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Stock Award Plan and Stock-Based Compensation
9 Months Ended
Sep. 30, 2020
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]  
Stock Award Plan and Stock-Based Compensation

NOTE 7 — STOCK AWARD PLAN AND STOCK-BASED COMPENSATION

In December 2013, the Company adopted the 2013 Equity Incentive Plan (as subsequently amended and restated, the “Plan”), which provides for the issuance of options, stock appreciation rights, stock awards and stock units. Pursuant to Nasdaq listing rules, the Company issued inducement awards in December 2017 to the Company’s President outside of the Plan in the form of an option to purchase 775,000 shares of the Company’s common stock and a RSU award to purchase 40,000 shares of the Company’s common stock. As of September 30, 2020, all remaining inducement awards have been canceled or expired. In June 2020, the Company increased the aggregate number of shares of common stock authorized for issuance under the Plan by 2,000,000 shares. Stock option activity for employees and non-employees for the nine months ended September 30, 2020 is as follows:

 

 

 

Shares Issuable

Pursuant to

Stock Options

 

 

Weighted-

Average

Exercise Price

 

 

Weighted-

Average

Remaining

Contractual

Terms (years)

 

 

Total

Intrinsic Value

(in thousands)

 

Outstanding January 1, 2020

 

 

9,040,328

 

 

$

6.98

 

 

 

7.3

 

 

$

7,420

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Granted

 

 

2,148,344

 

 

$

6.80

 

 

 

 

 

 

 

 

 

Exercised

 

 

(198,762

)

 

$

5.75

 

 

 

 

 

 

 

 

 

Forfeited

 

 

(1,537,500

)

 

$

7.20

 

 

 

 

 

 

 

 

 

Expired

 

 

(105,356

)

 

$

9.63

 

 

 

 

 

 

 

 

 

Outstanding September 30, 2020

 

 

9,347,054

 

 

$

6.90

 

 

 

7.0

 

 

$

 

Exercisable September 30, 2020

 

 

5,543,155

 

 

$

6.75

 

 

 

5.9

 

 

$

 

Available for future grant

 

 

859,510

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The weighted average grant-date fair value of stock options outstanding on September 30, 2020 was $4.32 per share. Total unrecognized compensation costs related to non-vested stock options at September 30, 2020 were approximately $11.8 million and are expected to be recognized within future operating results over a weighted-average period of 2.18 years. The total intrinsic value of the options exercised during the nine months ended September 30, 2020, and 2019 was approximately $0.9 million and $0.2 million, respectively.

 

The expected term of the employee-related options was estimated using the “simplified” method as defined by the SEC’s Staff Accounting Bulletin No. 107, Share-Based Payment. The volatility assumption was determined by examining the historical volatilities for industry peer companies, as the Company did not have sufficient trading history for its common stock. The risk-free interest rate assumption is based on the U.S. Treasury instruments, the term of which was consistent with the expected term of the options. The dividend assumption is based on the Company’s history and expectation of dividend payouts. The Company has never paid dividends on its common stock and does not anticipate paying dividends on its common stock in the foreseeable future. Accordingly, the Company has assumed no dividend yield for purposes of estimating the fair value of the options.

 

The Company uses the Black-Scholes model to estimate the fair value of stock options granted. For stock options granted during the nine months ended September 30, 2020 and 2019, the Company utilized the following assumptions:

 

 

 

Nine Months Ended September 30,

 

 

 

2020

 

 

2019

 

Expected term (years)

 

5.5-6.25

 

 

5.5

 

Risk free interest rate

 

0.37-0.42%

 

 

1.91-1.96%

 

Volatility

 

68-71%

 

 

74-77%

 

Dividend yield

 

0%

 

 

0%

 

Weighted average grant date fair value per share of

   common stock

 

$

1.62

 

 

$

3.26

 

 

 

RSU activity under the Plan for the nine months ended September 30, 2020 is as follows:

 

 

 

 

 

 

 

Weighted-

Average

 

 

 

 

 

 

 

Grant Date

 

 

 

RSUs

 

 

Fair Value

 

Unvested January 1, 2020

 

 

68,650

 

 

$

11.29

 

Granted

 

 

 

 

$

 

Vested

 

 

(10,000

)

 

$

6.05

 

Forfeited

 

 

(10,000

)

 

$

6.05

 

Unvested September 30, 2020

 

 

48,650

 

 

$

13.45

 

 

RSUs awarded to employees generally vest one-fourth per year over four years from the anniversary of the date of grant, provided the employee remains continuously employed with the Company. Shares of the Company’s stock are delivered to the employee upon vesting, subject to payment of applicable withholding taxes. The fair value of RSUs is equal to the closing price of the Company’s common stock on the date of grant. Total unrecognized compensation costs related to non-vested RSUs at September 30, 2020 was approximately $0.1 million and is expected to be recognized within future operating results over a period of 0.2 years. The total fair value of shares vested during the nine months ended September 30, 2020 and 2019 was approximately $61 thousand and zero, respectively. The following table presents stock-based compensation expense included in the Company’s consolidated statements of operations:

 

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Research and development

 

$

813,443

 

 

$

651,835

 

 

$

2,189,595

 

 

$

2,005,816

 

General and administrative

 

 

1,242,592

 

 

 

1,569,354

 

 

 

5,550,109

 

 

 

4,997,464

 

Total

 

$

2,056,035

 

 

$

2,221,189

 

 

$

7,739,704

 

 

$

7,003,280