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Stockholders' Equity | 6 Months Ended
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Jun. 30, 2020
Stockholders' Equity |
9. | Stockholders’ Equity
Public Offerings of Common Stock On July 19, 2019, the Company completed a public offering in which 1,587,000 shares of its common stock, including the underwriters’ exercise in full of an option to purchase an additional 207,000 shares, were sold to the public at a price of $87.00 per share (the “Stock Offering”). The net proceeds of the Stock Offering, after deducting underwriting discounts and commissions and other estimated offering expenses payable by the Company, were approximately $131.1 million. On May 3, 2019, the Company completed a public offering in which 3,144,531 shares of its common stock, which includes the underwriters’ exercise in full of an option to purchase up to an additional 410,156 shares, were sold to the public at a price of $64.00 per share. The total proceeds received by the Company from this offering, net of underwriting discounts and commissions and other estimated offering expenses payable by the Company, totaled approximately $189.6 million. Stock Option and Incentive Plans At the Company’s 2018 annual meeting of shareholders held on May 16, 2018, the Company’s shareholders approved the 2018 Stock Option and Incentive Plan (the “2018 Plan”). Under the 2018 Plan the number of shares of the Company’s common stock that are reserved and available for issuance is 2,778,000 plus the number of shares of common stock available for issuance under the Company’s Amended and Restated 2012 Stock Option and Incentive Plan (the “2012 Plan”). The shares of common stock underlying any awards under the 2018 Plan and 2012 Plan (together, the “Plans”) that are forfeited, canceled or otherwise terminated (other than by exercise) shall be added back to the shares of stock available for issuance under the 2018 Plan. At June 30, 2020, 2,370,882 shares were available for future grant under the 2018 Plan. Stock-Based Compensation For the three months ended June 30, 2020 and 2019, the Company recorded stock-based compensation expense of $4.1 million and $3.0 million, respectively, for share-based awards granted under the Plans. For the six months ended June 30, 2020 and 2019, the Company recorded stock-based compensation expense of $8.3 million and $6.3 million, respectively. The following table presents stock-based compensation expense in the Company’s consolidated statements of comprehensive income:
|  | Three Months Ended June 30, |  |  | Six Months Ended June 30, |
|  | 2020 |  |  | 2019 |  |  | 2020 |  |  | 2019 |
|  | (Amounts in thousands) |
Cost of product revenue |  | $ | 425 |  |  | $ | 292 |  |  | $ | 858 |  |  | $ | 616 |
Research and development |  |  | 394 |  |  |  | 319 |  |  |  | 766 |  |  |  | 641 |
Selling, general and administrative |  |  | 3,283 |  |  |  | 2,420 |  |  |  | 6,643 |  |  |  | 5,026 |
Total stock-based compensation |  | $ | 4,102 |  |  | $ | 3,031 |  |  | $ | 8,267 |  |  | $ | 6,283 |
The 2018 Plan allows for the granting of incentive and nonqualified options to purchase shares of common stock, restricted stock and other equity awards. Employee grants under the Plans generally vest over a three to five-year period, with 20%-33% vesting on the first anniversary of the date of grant and the remainder vesting in equal yearly installments thereafter. Nonqualified options issued to non-employee directors and consultants under the Plans generally vest over one year. In the first quarter of 2018, to create a longer-term retention incentive, the Company’s Compensation Committee granted long-term incentive compensation awards to its Chief Executive Officer consisting of both stock options and restricted stock units (“RSUs”) that are subject to time-based vesting over nine years. Options granted under the Plans have a maximum term of ten years from the date of grant and generally, the exercise price of the stock options equals the fair market value of the Company’s common stock on the date of grant. At June 30, 2020, options to purchase 768,904 shares and 696,098 stock units were outstanding under the Plans. The Company uses the Black-Scholes option pricing model to calculate the fair value of stock option awards on the grant date, and the Company uses the value of the common stock as of the grant date to value RSUs. The Company measures stock-based compensation cost at the grant date based on the estimated fair value of the award. The Company recognizes expense on awards with service-based vesting over the employee’s requisite service period on a straight-line basis. Over the past three years, performance stock units have been issued to certain employees which are tied to the achievement of annual revenue and return on invested capital metrics. The Company recognizes expense on performance-based awards over the vesting period based on the probability that the performance metrics will be achieved. The Company recognizes stock-based compensation expense for options that are ultimately expected to vest, and accordingly, such compensation expense has been adjusted for estimated forfeitures. Information regarding option activity for the six months ended June 30, 2020 under the Plans is summarized below:
|  | Shares |  |  | Weighted average exercise price |  |  | Weighted- Average Remaining Contractual Term (in Years) |  |  | Aggregate Intrinsic Value (in Thousands) |
Options outstanding at December 31, 2019 |  |  | 957,559 |  |  | $ | 30.81 |  |  |  |  |  |  |  |  |
Granted |  |  | 57,698 |  |  | $ | 100.53 |  |  |  |  |  |  |  |  |
Exercised |  |  | (246,353 | ) |  | $ | 21.97 |  |  |  |  |  |  |  |  |
Forfeited/expired/cancelled |  |  | — |  |  | $ | — |  |  |  |  |  |  |  |  |
Options outstanding at June 30, 2020 |  |  | 768,904 |  |  | $ | 38.87 |  |  |  | 7.14 |  |  | $ | 65,243 |
Options exercisable at June 30, 2020 |  |  | 392,181 |  |  | $ | 30.64 |  |  |  | 6.26 |  |  | $ | 36,463 |
Vested and expected to vest at June 30, 2020 (1) |  |  | 738,412 |  |  |  |  |  |  |  | 7.10 |  |  | $ | 62,833 |
| (1) | Represents the number of vested options as of June 30, 2020 plus the number of unvested options expected to vest as of June 30, 2020 based on the unvested outstanding options at June 30, 2020 adjusted for estimated forfeiture rates of 8% for awards granted to non-executive level employees and 3% for awards granted to executive level employees.
