XML 25 R15.htm IDEA: XBRL DOCUMENT
v3.23.3

Stock-Based Compensation | 6 Months Ended
--- | ---
Sep. 30, 2023
Share-Based Payment Arrangement [Abstract] |
Stock-Based Compensation | Stock-Based Compensation 2019 Equity Incentive Plan In December 2019, the Company’s stockholders approved the 2019 Equity Incentive Plan (the “2019 Plan”) and reserved 5,500,000 shares of common stock for issuance thereunder. The maximum number of shares of common stock that may be issued pursuant to the exercise of incentive options under the 2019 Plan is 16,500,000. The number of shares of common stock reserved for issuance under the 2019 Plan will automatically increase on April 1 of each year, continuing through April 1, 2029, by 4.0% of the total number of shares of common stock outstanding on the last day of the preceding month. On April 1, 2023, 5,213,194 shares of common stock were added to the 2019 Plan pool in accordance with the evergreen provision of the 2019 Plan. As of September 30, 2023, options to purchase 10,747,935 shares of common stock and 4,036,663 restricted stock units (“RSUs”) were outstanding under the 2019 Plan and 2,245,595 s hares of common stock remained available for future grant under the 2019 Plan. 2018 Equity Incentive Plan As of the effective date of the 2019 Plan, no further stock awards have been or will be made under the 2018 Equity Incentive Plan (the “2018 Plan”). As of September 30, 2023, options to purchase 2,624,421 shares of common stock were outstanding under the 2018 Plan. 2023 Inducement Plan On February 1, 2023, the Company's Board of Directors approved the adoption of the 2023 Inducement Plan (the “Inducement Plan”), which is to be used exclusively for grants of awards to individuals who were not previously employees or directors of the Company (or following a bona fide period of non-employment) as a material inducement to such individuals’ entry into employment with the Company, pursuant to Nasdaq Listing Rule 5635(c)(4). The Company has reserved 5,000,000 shares of its common stock that may be issued under the Inducement Plan. The terms and conditions of the Inducement Plan are substantially similar to those of the 2019 Plan. As of September 30, 2023, no awards were granted or outstanding under the Inducement Plan. Stock Option Activity A summary of the stock option activity under the Company’s equity incentive plans is as follows:
| Number of Stock Options |  | Weighted- Average Exercise Price |  | Remaining Contractual Term (Years) |  | Aggregate Intrinsic Value (in thousands)
Balance - March 31, 2023 | 11,682,481 |  |  | $ | 8.05 |  |  | 8.16 |  | $ | 88,919 |
Granted | 2,080,263 |  |  | 15.13 |  |  |  |  |
Exercised | (340,329) |  |  | 7.98 |  |  |  |  |
Forfeited | (46,432) |  |  | 9.85 |  |  |  |  |
Expired | (3,627) |  |  | 8.62 |  |  |  |  |
Balance - September 30, 2023 | 13,372,356 |  |  | $ | 9.14 |  |  | 7.99 |  | $ | 391,077 |
Exercisable - September 30, 2023 | 6,648,722 |  |  | $ | 8.14 |  |  | 7.09 |  | $ | 201,142 |
The Company estimated the fair value of each option on the date of grant using the Black-Scholes option pricing model applying the weighted-average assumptions in the following table:
| Three Months Ended September 30, |  | Six Months Ended September 30,
| 2023 |  | 2022 |  | 2023 |  | 2022
Risk-free interest rate | 4.10% - 4.62% |  | 2.89% - 4.11% |  | 3.45% - 4.62% |  | 2.74% - 4.11%
Expected term, in years | 6.11 |  | 6.11 |  | 6.11 |  | 6.11
Expected volatility | 97.68% - 97.81% |  | 88.53% - 88.78% |  | 93.66% - 98.15% |  | 87.12% - 88.78%
Expected dividend yield | —% |  | —% |  | —% |  | —%
Restricted Stock Unit Awards A summary of RSUs activity under the Company’s equity incentive plans is as follows:
| Number of RSUs |  | Weighted- Average Grant Date Fair Value
Nonvested as of March 31, 2023 | 3,692,979 |  |  | $ | 7.63 |
Issued | 1,559,349 |  |  | 15.08 |
Vested | (1,184,029) |  |  | 6.55 |
Forfeited | (31,636) |  |  | 9.96 |
Nonvested as of September 30, 2023 | 4,036,663 |  |  | $ | 10.80 |
Stock-based Compensation Expense For the three and six months ended September 30, 2023 and 2022, stock-based compensation expense under the Company’s equity incentive plans was as follows (in thousands):
| Three Months Ended September 30, |  | Six Months Ended September 30,
| 2023 |  | 2022 |  | 2023 |  | 2022
Research and development expenses | $ | 5,182 |  |  | $ | 3,813 |  |  | $ | 10,060 |  |  | $ | 7,419 |
General and administrative expenses | 5,319 |  |  | 4,238 |  |  | 11,094 |  |  | 8,187 |
Total stock-based compensation | $ | 10,501 |  |  | $ | 8,051 |  |  | $ | 21,154 |  |  | $ | 15,606 |
As of September 30, 2023, total unrecognized compensation expense related to nonvested stock options and RSUs was $50.7 million and $38.3 million, respectively, which is expected to be recognized over the remaining weighted-average service period of 2.75 years and 2.85 years, respectively. Stock-based Compensation Allocated to the Company by RSL In relation to the RSL common share awards and options issued by RSL to employees of Roivant and the Company, the Company did not have any stock-based compensation expense for the three and six months ended September 30, 2023 and recorded $0.1 million and $0.2 million of stock-based compensation expense for the three and six months ended September 30, 2022, respectively, in the accompanying unaudited condensed consolidated statements of operations. RSL RSUs The Company’s Chief Executive Officer was granted 73,155 RSUs of RSL in January 2021, which are vesting over a period of four years. For the three months ended September 30, 2023, stock-based compensation expense recorded by the Company related to these RSUs was de minimis. For the three months ended September 30, 2022, the Company recorded $0.1 million of stock-based compensation expense related to these RSUs. For the six months ended September 30, 2023 and 2022, the Company recorded $0.1 million and $0.2 million, respectively, of stock-based compensation expense related to these RSUs. As of September 30, 2023, there was $0.1 million of unrecognized compensation expense related to unvested RSL RSUs.

X
- Definition The entire disclosure for share-based payment arrangement. + References Reference 1: http://www.xbrl.org/2003/role/exampleRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a)(1) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2 Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org//718/tableOfContent Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2 Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (h)(2) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2 Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (h)(2)(i) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2 Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (l) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2 + Details
Name: | us-gaap_DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration

X
- References No definition available. + Details
Name: | us-gaap_DisclosureOfCompensationRelatedCostsSharebasedPaymentsAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration