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Stock-Based Compensation
3 Months Ended
Mar. 31, 2023
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]  
Stock-Based Compensation

10. Stock-Based Compensation

2022 Equity Incentive Plan

In October 2022, the Board adopted, and in November 2022 its stockholders approved, the 2022 Plan, which replaced the 2019 Plan and became effective immediately prior to and contingent upon the execution of the underwriting agreement related to the

Company’s IPO. No further shares were issued under the 2019 Plan as of the effective date of the 2022 Plan. The 2022 Plan allows the Company to make equity-based and cash-based incentive awards to its officers, employees, directors, and consultants. The 2022 Plan provides for the grant of incentive stock options, non-qualified stock options, stock appreciation rights, restricted stock awards, RSUs and other stock-based awards. The number of shares initially reserved for issuance under the 2022 Plan is 5,606,723, which is the sum of: (i) 2,555,271 new shares, plus (ii) the number of shares that remained available for issuance under the 2019 Plan at the time the 2022 Plan became effective and (iii) up to 2,148,679 shares of common stock subject to awards granted under the 2019 Plan that, after the effective date of the 2022 Plan, expire or otherwise terminate without having been exercised in full or are forfeited to or repurchased. In addition, the number of shares reserved and available for issuance under the 2022 Plan shall automatically increase beginning on January 1, 2023 and each January 1 thereafter, by five percent of the aggregate number of shares of common stock of all classes issued and outstanding on the immediately preceding December 31 or such lesser number of shares of common stock as determined by the compensation committee.

The shares of common stock underlying any awards under the 2022 Plan and the 2019 Plan that are forfeited, canceled, held back upon exercise or settlement of an award to satisfy the exercise price or tax withholding, reacquired by the Company prior to vesting, satisfied without the issuance of stock, expire, or are otherwise terminated (other than by exercise) will be added back to the shares of common stock available for issuance under the 2022 Plan.

As of March 31, 2023, there were 1,616,750 shares reserved for future issuance under the 2022 Plan.

2022 Employee Stock Purchase Plan

In October 2022, the Board adopted, and in November 2022 its stockholders approved, the 2022 ESPP, which became effective immediately prior to and contingent upon the execution of the underwriting agreement related to the Company’s IPO. A total of 215,000 shares of common stock were initially reserved for issuance under this plan. The number of shares of common stock that may be issued under the 2022 ESPP shall cumulatively increase beginning on January 1, 2023 and each January 1 thereafter through January 1, 2032, by one percent of the outstanding number of shares of common stock on the immediately preceding December 31 or such lesser number of shares as determined by the compensation committee.

No shares of the Company's common stock were issued and no stock-based compensation expense was recognized during the three months ended March 31, 2023 related to the 2022 ESPP. As of March 31, 2023, there were 434,204 shares reserved for future issuance under the 2022 ESPP.

Stock Options

The Company has granted stock options with service-based vesting conditions. Stock options typically vest over four years and have a maximum term of ten years. The Company typically grants stock options to employees and non-employees at exercise prices deemed by the Board to be equal to the fair value of the common stock at the time of grant.

The following table summarizes the Company’s stock option activity for the three months ended March 31, 2023:

 

Number of
Shares

 

 

Weighted-Average
Exercise Price

 

 

Weighted-Average
Remaining
Contractual Term
(in years)

 

 

Aggregate
Intrinsic Value
(in thousands)

 

Outstanding as of December 31, 2022

 

 

3,300,935

 

 

$

6.29

 

 

 

9.26

 

 

$

18,346

 

Granted

 

 

37,199

 

 

 

18.48

 

 

 

 

 

 

 

Exercised

 

 

(232

)

 

 

1.74

 

 

 

 

 

 

 

Forfeited or canceled

 

 

(50,045

)

 

 

4.51

 

 

 

 

 

 

 

Outstanding as of March 31, 2023

 

 

3,287,857

 

 

$

6.45

 

 

 

9.02

 

 

$

20,720

 

Vested and expected to vest as of March 31, 2023

 

 

3,287,857

 

 

$

6.45

 

 

 

9.02

 

 

$

20,720

 

Vested and exercisable as of March 31, 2023

 

 

870,300

 

 

$

2.40

 

 

 

8.23

 

 

$

8,953

 

 

The aggregate intrinsic value of options is calculated as the difference between the exercise price of the stock options and the fair value of the Company’s common stock for those stock options that had exercise prices lower than the fair value of the common stock as of the end of the reporting period. The aggregate intrinsic value of options exercised during the three months ended March 31, 2023 was $3,000. There was no aggregate intrinsic value of options exercised during the three months ended March 31, 2022.

The weighted-average grant date fair value of the Company’s stock options granted during the three months ended March 31, 2023 and 2022 was $13.54 per option and $2.50 per option, respectively. As of March 31, 2023, there was $12.4 million of unrecognized stock-based compensation expense related to stock option grants. The Company expects to recognize this amount over a weighted-average period of 3.1 years.

The total fair value of options vested during the three months ended March 31, 2023 and 2022 was $0.4 million and $0.1 million, respectively.

RSUs

The Company has granted RSUs with service vesting based conditions. Unvested shares of restricted common stock may not be sold or transferred by the holder. They are legally issued and outstanding. These restrictions lapse according to the time-based vesting of each award.

A summary of the RSU activity during the three months ended March 31, 2023 is as follows:

 

 

Restricted Stock Units

 

 

Weighted-Average
Grant Date Fair Value

 

Unvested at December 31, 2022

 

 

1,787,152

 

 

$

12.49

 

Granted

 

 

12,421

 

 

 

18.47

 

Vested

 

 

 

 

 

 

Forfeited

 

 

(1,669

)

 

 

12.50

 

Unvested at March 31, 2023

 

 

1,797,904

 

 

$

12.53

 

 

The Company granted RSUs under the 2022 Plan, which typically vest over four years. No RSUs vested during the three months ended March 31, 2023.

The weighted-average grant date fair value of the Company’s RSUs granted during the three months ended March 31, 2023 was $18.47 per RSU. As of March 31, 2023, there was $19.8 million of unrecognized stock-based compensation expense related to RSUs, which is expected to be recognized over a weighted-average period of 2.8 years.

Stock-Based Compensation Expense

Stock-based compensation expense included in the Company’s condensed consolidated statements of operations and comprehensive loss is as follows (in thousands):

 

 

Three Months Ended March 31,

 

 

2023

 

 

2022

 

General and administrative

 

$

2,020

 

 

$

13

 

Research and development

 

 

626

 

 

 

26

 

Total stock-based compensation expense

 

$

2,646

 

 

$

39