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Share-based Compensation
12 Months Ended
Dec. 31, 2019
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]  
Share-based Compensation

14. SHARE‑BASED COMPENSATION

Share‑Based Compensation Expense

The following table presents share‑based compensation expense included in the Company’s consolidated statements of operations and comprehensive loss:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Year Ended December 31,

 

(In thousands)

 

2019

 

 

2018

 

 

2017

 

Cost of goods manufactured and sold

 

$

9,948

 

 

$

9,174

 

 

$

7,596

 

Research and development

 

 

29,924

 

 

 

32,943

 

 

 

22,635

 

Selling, general and administrative

 

 

61,105

 

 

 

63,240

 

 

 

53,686

 

Total share-based compensation expense

 

$

100,977

 

 

$

105,357

 

 

$

83,917

 

 

During the years ended December 31, 2019, 2018 and 2017, $1.5 million, $2.7 million and $0.4 million, respectively, of share‑based compensation expense was capitalized and recorded as “Inventory” in the accompanying consolidated balance sheets.

Share‑Based Compensation Plans

The Company has two share-based compensation plan pursuant to which awards are currently being made: the 2011 Stock Option and Incentive Plan, as amended (the “2011 Plan”) and the 2018 Stock Option and Incentive Plan, as amended (the “2018 Plan”). The Company has one share‑based compensation plan pursuant to which outstanding awards have been made, but from which no further awards can or will be made: the 2008 Stock Option and Incentive Plan, as amended. The 2018 Plan and the 2011 Plan allow for the issuance of non-qualified and incentive stock options, restricted stock, restricted stock units, cash-based awards and performance shares to employees, officers and directors of, and consultants to, the Company in such amounts and with such terms and conditions as may be determined by the compensation committee of the Company's board of directors, subject to the provisions of the 2018 Plan and the 2011 Plan, as applicable.

At December 31, 2019, there were 10.6 million ordinary shares available for issuance in the aggregate under the Company’s stock plans. The 2018 Plan and the 2011 Plan each provide that awards other than stock options will be counted against the total number of shares available under the plan in a 1.8-to‑1 ratio.

Stock Options

A summary of stock option activity is presented in the following table:

 

 

 

Number of

 

 

Weighted Average

 

 

 

Shares

 

 

Exercise Price

 

Outstanding, January 1, 2019

 

 

14,852,457

 

 

$

40.48

 

Granted

 

 

3,812,103

 

 

$

31.49

 

Exercised

 

 

(1,515,957

)

 

$

12.55

 

Expired

 

 

(1,104,967

)

 

$

48.42

 

Forfeited

 

 

(807,791

)

 

$

42.32

 

Outstanding, December 31, 2019

 

 

15,235,845

 

 

$

40.34

 

Exercisable, December 31, 2019

 

 

9,874,065

 

 

$

39.15

 

 

The weighted average grant date fair value of stock options granted during the years ended December 31, 2019, 2018 and 2017 was $15.57, $30.47 and $25.81, respectively. The aggregate intrinsic value of stock options exercised during the years ended December 31, 2019, 2018 and 2017 was $21.3 million, $35.5 million and $40.4 million, respectively.

At December 31, 2019, there were 5.2 million stock options expected to vest with a weighted average exercise price of $42.64 per share, a weighted average contractual remaining life of 8.5 years with an aggregate intrinsic value of less than $0.1 million. At December 31, 2019, the aggregate intrinsic value of stock options exercisable was $12.9 million with a weighted average remaining contractual term of 4.5 years. The number of stock options expected to vest was determined by applying the pre‑vesting forfeiture rate to the total outstanding options. The intrinsic value of a stock option is the amount by which the market value of the underlying stock exceeds the exercise price of the stock option.

At December 31, 2019, there was $48.0 million of unrecognized compensation cost related to unvested stock options, which is expected to be recognized over a weighted average period of 1.9 years. Cash received from option exercises under the Company’s award plans during the years ended December 31, 2019, 2018 and 2017 was $18.9 million, $20.9 million and $23.5 million, respectively.

Time‑Vested Restricted Stock Units

A summary of time‑vested RSU activity is presented in the following table:

 

 

 

 

 

 

 

Weighted Average

 

 

 

Number of

Shares

 

 

Grant Date

Fair Value

 

Unvested, January 1, 2019

 

 

2,266,286

 

 

$

55.32

 

Granted

 

 

2,826,092

 

 

$

30.47

 

Vested

 

 

(791,484

)

 

$

53.62

 

Forfeited

 

 

(556,094

)

 

$

41.44

 

Unvested, December 31, 2019

 

 

3,744,800

 

 

$

38.99

 

 

The weighted average grant date fair value of time‑vested RSUs granted during the years ended December 31, 2019, 2018 and 2017 were $30.47, $63.01 and $54.85, respectively. The total fair value of time‑vested RSUs that vested during the years ended December 31, 2019, 2018 and 2017, was $42.4 million, $34.5 million and $31.5 million, respectively.

At December 31, 2019, there was $66.6 million of total unrecognized compensation cost related to unvested time‑vested RSUs, which will be recognized over a weighted average remaining contractual term of 1.9 years.

Performance-Based Restricted Stock Units

In February 2017, the compensation committee of the Company’s board of directors approved awards of RSUs to all employees employed by the Company during 2017, in each case subject to vesting on the achievement of the following performance criteria: (i) FDA approval of the NDA for ALKS 5461, (ii) the achievement of the pre-specified primary efficacy endpoints in each of two phase 3 studies of ALKS 3831, and (iii) revenues equal to or greater than a pre-specified amount for the year ending December 31, 2019. These performance criteria were to be assessed over a performance period of three years from the date of the grant.

A summary of performance-based RSU activity is presented in the following table:

 

 

 

 

 

 

 

Weighted Average

 

 

 

Number of

Shares

 

 

Grant Date

Fair Value

 

Unvested, January 1, 2019

 

 

626,168

 

 

$

54.75

 

Granted

 

 

 

 

$

 

Forfeited

 

 

(81,000

)

 

$

54.77

 

Vested

 

 

(1,614

)

 

$

48.48

 

Unvested, December 31, 2019

 

 

543,554

 

 

$

54.75

 

 

The grant date fair value of the performance-based RSUs was equal to the closing price of the Company’s stock on the Nasdaq Global Select Market on the date of grant.

In December 2018, the Company achieved the pre-specified primary efficacy endpoints on its second of the two phase 3 studies of ALKS 3831, resulting in the vesting of a portion of the granted performance-based RSUs and the recognition of $17.1 million in share-based compensation expense related to these awards. The Company recognized $2.1 million, $6.7 million and $8.3 million of this expense in cost of goods manufactured and sold, R&D expense and SG&A expense, respectively.

 

In the first quarter of 2020, the compensation committee of the Company’s board of directors will meet to determine whether the two remaining performance criteria were achieved. At December 31, 2019, the Company does not consider it probable that the performance criteria will be met on these remaining performance obligations and has not recognized any additional share-based compensation expense related to these performance-based RSUs. At December 31, 2019, there was $29.8 million of unrecognized compensation cost related to the remaining unvested portion of the performance-based RSUs, which would be recognized in accordance with the terms of the award should the Company deem that the performance criteria were met. The unvested awards will expire if it is determined that the performance conditions were not met on or before the three year anniversary of the grant date.