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Stock-based Compensation
12 Months Ended
Dec. 31, 2022
Share-Based Payment Arrangement [Abstract]  
Stock-based Compensation

11. Stock-based Compensation

In October 2020, the Company’s shareholders approved the Company’s 2020 Incentive Award Plan (“2020 Plan”). The 2020 Plan initially provided for the issuance of up to 7,924,000 shares of common stock and for the grant of incentive stock options or other incentive awards to employees, officers, directors and consultants of the Company. The number of shares of common stock that may be issued under the 2020 Plan is also subject to increase on the first day of each calendar year equal to the lesser of i) 5% of the aggregate number of shares of common stock outstanding on the final day of the immediately preceding calendar year or ii) such smaller number of shares as is determined by the board of directors. Through December 31, 2022, the shares available under the plan were increased by 8,285,983 shares. As of December 31, 2022 there were 7,961,066 shares of common stock remaining available for future issuance under the 2020 Plan. In January 2023, the shares of the Company's common stock available under the 2020 Plan were increased by 4,164,381 shares.

The 2020 Plan replaced and is the successor of the Company’s 2013 Equity Incentive Plan, as amended (“2013 Plan”). Upon any cancellation of outstanding option awards to purchase up to 5,982,266 shares of common stock under the 2013 Plan, such shares will be made available for grant under the 2020 Plan.

Restricted Stock Units

During the year ended December 31, 2022, the Company granted 182,350 restricted stock units to employees with an aggregate grant date fair market value of $1,302. The restricted stock unit awards vest in three annual installments, the first of which occurred on January 31, 2023. No restricted stock units were granted during the years ended December 31, 2021 and 2020. During the year ended December 31, 2022, 20,600 restricted stock units were cancelled due to terminations.

 

 

 

Number of
Shares

 

 

Weighted Average
Grant Date Fair Value

 

Outstanding at January 1, 2022

 

 

 

 

$

 

Granted

 

 

182,350

 

 

$

7.14

 

Release

 

 

 

 

$

 

Cancelled

 

 

(20,600

)

 

$

7.14

 

Unvested shares at December 31, 2022

 

 

161,750

 

 

$

7.14

 

 

Performance-based Restricted Stock Units

During the year ended December 31, 2022, the Company granted 742,070 performance-based restricted stock units to employees with an aggregate grant date fair value of $5,298. No performance-based restricted stock units were granted during the years ended December 31, 2021 and 2020. The performance stock unit awards provide for a performance period from February 1, 2022 through January 31, 2025 to achieve up to six defined performance metrics. The percentage of each award eligible to vest will be determined based on the number of metrics achieved during the performance period and may range from 0% to 200%. The Company has not recognized any compensation expense through December 31, 2022, as the minimum performance criteria had not been deemed probable. The vesting of any eligible awards will occur in equal installments on January 31, 2025 and January 31, 2026.

During the year ended December 31, 2022, 17,100 performance-based restricted stock units were cancelled due to terminations.

 

 

 

Number of
Shares

 

 

Weighted Average
Grant Date Fair Value

 

Outstanding at January 1, 2022

 

 

 

 

$

 

Granted

 

 

742,070

 

 

$

7.14

 

Release

 

 

 

 

$

 

Cancelled

 

 

(17,100

)

 

$

7.14

 

Unvested shares at December 31, 2022

 

 

724,970

 

 

$

7.14

 

 

Employee Stock Purchase Plan

In October 2020, the Company’s shareholders approved the ESPP, which became effective upon the closing of the Company’s IPO in November 2020. The Company initially reserved a total of 1,187,000 shares of its common stock for issuance under the ESPP. The ESPP provides that the number of shares reserved and available for issuance under the ESPP will be increased on January 1 of each calendar year by 1% of the number of shares of the Company's common stock issued and outstanding on the immediately preceding December 31 or such lesser amount as specified by the board of directors. Through December 31, 2022, there was no increase in the number of shares reserved for issuance under the ESPP. In January 2023, the number of shares of the Company's common stock available for issuance under the ESPP was increased by 832,876 shares.

In April 2022, the Company initiated its first offering period under the ESPP. Each offering period is six months in duration with the purchase date being the last trading day of the offering period. On September 30, 2022, the first offering period concluded and the Company issued 29,036 shares of its common stock for proceeds of $140.

Stock Options

The following summarizes stock option activity:

 

 

 

Number of
Shares

 

 

Weighted
Average
Exercise Price
Per Share

 

 

Weighted
Average
Remaining
Contractual
Term (years)

 

 

Aggregate
Intrinsic
Value
($000s)

 

Outstanding at January 1, 2022

 

 

10,516,972

 

 

$

22.87

 

 

 

8.1

 

 

$

31,239

 

Granted

 

 

3,884,917

 

 

$

7.08

 

 

 

 

 

 

 

Exercised

 

 

(155,873

)

 

$

1.48

 

 

 

 

 

 

 

Cancelled

 

 

(613,738

)

 

$

25.87

 

 

 

 

 

 

 

Outstanding at December 31, 2022

 

 

13,632,278

 

 

$

18.48

 

 

 

7.7

 

 

$

10,937

 

Vested and expected to vest at December 31, 2022

 

 

13,632,278

 

 

$

18.48

 

 

 

7.7

 

 

$

10,937

 

Vested and exercisable at December 31, 2022

 

 

7,459,247

 

 

$

16.11

 

 

 

7.0

 

 

$

10,348

 

 

The aggregate intrinsic value of options granted is calculated as the difference between the exercise price of the options and the estimated fair value of the Company’s common stock for those options that had exercise prices lower than the fair value of the Company’s common stock.

Option grants generally vest over a service period of three or four years and have a contractual term of ten years. As of December 31, 2022, total unrecognized compensation expense related to stock option awards was $92,798, which amount is being recognized over a remaining weighted average period of 2.3 years.

The weighted average grant date fair value per option granted during the years ended December 31, 2022, 2021 and 2020 was $5.09, $39.10 and $14.93, respectively. The fair value of each award was estimated using Black-Scholes based on the following assumptions:

 

 

 

For the Year Ended
December 31,

 

 

 

2022

 

 

2021

 

 

2020

 

Risk-free interest rate

 

 

2.10

%

 

 

0.80

%

 

0.31 - 0.56%

 

Expected term

 

5.96 years

 

 

5.99 years

 

 

6.25 years

 

Expected volatility

 

 

85.0

%

 

 

85.0

%

 

80.0% - 91.7%

 

Expected dividend yield

 

 

0

%

 

 

0

%

 

 

0

%

 

 

Stock-based Compensation Expense

Stock-based compensation expense is classified as follows:

 

 

 

For the Year Ended
December 31,

 

 

 

2022

 

 

2021

 

 

2020

 

Research and development expense

 

$

21,870

 

 

$

18,127

 

 

$

3,565

 

General and administrative

 

 

24,848

 

 

 

21,494

 

 

 

3,892

 

Total stock-based compensation expense

 

$

46,718

 

 

$

39,621

 

 

$

7,457

 

 

The components of stock-based compensation expense were:

 

 

 

For the Year Ended
December 31,

 

 

 

2022

 

 

2021

 

 

2020

 

Restricted common stock

 

$

 

 

$

 

 

$

657

 

Restricted stock units

 

 

352

 

 

 

 

 

 

 

Performance-based restricted stock units

 

 

 

 

 

 

 

 

 

Stock options

 

 

46,220

 

 

 

39,621

 

 

 

6,800

 

ESPP

 

 

145

 

 

 

 

 

 

 

Total stock-based compensation expense

 

$

46,718

 

 

$

39,621

 

 

$

7,457