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

11. Stock-based Compensation

Stock‑based compensation expense recognized was as follows (in thousands):

 

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Research and development

 

$

43

 

 

$

13

 

 

$

62

 

 

$

42

 

General and administrative

 

 

68

 

 

 

56

 

 

 

156

 

 

 

147

 

Total stock-based compensation expense

 

$

111

 

 

$

69

 

 

$

218

 

 

$

189

 

 

Valuation Assumptions

The fair value of stock options was determined using the Black-Scholes option-pricing model and the assumptions below. Each of these inputs is subjective and generally required significant judgment.

 

Fair Value of Common Stock—The grant date fair market value of the shares of common stock underlying stock options has historically been determined by the Company’s board of directors. Because previously there was no public market for the Company’s common stock, the board of directors exercised reasonable judgment and considered a number of objective and subjective factors to determine the best estimate of the fair market value, which include contemporaneous valuations performed by an independent third party, important developments in the Company’s operations, sales of convertible preferred stock, the rights, preferences and privileges of its convertible preferred stock relative to those of its common stock, lack of marketability of its common stock, actual operating results, financial performance, the progress of clinical development, the likelihood of achieving a liquidity event for its security holders, the trends, development and conditions in the life sciences and biotechnology sectors, the economy in general, and the stock price performance and volatility of comparable public companies.

 

Risk-Free Interest Rate—The risk-free interest rate is based on the U.S. Treasury zero coupon issues in effect at the time of grant for periods corresponding with the expected term of the option.

 

Expected Volatility—Because the Company was previously privately held and did not have any trading history for its common stock, the expected volatility was estimated based on the average volatility for comparable publicly traded life sciences companies over a period equal to the expected term of the stock option grants. The comparable companies were chosen based on the similar size, stage in life cycle or area of specialty. The Company will continue to apply this process until a sufficient amount of historical information regarding the volatility of its own stock price becomes available.

 

Expected Term—The expected term represents the period that the stock-based awards are expected to be outstanding and is determined using the simplified method (based on the midpoint between the vesting date and the end of the contractual term) as the Company has limited history of relevant stock option exercise activity.

 

Expected Dividend Yield—The Company has never paid dividends on its common stock and has no plans to pay dividends going forward. Therefore, it used an expected dividend yield of zero.

The fair value of each stock option was estimated using the Black‑Scholes option‑pricing model with the following weighted-average assumptions:

 

 

 

Nine Months Ended September 30,

 

 

 

2020

 

 

2019

 

Risk-free interest rate

 

 

0.49

%

 

 

1.58

%

Expected volatility

 

 

80.11

%

 

 

74.59

%

Expected term (in years)

 

 

6.93

 

 

 

6.59

 

Expected dividend yield

 

 

 

 

 

 

 

The weighted-average grant-date fair value of options granted to employees and directors during the nine months ended September 30, 2020 and 2019 were $2.1 million and $259,000 respectively. The weighted-average grant-date fair value of options granted to advisors during the nine months ended September 30, 2020 was $727,000. The remeasured weighted-average fair value of options granted to advisors during the nine months ended September 30, 2019 was $46,000.

Stock Option Activity

A summary of option activity for the nine months ended September 30, 2020 was as follows:

 

 

 

Available

for Grant

 

 

Shares

 

 

Weighted-

Average

Exercise

price

per Share

 

 

Weighted-

Average

Remaining

Contractual

Term

(in years)

 

 

Aggregate

Intrinsic

Value

(in

thousands)

 

Balance at December 31, 2019

 

 

399,737

 

 

 

1,514,770

 

 

$

1.03

 

 

7.16

 

 

$

500

 

Authorized

 

 

4,343,534

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Granted

 

 

(994,293

)

 

 

994,293

 

 

 

16.20

 

 

 

 

 

 

 

 

 

Exercised

 

 

 

 

 

(540,334

)

 

 

1.00

 

