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Stockholders' Equity
9 Months Ended
Sep. 30, 2020
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]  
Stockholders' Equity

6. Stockholders’ Equity

Public Offering

In April 2020, the Company issued and sold 15,442,303 shares of common stock at a public offering price of $4.75 per share and pre-funded warrants to purchase up to 13,610,328 shares of common stock at a public offering price of $4.7499 per warrant in an underwritten public offering pursuant to a shelf registration statement on Form S-3. This includes the full exercise by the underwriters of their option to purchase up to 3,789,473 additional shares of common stock. The net proceeds to the Company from this public offering were approximately $129.0 million, after deducting underwriting discounts and commissions of $8.2 million and offering costs of $0.8 million.

The public offering price for the pre-funded warrants was equal to the public offering price of the common stock, less the $0.0001 per share exercise price of each warrant. These warrants were recorded as a component of stockholders’ equity within additional paid-in capital and have no expiration date. Per the terms of the warrant agreement, the outstanding warrants to purchase shares of common stock may not be exercised if the holder’s ownership of the Company’s common stock would exceed 4.99% (“Maximum Ownership Percentage”). By written notice to the Company, the holders may increase or decrease the Maximum Ownership Percentage up to 19.99%. The revised Maximum Ownership Percentage would be effective 60 days after the notice is received by the Company.

As of September 30, 2020, the following pre-funded warrants for common stock were issued and outstanding:

 

Issue Date

 

Expiration Date

 

Exercise Price

 

 

Number of Warrants Outstanding

 

February 8, 2019

 

None

 

$

0.0001

 

 

 

4,000,000

 

April 30, 2020

 

None

 

$

0.0001

 

 

 

13,610,328

 

Total pre-funded warrants

 

 

 

 

 

 

 

 

17,610,328

 

Stock-Based Compensation

The 2016 Equity Incentive Plan (“2016 Plan”) provides for an automatic increase in the number of shares reserved for issuance thereunder on January 1 of each year for the remaining term of the plan (through 2028) equal to (a) 4.0% of the number of issued and outstanding shares of common stock on December 31 of the immediately preceding year, or (b) a lesser amount as approved by the Company’s board of directors each year. As a result of this provision, on January 1, 2020 and January 1, 2019, an additional 1,163,377 and 965,603 shares, respectively, became available for issuance under the 2016 Plan.

As of September 30, 2020, the 2016 Plan had 884,328 shares available for future issuance.

The following table summarizes the Company’s stock awards granted for each of the periods indicated:

 

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

 

 

Grants

 

 

Weighted Average Grant Date Fair Value

 

 

Grants

 

 

Weighted Average Grant Date Fair Value

 

 

Grants

 

 

Weighted Average Grant Date Fair Value

 

 

Grants

 

 

Weighted Average Grant Date Fair Value

 

Stock options

 

 

409,500

 

 

$

2.45

 

 

 

44,000

 

 

$

5.64

 

 

 

1,853,900

 

 

$

4.61

 

 

 

1,245,900

 

 

$

5.72

 

Restricted stock units

 

 

228,200

 

 

$

8.13

 

 

 

 

 

$

 

 

 

228,200

 

 

$

8.13

 

 

 

 

 

$

 

In July 2020, the Company granted 228,200 RSUs to certain employees with regulatory, commercial, and clinical milestones in addition to a service condition. As of September 30, 2020, the performance conditions of these RSUs were not probable of being achieved. If and when the performance milestones are deemed probable of being achieved within the required time frame, the Company may recognize up to $1.9 million of stock-based compensation.

Under the Company’s 2016 Employee Stock Purchase Plan (“2016 ESPP”), the Company issued and sold 33,965 shares for aggregate cash proceeds of $0.2 million during the three months ended September 30, 2020 and 59,893 shares for aggregate cash proceeds of $0.4 million during the nine months ended September 30, 2020. There were 24,772 shares issued and sold under the 2016 ESPP for aggregate cash proceeds of $0.2 million during the three months ended September 30, 2019 and 44,904 shares for aggregate cash proceeds of $0.3 million during the nine months ended September 30, 2019.

Total stock-based compensation expense related to the Company’s equity incentive plans and 2016 ESPP was as follows (in thousands):

 

 

 

Three Months Ended

 

 

Nine Months Ended

 

 

 

September 30,

 

 

September 30,

 

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Research and development

 

$

454

 

 

$

492

 

 

$

1,651

 

 

$

1,358

 

General and administrative

 

 

1,242

 

 

 

874

 

 

 

2,993

 

 

 

2,334

 

Total stock-based compensation expense

 

$

1,696

 

 

$

1,366

 

 

$

4,644

 

 

$

3,692

 

 

The following table summarizes the weighted-average Black-Scholes option pricing model assumptions used to estimate the fair value of stock options granted under the Company’s equity incentive plans, and the shares purchasable under the 2016 ESPP during the periods presented:

 

 

 

Three Months Ended

 

 

Nine Months Ended

 

 

 

September 30,

 

 

September 30,

 

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Equity Incentive Plans

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Expected term (in years)

 

 

6.72

 

 

 

6.08

 

 

 

6.11

 

 

 

5.99

 

Expected volatility

 

 

82

%

 

 

80

%

 

 

76

%

 

 

81

%

Risk-free interest

 

 

0.44

%

 

 

1.63

%

 

 

1.10

%

 

 

2.47

%

Dividend yield

 

 

0

%

 

 

0

%

 

 

0

%

 

 

0

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2016 ESPP

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Expected term (in years)

 

 

0.50

 

 

 

0.50

 

 

 

0.50

 

 

 

0.50

 

Expected volatility

 

 

96

%

 

 

74

%

 

 

76

%

 

 

70

%

Risk-free interest

 

 

0.13

%

 

 

1.71

%

 

 

0.75

%

 

 

2.12

%

Dividend yield

 

 

0

%

 

 

0

%

 

 

0

%

 

 

0

%