$

2,291

    

$

257

 

$

10

 

General and administrative

 

 

3,813

 

 

634

 

 

17

 

 

 

$

6,104

 

$

891

 

$

27

 

 

As of December 31, 2016, the Company had unrecognized stock‑based compensation expense for stock options and RSUs of $34,349 and $5,790, respectively, which is expected to be recognized over weighted average periods of 3.49 years and 2.83 years, respectively.