 

 

 

 

 

 

 

 

Forfeited/expired

 

 

41,301

 

 

 

(41,301

)

 

 

1.35

 

 

 

 

 

 

 

 

 

Balance at September 30, 2020

 

 

3,790,279

 

 

 

1,927,428

 

 

$

8.85

 

 

 

8.18

 

 

$

18,521

 

Expected to vest

 

 

 

 

 

 

1,298,059

 

 

$

12.71

 

 

 

9.52

 

 

$

7,460

 

Options exercisable

 

 

 

 

 

 

629,373

 

 

$

0.89

 

 

 

5.43

 

 

$

11,061

 

 

The total fair value of options granted to employees, directors, and advisors that vested during the nine months ended September 30, 2020 was $219,000, which included $144,000 for options granted to employees and directors and $75,000 for options granted to advisors. The total fair value of options that vested during the nine months ended September 30, 2019 was $123,000, which included $64,000 for options granted to employees and directors and $59,000 for options granted to advisors.  

The aggregate intrinsic value in the table above is calculated as the difference between the exercise price of the underlying options and the estimated fair value of the Company’s common stock underlying all options that were in-the-money at September 30, 2020. The aggregate intrinsic value of options exercised was $9.4 million and $4,000 during the nine months ended September 30, 2020 and 2019, respectively, determined as of the date of option exercise. As of September 30, 2020, there was $2.9 million of total unrecognized compensation cost related to unvested stock options. The Company expects to recognize this cost over a remaining weighted-average period of 1.95 years. The Company utilizes newly issued shares to satisfy option exercises.

Stock options outstanding and exercisable consisted of the following at September 30, 2020:

 

 

 

Employees and Directors

 

 

Non-employees

 

Exercise Price ($)

 

Shares

Outstanding

 

 

Shares

Exercisable

 

 

Shares

Outstanding

 

 

Shares

Exercisable

 

0.16

 

 

75,660

 

 

 

75,660

 

 

 

12,611

 

 

 

12,611

 

0.48

 

 

162,353

 

 

 

162,353

 

 

 

 

 

 

 

1.00

 

 

 

 

 

 

 

 

37,830

 

 

 

37,830

 

1.04

 

 

70,933

 

 

 

70,933

 

 

 

31,525

 

 

 

31,525

 

1.19

 

 

52,645

 

 

 

38,878

 

 

 

34,677

 

 

 

34,677

 

1.31

 

 

63,050

 

 

 

63,050

 

 

 

 

 

 

 

1.35

 

 

294,754

 

 

 

27,529

 

 

 

116,642

 

 

 

63,049

 

1.49

 

 

31,525

 

 

 

10,508

 

 

 

 

 

 

 

17.00

 

 

747,770

 

 

 

770

 

 

 

195,453

 

 

 

 

Total

 

 

1,498,690

 

 

 

449,681

 

 

 

428,738

 

 

 

179,692

 

 

Restricted Stock Award Activity

In 2018, the Company issued a restricted stock award (“RSA”) to an advisor under the 2014 Plan. The restricted stock award vests over three years and requires continued service to the Company during the vesting period. The vesting provisions of individual awards may vary as approved by the board of directors. If continued service terminates for any reason, the Company has the right to repurchase the unvested shares for no consideration. Shares subject to repurchase as of September 30, 2020 and December 31, 2019 were 4,204 shares and 8,407 shares, respectively, all of which were related to non-employee RSAs.

A summary of RSA activity for the nine months ended September 30, 2020 was as follows:

 

 

 

Share

Equivalent

 

 

Weighted-

Average

Grant Date

Fair Value

 

Non-vested at December 31, 2019

 

 

8,407

 

 

 

1.35

 

Granted

 

 

 

 

 

 

Vested

 

 

(4,203

)

 

 

1.35

 

Non-vested at September 30, 2020

 

 

4,204

 

 

$

1.35