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Stock-based Compensation
6 Months Ended
Jun. 30, 2022
Share-Based Payment Arrangement [Abstract]  
Stock-Based Compensation
13.
STOCK-BASED COMPENSATION

2014 Equity Incentive Plan

In June 2014, the Company adopted the 2014 Equity Incentive Plan (“the 2014 Plan”), which provided for the issuance of incentive stock options, nonstatutory stock options, stock appreciation rights, and restricted stock to eligible participants. Options granted under the 2014 Plan may be either incentive stock options or nonqualified stock options. Incentive stock options (ISO) may be granted only to the Company’s employees (including officers and directors). Nonqualified stock options (NSO) may be granted to the Company’s employees and consultants.

Under the 2014 Plan, options to purchase common stock awards were granted at no less than 100% of the fair value of the Company’s common stock on the date of the grant, as determined by the board of directors (100% of fair value for incentive stock options and 110% of fair value in certain instances). All options granted through June 30, 2022 and December 31, 2021 have been at 100% of the fair value of the Company’s common stock. Options generally vest with respect to 25% of the shares one year after the options’ vesting commencement date, and the remainder vest in equal monthly installments over the following 36 months or the entire options vest in equal monthly installments over 48 months. Options generally vest over a four-year period and must be exercised within ten years after grant. In the event of voluntary or involuntary termination of employment with the Company for any reason, with or without cause, all unvested options are forfeited and all vested options must be exercised within a 90-day period or they are forfeited, although the board of directors can approve an extension of the exercise period beyond the 90 day limit. The Company has not granted any stock appreciation rights as of June 30, 2022 and December 31, 2021.

Upon adoption of the 2021 Equity Incentive Plan, the 2014 Plan was terminated, and no further grants will be made under the 2014 Plan. Any awards granted under the 2014 Plan will remain subject to the terms of the 2014 Plan and the applicable award agreement.
 

2021 Equity Incentive Plan
 

In October 2021, the Company adopted the 2021 Equity Incentive Plan (the "2021 Plan"), which provided for the issuance of incentive stock options, nonstatutory stock options, stock appreciation rights, and restricted stock awards, restricted stock unit awards, performance awards and other forms of awards to eligible participants. Options granted under the 2021 Plan may be either incentive stock options or nonqualified stock options. Incentive stock options (ISO) may be granted only to the Company’s employees (including officers and directors). Nonqualified stock options (NSO) may be granted to the Company’s employees and

consultants.
 

As of June 30, 2022, only restricted stock units have been granted under the 2021 Plan. A restricted stock unit award may be settled by cash, delivery of shares of the Company’s common stock, a combination of cash and shares as determined by the board of directors, or in any other form of consideration set forth in the restricted stock unit award agreement. Additionally, dividend equivalents may be credited in respect of shares covered by a restricted stock unit award. Except as otherwise provided in the applicable award agreement or by the board of directors, restricted stock unit awards that have not vested will be forfeited once the participant’s continuous service ends for any reason.
 

2021 Employee Stock Purchase Plan
 

In October 2021, the Company adopted the 2021 Employee Stock Purchase Plan (the “ESPP”). The ESPP will allow eligible employees to purchase shares of the Company’s common stock at a discounted price, through payroll deductions of up to IRS allowable limit per calendar year. Once an offering date to purchase shares has been established, the purchase price will be set at the lower of (i) an amount equal to 85% of the fair value of the shares of the Company’s common stock on the offering date or (ii) 85% of the fair value of the shares of the Company’s common stock on the applicable purchase date. As of June 30, 2022, the Company has not granted any purchase rights under the ESPP.
 

The Company recognized stock-based compensation expense on all awards in the following categories in the consolidated statement of operations and comprehensive loss for the three and six months ended June 30, 2022 and 2021 (in thousands):

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Cost of revenue

 

$

24

 

 

$

37

 

 

$

69

 

 

$

53

 

Operations and technology

 

 

1,330

 

 

 

263

 

 

 

2,649

 

 

 

489

 

General and administrative

 

 

3,675

 

 

 

732

 

 

 

6,917

 

 

 

1,368

 

Stock-based compensation expense - continuing operations

 

 

5,029

 

 

 

1,032

 

 

 

9,635

 

 

 

1,910

 

Stock-based compensation expense - discontinued operations

 

 

129

 

 

 

 

 

 

644

 

 

 

 

Total stock-based compensation expense

 

$

5,158

 

 

$

1,032

 

 

$

10,279

 

 

$

1,910

 

 

Stock Options

A summary of the status of the stock options as of June 30, 2022, and changes during the six months then ended is presented below (in thousands except share and per share amounts):

 

 

 

Number of
Shares

 

 

Weighted
Average
Exercise
Price

 

 

Remaining
Contractual
Term (In
Years)

 

 

Aggregate
Intrinsic
Value

 

Balance at December 31, 2021

 

 

8,843,297

 

 

 

4.12

 

 

 

6.75

 

 

$

16,632

 

Options granted

 

 

 

 

 

 

 

 

 

 

 

 

Options exercised

 

 

(137,437

)

 

 

1.65

 

 

 

 

 

 

 

Options cancelled

 

 

(935,919

)

 

 

6.64

 

 

 

 

 

 

 

Balance at June 30, 2022

 

 

7,769,941

 

 

 

3.87

 

 

 

6.02

 

 

$

38

 

Options exercisable as of June 30, 2022

 

 

5,906,004

 

 

 

2.83

 

 

 

 

 

 

 

Vested and expected to vest—June 30, 2022

 

 

7,769,941

 

 

$

3.87

 

 

 

 

 

 

 

 

The total intrinsic value of options exercised during the three months ended June 30, 2022 and 2021 was $0.1 million and $5.4 million, respectively, and $0.1 million and $8.3 million for the six months ended June 30, 2022 and 2021, respectively.

The Company records compensation expense on a straight-line basis over the vesting period. As of June 30, 2022 and 2021, there was approximately $8.6 million and $18.4 million, respectively, of total unrecognized stock-based compensation expense related to unvested employee options, which is expected to be recognized over a weighted-average period of 2.5, and 3.4 years, respectively.

Restricted Stock Units (RSU)

The following table summarizes information pertaining to RSUs during the six months ended June 30, 2022 (in thousands, except for weighted-average grant-date fair value):

 

 

 

Number of RSUs

 

 

Weighted-Average
Grant Date Fair
Value per Share

 

Nonvested at December 31, 2021

 

 

5,184,830

 

 

$

5.57

 

Granted

 

 

9,800,037

 

 

 

2.68

 

Vested

 

 

(1,850,234

)

 

 

3.80

 

Cancelled/forfeited

 

 

(2,499,340

)

 

 

3.47

 

Nonvested at June 30, 2022

 

 

10,635,293

 

 

$

3.70

 

 

The fair value of the RSUs is based on the market value of the underlying shares at the date of grant. The RSU grants’ vesting periods are subject to a service-based condition. The service-based vesting requirements are satisfied either: a) 25% vesting on the first anniversary of the vesting commencement date, and the remaining 75% vesting in substantially equal quarterly installments for three years thereafter; b) one-third vesting on each of the first three anniversaries of the vesting commencement date; or c) awards vest in substantially equal quarterly installments for four years following the vesting start date, all subject to continued service through each vesting date. The Company records compensation expense related to RSUs on a straight-line basis over the vesting period.

As of June 30, 2022, there was a total of $37.4 million of unrecognized stock-based compensation expense related to RSUs.