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Stock-Based Compensation
6 Months Ended
Jun. 30, 2024
Share-Based Payment Arrangement [Abstract]  
Stock-Based Compensation Stock-Based Compensation
The following table summarizes stock-based compensation expense by financial statement line item in the Company’s condensed consolidated statement of operations and comprehensive loss for the periods presented (in thousands):
 Three Months Ended June 30,Six Months Ended June 30,
 2024202320242023
Research and development$20,066 $39,927 $43,258 $86,427 
General and administrative17,080 21,561 34,670 48,047 
Total$37,146 $61,488 $77,928 $134,474 
The Company grants stock-based incentive awards pursuant to the 2021 Incentive Award Plan (the “2021 Plan”) and the 2022 Inducement Plan (the “2022 Inducement Plan”). As of June 30, 2024, there were approximately 147.1 million shares and 3.1 million shares available for future issuance under the 2021 Plan and 2022 Inducement Plan, respectively.
Time-based Stock Options
A summary of stock option activity for options that are subject to time-based vesting conditions for the six months ended June 30, 2024, is presented below:
 
Number of
Shares
(in thousands)
Weighted
Average
Exercise
Price
per Share
Weighted
Average
Remaining
Contractual
Term
(in years)
Aggregate
Intrinsic
Value (1)
(in thousands)
Outstanding as of December 31, 20236,049$0.89 
Granted6,2220.46 
Exercised(4,078)0.02 
Forfeited(17)11.42 
Outstanding as of June 30, 20248,1760.98 9.05$— 
Exercisable as of June 30, 20241,8292.59 6.03— 
(1)The aggregate intrinsic value is calculated as the difference between the Company's closing stock price on the last trading day of the quarter and the exercise prices, multiplied by the number of in-the-money stock options.
The aggregate intrinsic value of options exercised during the six months ended June 30, 2024 and 2023 was $1.3 million and $2.9 million, respectively. The weighted-average grant-date fair value of options granted during the six months ended June 30, 2024 and 2023 was $0.35 and $1.43 per share, respectively, and was calculated using the following key assumptions in the Black-Scholes option-pricing model:
Six Months Ended June 30,
20242023
Risk-free interest rate4.24 %3.94 %
Expected volatility96 %93 %
Expected term (in years)5.75.5
Dividend yield— %— %
As of June 30, 2024, there was $2.3 million of unrecognized compensation expense related to time-based stock options recognizable over a weighted-average period of 1.7 years.
Market-based Stock Options
In April 2024, the Company granted to each of the Company's four founders an option to purchase in aggregate 5.0 million shares of Ginkgo's Class A common stock with an exercise price of $2.50 per share, subject both to time-based and market-based vesting criteria (the “Founder Options”). The market-based vesting is tied to the achievement of four specified stock price hurdles within a five-year period, with 10% of the Founder Options vesting based on the achievement of a 90-calendar-day average stock price of $5.00, 10% of the Founder Options vesting based on the achievement of a 90-calendar-day average stock price of $7.50, 20% of the Founder Options vesting based on the achievement of a 90-calendar-day average stock price of $10.00 and the remaining 60% of the Founder Options vesting based on the achievement of a 90-
calendar-day average stock price of $12.50. If the market-based criteria are achieved during the five-year period, the awards will vest on the five-year anniversary of the grant date.
The weighted-average grant-date fair value of the options granted was $0.20 per share and was calculated using a Monte Carlo simulation model with the following assumptions:
Six Months Ended June 30, 2024
Risk-free interest rate4.65 %
Expected volatility71.8 %
Suboptimal exercise multiple2.8
Dividend yield— %
As of June 30, 2024, there was $3.8 million of unrecognized compensation expense related to the market-based stock options recognizable over a weighted-average period of 4.8 years.
Restricted Stock Units
A summary of the restricted stock units (“RSU”) activity for the six months ended June 30, 2024 is presented below:
 Number of
Shares
(in thousands)
Weighted
Average
Grant Date
Fair Value
Nonvested as of December 31, 2023152,168$3.15 
Granted110,9941.18 
Vested(35,380)3.86 
Forfeited(8,605)2.33 
Nonvested as of June 30, 2024219,1772.07 
The weighted average grant date fair value of RSUs granted during the six months ended June 30, 2024 and 2023 was $1.18 and $1.32, respectively.
As of June 30, 2024, there was $360.8 million of unrecognized compensation expense related to RSUs recognizable over a weighted-average period of 2.9 years.
Earnouts
Earnout shares represent equity awards in the form of RSUs and restricted stock awards (“RSAs”) that were granted to existing shareholders of the Company as of the closing date of the Company's merger with SRNG on September 16, 2021 (the “Closing Date”). The earnout shares are subject to the same time vesting and performance conditions (change in control or an initial public offering) as the underlying awards (including with respect to vesting and termination-related provisions). Additionally, the earnout shares are subject to a market condition that will be met when the trading price of the Company's common stock is greater than or equal to $12.50, $15.00, $17.50 and $20.00 for any 20 trading days within any period of 30 consecutive trading days, on or before the fifth anniversary of the Closing Date (collectively, the “Earnout Targets”). The first Earnout Target of $12.50 per share was met on November 15, 2021.
A summary of activity during the six months ended June 30, 2024 for the earnout shares is presented below:
 
Number of
Shares
(in thousands)
Weighted
Average
Grant Date
Fair Value
Nonvested as of December 31, 202322,610$12.78 
Vested(177)13.34 
Forfeited(43)12.92 
Nonvested as of June 30, 202422,39012.77 
As of June 30, 2024, there was $2.3 million of unrecognized compensation expense related to earnout shares recognizable over a weighted-average period of 0.8 years.