The aggregate intrinsic value in the table above represents the total pre-tax intrinsic value (the difference between the closing price of the common stock on June 30, 2020, the last business day of the secon d quarter of 2020, of $123.61 per share and the exercise price of each in-the-money option) that would have been received by the option holders had all option holders exercised their options on June 30, 2020. The aggregate intrinsic value of stock options exercised during the six months ended June 30, 2020 and 2019 was $2.5 million and $3.6 million, respectively. The weighted average grant date fair value of options granted during the six months ended June 30, 2020 and 2019 was $46.56 and $30.07, respectively. The total fair value of stock options that vested during the six months ended June 30, 2020 and 2019 was $2.5 million and $2.7 million, respectively. The fair value of stock units is calculated using the closing price of the Company’s common stock on the date of grant. Information regarding stock unit activity, which includes activity for restricted stock units and performance stock units, for the six months ended June 30, 2020 under the Plans is summarized below:
|  | Shares |  |  | Weighted- Average Remaining Contractual Term (in Years) |  |  | Aggregate Intrinsic Value (in Thousands) |
Unvested at December 31, 2019 |  |  | 734,984 |  |  |  |  |  |  |  |  |
Awarded |  |  | 149,755 |  |  |  |  |  |  |  |  |
Vested |  |  | (170,778 | ) |  |  |  |  |  |  |  |
Forfeited/expired/cancelled |  |  | (17,863 | ) |  |  |  |  |  |  |  |
Unvested at June 30, 2020 |  |  | 696,098 |  |  |  | 3.59 |  |  | $ | 86,045 |
Vested and expected to vest at June 30, 2020 (1) |  |  | 641,476 |  |  |  | 3.28 |  |  | $ | 79,293 |
| (1) | Represents the number of vested stock units as of June 30, 2020 plus the number of unvested stock units expected to vest as of June 30, 2020 based on the unvested outstanding stock units at June 30, 2020 adjusted for estimated forfeiture rates of 8% for awards granted to non-executive level employees and 3% for awards granted to executive level employees.
The aggregate intrinsic value in the table above represents the total pre-tax intrinsic value (equal to the closing price of the common stock on June 30, 2020, the last business day of the second quarter of 2020, of $123.61 per share, as stock units do not have an exercise price) that would have been received by the stock unit holders had all holders exercised on June 30, 2020. The aggregate intrinsic value of stock units vested during the six months ended June 30, 2020 and 2019 was $16.6 million and $11.7 million, respectively. The weighted average grant date fair value of stock units vested during the six months ended June 30, 2020 and 2019 was $59.84 and $31.97, respectively. The total fair value of stock units that vested during the six months ended June 30, 2020 and 2019 was $7.3 million and $6.0 million, respectively. As of June 30, 2020, there was $42.8 million of total unrecognized compensation cost related to unvested share-based awards. This cost is expected to be recognized over a weighted average remaining requisite service period of 3.83 years. The Company expects 1,761,586 unvested options and stock units to vest over the next five years.

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- Definition The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income. + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 235 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.4-08(e)(1)) -URI http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690 Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.3-04) -URI http://asc.fasb.org/extlink&oid=120397183&loc=d3e187085-122770 Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -URI http://asc.fasb.org/topic&trid=2208762 + Details
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