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Share-based compensation | 6 Months Ended
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Jun. 30, 2025
Share-based compensation |
Share-based compensation | 10Share-based compensation ​ The Company’s share-based compensation plans include the amended and restated 2014 Share Incentive Plan (as amended, the “2014 Plan”) and inducement grants under Rule 5653(c)(4) of the Nasdaq Global Select Market with terms similar to the 2014 Plan (together the “2014 Plans”). At the annual general meeting of shareholders in June 2025, the Company’s shareholders authorized an additional 2,400,000 shares for issuance under the 2014 Plan. As of June 30, 2025, a total of 4,484,501 ordinary shares remain available for issuance under the 2014 Plan. ​ In June 2018, the Company’s shareholders adopted and approved the uniQure N.V. Employee Stock Purchase Plan (as amended, the “ESPP”) allowing the Company to issue up to 150,000 ordinary shares. The ESPP is intended to qualify under Section 423 of the Internal Revenue Code of 1986, as amended. Under the ESPP, employees are eligible to purchase ordinary shares through payroll deductions, subject to any plan limitations. The purchase price of the ordinary shares on each purchase date is equal to the lower of: (i) 85% of the closing market price on the offering date or (ii) 85% of the closing market price on the purchase date. ​ 2014 Plans and ESPP ​ Share-based compensation expense recognized by classification included in the Consolidated Statements of Operations and Comprehensive Loss in relation to the 2014 Plans and the ESPP for the periods indicated below was as follows: ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
| ​ | Three months ended June 30, | ​ | Six months ended June 30,
​ |  | 2025 |  | 2024 |  | 2025 |  | 2024
​ | ​ | (in thousands) | ​ | (in thousands)
Cost of manufacturing services revenue | ​ | $ | — | ​ | $ | 690 | ​ | $ | — | ​ | $ | 1,035
Research and development | ​ | ​ | 2,758 | ​ | ​ | 2,856 | ​ | ​ | 5,221 | ​ | ​ | 6,281
Selling, general and administrative | ​ | ​ | 2,326 | ​ | ​ | 3,334 | ​ | ​ | 4,273 | ​ | ​ | 6,755
Total | ​ | $ | 5,084 | ​ | $ | 6,880 | ​ | $ | 9,494 | ​ | $ | 14,071
​ Share-based compensation expense / (income) recognized by award type for the 2014 Plans as well as the ESPP was as follows: ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | Three months ended June 30, | ​ | Six months ended June 30,
​ |  | 2025 |  | 2024 |  | 2025 |  | 2024
​ | ​ | (in thousands) | ​ | (in thousands)
Award type/ESPP | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Share options | ​ | $ | 1,662 | ​ | $ | 2,660 | ​ | $ | 3,299 | ​ | $ | 5,573
Restricted share units | ​ | ​ | 2,547 | ​ | ​ | 4,214 | ​ | ​ | 4,760 | ​ | ​ | 8,584
Performance share units | ​ | ​ | 875 | ​ | ​ | 3 | ​ | ​ | 1,435 | ​ | ​ | (96)
Employee share purchase plan | ​ | ​ | — | ​ | ​ | 3 | ​ | ​ | — | ​ | ​ | 10
Total | ​ | $ | 5,084 | ​ | $ | 6,880 | ​ | $ | 9,494 | ​ | $ | 14,071
​ As of June 30, 2025, the unrecognized share-based compensation expense related to unvested awards under the 2014 Plans were: ​
​ | ​ | ​ | ​ | ​ | ​
​ |  | Unrecognized |  | Weighted average
​ |  | share-based |  | remaining
​ | ​ | compensation | ​ | period for
​ | ​ | expense | ​ | recognition
​ | ​ | (in thousands) | ​ | (in years)
Award type | ​ | ​ | ​ | ​ | ​
Share options | ​ | $ | 15,146 | ​ | 2.72
Restricted share units | ​ | ​ | 21,007 | ​ | 2.26
Performance share units | ​ | ​ | 2,214 | ​ | 0.50
Total | ​ | $ | 38,367 | ​ | 2.34
​ The Company satisfies the exercise of share options and vesting of Restricted Share Units (“RSUs”) and Performance Share Units (“PSUs”) through newly issued ordinary shares. ​ Share options Share options are priced on the date of grant and, except for certain grants made to non-executive directors, vest over a period of four years. The first 25% of each grant vests after one year from the initial grant date and the remainder vests in equal quarterly installments over years two, three and four. Certain grants to non-executive directors vest in full after one year. Any options that vest must be exercised by the tenth anniversary of the initial grant date. The following table summarizes option activity under the 2014 Plans for the six months ended June 30, 2025: ​
​ | ​ | ​ | ​ | ​ | ​
​ | ​ | Options
​ | ​ | Number of | ​ | Weighted average
​ |  | ordinary shares |  | exercise price
​ | ​ | ​ | ​ | ​ | ​
Outstanding at December 31, 2024 | ​ | 4,967,160 | ​ | ​ | 19.87
Granted | ​ | 1,150,410 | ​ | $ | 12.56
Forfeited | ​ | (81,265) | ​ | $ | 13.14
Expired | ​ | (693,203) | ​ | $ | 30.81
Exercised | ​ | (21,240) | ​ | $ | 9.55
Outstanding at June 30, 2025 | ​ | 5,321,862 | ​ | $ | 17.16
Thereof, fully vested, and exercisable on June 30, 2025 | ​ | 3,044,471 | ​ | $ | 21.06
Thereof, outstanding and expected to vest after June 30, 2025 | ​ | 2,277,391 | ​ | $ | 11.94
Outstanding and expected to vest after December 31, 2024 | ​ | 1,838,603 | ​ | $ | 11.46
​ | ​ | ​ | ​ | ​ | ​
​
​ | ​ | ​ | ​ | ​ | ​
Total weighted average grant date fair value of options issued during the period (in $ millions) | ​ | ​ | ​ | $ | 8.8
​ The fair value of each option issued is estimated at the respective grant date using the Hull & White option pricing model with the following weighted-average assumptions: ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | Three months ended June 30, |  | Six months ended June 30,
​ |  | 2025 |  | 2024 |  | 2025 |  | 2024
Assumptions | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Expected volatility | ​ | 80% | ​ | 70% | ​ | 70% - 80% | ​ | 70%
Expected terms | ​ | 10 years | ​ | 10 years | ​ | 10 years | ​ | 10 years
Risk free interest rate | ​ | 4,64% | ​ | 4,32% | ​ | 4,36% - 4,64% | ​ | 4,32%
Expected dividend yield | ​ | 0% | ​ | 0% | ​ | 0% | ​ | 0,0%
​ RSUs ​ The following table summarizes the RSU activity for the six months ended June 30, 2025: ​
​ | ​ | ​ | ​ | ​ | ​
​ | ​ | RSUs
​ |  | ​ |  | Weighted average
​ | ​ | Number of | ​ | grant-date fair
​ | ​ | ordinary shares | ​ | value
Non-vested at December 31, 2024 | ​ | 1,659,898 | ​ | $ | 10.71
Granted | ​ | 1,367,990 | ​ | $ | 12.24
Vested | ​ | (716,318) | ​ | $ | 12.28
Forfeited | ​ | (143,601) | ​ | $ | 9.99
Non-vested at June 30, 2025 | ​ | 2,167,969 | ​ | $ | 11.20
​ | ​ | ​ | ​ | ​ | ​
Total weighted average grant date fair value of RSUs granted during the period (in $ millions) | ​ | ​ | ​ | $ | 16.7
​ RSUs generally vest over one to three years. RSUs granted to non-executive directors vest one year from the date of grant. ​ PSUs ​ Awards of PSUs are subject to the achievement of specified performance objectives. The fair value of PSUs granted in 2022 and 2024 is determined at the grant date by reference to share-price. The fair value of PSUs awarded in 2024 and for which the service period precedes the grant date, is determined by reference to the price of the Company’s ordinary shares as of June 30, 2025. ​ The following table summarizes the PSU activity for the six months ended June 30, 2025: ​
​ | ​ | ​ | ​ | ​ | ​
​ | ​ | PSUs
​ |  | ​ |  | Weighted average
​ | ​ | Number of | ​ | grant-date fair
​ | ​ | ordinary shares | ​ | value
Non-vested at December 31, 2024 | ​ | 150,120 | ​ | $ | 21.65
Vested | ​ | (66,500) | ​ | $ | 26.70
Forfeited | ​ | (38,620) | ​ | $ | 20.24
Non-vested at June 30, 2025 | ​ | 45,000 | ​ | $ | 15.40
PSUs awarded but not yet granted | ​ | 230,000 | ​ | $ | 13.94
Total non-vested and discretionary PSUs | ​ | 275,000 | ​ | $ | 14.18
​ ​ In the six months ended June 30, 2025, there was an increase in the number of ordinary shares awarded, of 115,000 shares, related to the PSUs awarded but not yet granted, as a result of the increase of the expected payout from 100% to 200%. ESPP ​ During the six months ended June 30, 2025 nil ordinary shares were issued under the ESPP compared to 10,150 during the same period in 2024. As of June 30, 2025, 86,712 ordinary shares remain available for issuance under the ESPP compared to a total of 86,712 as of June 30, 2024.

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