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Stock-based Compensation
3 Months Ended
Mar. 31, 2025
Share-Based Payment Arrangement [Abstract]  
Stock-based Compensation . 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, 2024, the shares available under the 2020 Plan were increased by 16,622,139 shares since the inception of the 2020 Plan. In January 2025, the shares of the Common Stock available under the 2020 Plan were increased by 4,223,152 shares. As of March 31, 2025, 5,374,694 shares of Common Stock were available for future issuance under the 2020 Plan.

The 2020 Plan replaced and is the successor of the Company’s 2013 Equity Incentive Plan, as amended (“2013 Plan”). In the event of any cancellation of an outstanding option award under the 2013 Plan, the shares underlying the cancelled option award will be made available for grant under the 2020 Plan.

Stock Options

The following table 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, 2025

 

 

20,166,069

 

 

$

13.51

 

 

 

6.6

 

 

$

6,095

 

Granted

 

 

2,933,228

 

 

$

3.06

 

 

 

 

 

 

 

Exercised

 

 

 

 

$

 

 

 

 

 

 

 

Cancelled

 

 

(391,841

)

 

$

6.15

 

 

 

 

 

 

 

Outstanding at March 31, 2025

 

 

22,707,456

 

 

$

12.29

 

 

 

6.6

 

 

$

4,881

 

Vested and expected to vest at March 31, 2025

 

 

22,707,456

 

 

$

12.29

 

 

 

6.6

 

 

$

4,881

 

Vested and exercisable at March 31, 2025

 

 

15,684,916

 

 

$

15.93

 

 

 

5.6

 

 

$

4,880

 

 

During the three months ended March 31, 2025, the Company granted 2,933,228 stock options with an aggregate grant date fair value of $6,419.

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 Common Stock for those options that had exercise prices lower than the fair value of the 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 March 31, 2025, total unrecognized compensation expense related to stock option awards was $20,941, which is being recognized over a remaining weighted average period of 2.6 years.

 

Restricted Stock Units

During the three months ended March 31, 2025, the Company granted 913,464 restricted stock units to employees and directors under the 2020 Plan with an aggregate grant date fair market value of $2,795.

The restricted stock unit awards vest in three annual installments. Below is the activity related to restricted stock units for the three months ended March 31, 2025.

 

 

Number of
Shares

 

 

Weighted Average
Grant Date Fair Value

 

Outstanding at January 1, 2025

 

 

2,523,052

 

 

$

4.42

 

Granted

 

 

913,464

 

 

$

3.06

 

Released

 

 

(1,039,365

)

 

$

4.60

 

Cancelled

 

 

(108,388

)

 

$

4.23

 

Unvested at March 31, 2025

 

 

2,288,763

 

 

$

3.80

 

As of March 31, 2025, total unrecognized compensation expense related to restricted stock units was $7,405, which is being recognized over a remaining weighted average period of 1.8 years.

Performance-based Restricted Stock Units

During the three months ended March 31, 2022 the Company granted 724,970 performance-based restricted stock units (“2022 PSUs”) to employees with an aggregate grant fair value of $5,298. The performance period for the 2022 PSUs ran from February 1, 2022 through January 31, 2025 to achieve up to six defined performance metrics. The Company achieved two metrics which equates to 50% of the grant date fair value to be recognized as expense. On January 31, 2025, 50% of the 2022 PSUs vested and the remaining 50% will vest on January 31, 2026 subject to continued employment. The Company recorded compensation expense of $116 and $0 for the three months ended March 31, 2025 and 2024, respectively. Expense for the unvested 50% shares is being recognized through January 31, 2026.

During the three months ended March 31, 2024, the Company granted 1,057,900 performance-based restricted stock units (“2024 PSUs”) to employees with an aggregate grant date fair value of $4,401. The 2024

PSUs provide for a performance period from February 1, 2024 through January 31, 2027 to achieve up to four defined performance metrics. The percentage of 2024 PSUs eligible to vest will be determined based on the number of metrics achieved during the performance period and may range from 0% to 200%. As of March 31, 2025 two metrics were deemed probable of achievement resulting in expense recognition of 75% of the grant date value of the 2024 PSUs. Compensation expense is being recognized from the grant date through the final vest date of January 31, 2027. The Company recorded compensation expense of $271 and $120 for the three months ended March 31, 2025 and 2024, respectively.

During the three months ended March 31, 2025, the Company granted 1,045,600 performance-based restricted stock units (“2025 PSUs”) to employees with an aggregate grant date fair value of $3,200. The 2025 PSUs provide for a performance period from February 1, 2025 through January 31, 2028 to achieve up to four defined performance metrics. The percentage of 2025 PSUs eligible to vest will be determined based on the number of metrics achieved during the performance period and may range from 0% to 200%. As of March 31, 2025 none of the metrics were deemed probable of achievement. The Company recorded no compensation expense for the three months ended March 31, 2025.

The following table summarizes the activity related to performance-based restricted stock units:

 

 

Number of
Shares

 

 

Weighted Average
Grant Date Fair Value

 

Outstanding at January 1, 2025

 

 

1,782,870

 

 

$

5.37

 

Granted

 

 

1,045,600

 

 

$

3.06

 

Released

 

 

(181,242

)

 

$

7.14

 

Cancelled

 

 

(181,243

)

 

$

7.14

 

Unvested at March 31, 2025

 

 

2,465,985

 

 

$

4.13

 

As of March 31, 2025, total unrecognized compensation expense related to performance-based restricted stock units was $2,292, which is being recognized over weighted average period of 2.1 years.

Employee Stock Purchase Plan

In October 2020, the Company’s shareholders approved the employee stock purchase plan (“ESPP”). 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 Common Stock issued and outstanding on the final day of the immediately preceding calendar year or such lesser amount as specified by the board of directors. Through December 31, 2024, the number of shares of the Common Stock available for issuance under the ESPP was increased by 1,667,231. In January 2025 the number of shares of the Common Stock available for issuance under the ESPP was increased by 844,630.

The Company issued 54,296 and 58,555 shares for proceeds of $138 and $150 during the three months ended March 31, 2025 and 2024, respectively.

 

Stock-based Compensation Expense

Stock-based compensation expense by award type included within the unaudited condensed consolidated statements of operations and comprehensive loss was as follows:

 

 

Three Months Ended
March 31,

 

 

 

2025

 

 

2024

 

Stock options

 

$

5,156

 

 

$

11,141

 

Restricted stock units

 

 

1,377

 

 

 

1,290

 

Performance-based restricted stock units

 

 

387

 

 

 

120

 

Employee stock purchase plan

 

 

31

 

 

 

35

 

Total stock-based compensation expense

 

$

6,951

 

 

$

12,586

 

 

Stock-based compensation expense is classified as follows:

 

 

Three Months Ended
March 31,

 

 

 

2025

 

 

2024

 

Research and development expense

 

$

3,440

 

 

$

5,981

 

General and administrative expense

 

 

3,511

 

 

 

6,605

 

Total stock-based compensation expense

 

$

6,951

 

 

$

12,586