XML 28 R14.htm IDEA: XBRL DOCUMENT v3.22.4
STOCK-BASED COMPENSATION
12 Months Ended
Dec. 31, 2022
Share-Based Payment Arrangement [Abstract]  
STOCK-BASED COMPENSATION STOCK-BASED COMPENSATION
In 2018, our stockholders approved the adoption of the SenesTech, Inc. 2018 Equity Incentive Plan (the “2018 Plan”). The 2018 Plan has since been amended and restated on certain occasions, most recently on October 12, 2022, when our stockholders approved an increase to the total number of authorized shares to 348,614 shares.
Stock options are generally issued with a per share exercise price equal to the fair market value of our common stock at the date of grant. Options granted generally vest immediately, or ratably over a two- to 36-month period coinciding with their respective service periods, with terms of generally five years. Certain stock option awards provide for accelerated vesting upon a change in control.
As of December 31, 2022, we had 164,486 shares of common stock available for issuance under the 2018 Plan.
Stock Options
We measure the fair value of stock options with service-based vesting criteria to employees, directors and consultants on the date of grant using the Black-Scholes option pricing model. The Black-Scholes valuation model requires us to make certain estimates and assumptions, including assumptions related to the expected price volatility of our stock, the period during which the options will be outstanding, the rate of return on risk-free investments, and the expected dividend yield for our stock.
Fair value of options granted is determined using the Black-Scholes option-pricing model with the following weighted average assumptions:
20222021
Risk-free interest rate3.7 %0.5 %
Expected dividend yield— %— %
Expected volatility90.5 %95.8 %
Expected term (in years)3.33.0
Due to our limited operating history and lack of company-specific historical or implied volatility, the expected volatility assumption was determined based on historical volatilities from traded options of biotech companies of comparable size and stability, whose share prices are publicly available. The expected term of options granted to employees is calculated based on the mid-point between the vesting date and the end of the contractual term according to the simplified method as described in SEC Staff Accounting Bulletin 110 because we do not have sufficient historical exercise data to provide a reasonable basis upon which to estimate the expected term due to the limited period of time our awards have been outstanding. For non-employee options, the expected term of options granted is the contractual term of the options. The risk-free interest rate is determined by reference to the implied yields of U.S. Treasury securities with a remaining term equal to the expected term assumed at the time of grant. The expected dividend assumption is based on our history and expectation of dividend payouts. We have not paid and do not intend to pay dividends.
The stock option activity consists of the following:
Number of
Options
Weighted
Average
Exercise
Price Per
Share
Weighted
Average
Remaining
Contractual
Term
(years)
Aggregate
Intrinsic
Value (1)
Outstanding as of December 31, 202024,824$172.60 3.9$— 
Granted29,93219.40 4.6$— 
Exercised— $— 
Forfeited(165)— $— 
Expired(200)— $— 
Outstanding as of December 31, 202154,391172.60 3.9$— 
Granted241,9625.79 4.8$— 
Exercised— $— 
Forfeited(15,343)— $— 
Expired(200)— $— 
Outstanding as of December 31, 2022280,81017.00 3.9$— 
Exercisable as of December 31, 202271,13155.40 3.9$— 
(1)
The aggregate intrinsic value on the table was calculated based on the difference between the estimated fair value of our stock and the exercise price of the underlying option. The estimated stock values used in the calculation was $5.96 and $19.60 per share for each of the years ended December 31, 2022 and 2021, respectively.
The weighted average grant date fair value of options granted to employees for the year ended December 31, 2022 was $3.42 per share.
As of December 31, 2022, the unrecognized stock-based compensation cost was $569,000, which is expected to be recognized over a weighted average period of 28 months.
Restricted Stock Units
The restricted stock unit activity consists of the following:
Number of
Units
Weighted Average
Grant Date Fair Value Per Unit
Outstanding as of December 31, 20201,603$82.60 
Granted— 
Vested(1,570)84.40 
Forfeited— 
Outstanding as of December 31, 20213336.00 
Granted19,0492.87 
Vested(283)17.67 
Forfeited— 
Outstanding as of December 31, 202218,7992.71 
The stock-based compensation expense was recorded as following (in thousands):
Years Ended December 31,
20222021
Research and development$$
General and administrative708 762 
Total stock-based compensation expense$711 $765