XML 25 R18.htm IDEA: XBRL DOCUMENT
v3.20.1

Stock-Based Compensation | 12 Months Ended
--- | ---
Dec. 31, 2019
Stock-Based Compensation |
Stock-Based Compensation | (12) Stock‑Based Compensation The Company has the following stock-based compensation plans: the 2004 Employee Stock Purchase Plan (the “2004 ESPP Plan”) and the 2008 Stock Option and Incentive Plan (the “2008 Plan”). Employee Stock Purchase Plan At December 31, 2019, a total of 276,666 shares of common stock are reserved for issuance under the 2004 ESPP Plan. Under the 2004 ESPP Plan, each participating employee may purchase shares of common stock through payroll deductions at a purchase price equal to 85% of the lower of the fair market value of the common stock at either the beginning of the offering period or the applicable exercise date. During the years ended December 31, 2019, 2018 and 2017, the Company issued 3,507, 9,524 and 5,359 shares under the 2004 ESPP Plan, respectively. At December 31, 2019, 250,159 shares were available for issuance under the 2004 ESPP Plan. Employee Stock Option and Incentive Plan The 2008 Plan permits the granting of incentive stock options (intended to qualify as such under Section 422A of the Internal Revenue Code of 1986, as amended), non‑qualified stock options, stock appreciation rights, performance share units, restricted stock and other awards of restricted stock in lieu of cash bonuses to employees, consultants and non‑employee directors. At December 31, 2019, the 2008 Plan allowed for a maximum of 2,233,333 shares of common stock to be issued for grants of new awards until June 9, 2025 and grants of incentive stock options until April 16, 2025. The Company’s Board of Directors determines the term of each option, option price, and number of shares for which each option is granted and the rate at which each option vests. Options generally vest over a period not to exceed four years. The term of each option cannot exceed ten years (five years for options granted to holders of more than 10% of the voting stock of the Company), and the exercise price of stock options cannot be less than the fair market value of the common stock at the date of grant (110% of fair market value for incentive stock options granted to holders of more than 10% of the voting stock of the Company). Vesting of all employee and non‑employee director stock option awards may accelerate upon a change in control as defined in the 2008 Plan. A summary of stock option activity for the year ended December 31, 2019 is as follows:
|  |  |  | Weighted |  | Weighted
|  |  |  | Average |  | Average
|  |  |  | Exercise |  | Remaining
|  |  |  | Price |  | Contractual
|  | Shares |  | Per Share |  | Term (In Years)
Options Outstanding at December 31, 2018 |  | 866,132 |  | $ | 93.70 |  | 7.1
Granted |  | 940,040 |  | $ | 2.77 |  |
Exercised |  | — |  | $ | — |  |
Canceled |  | (106,970) |  | $ | 70.22 |  |
Options Outstanding at December 31, 2019 |  | 1,699,202 |  | $ | 44.87 |  | 8.0
Options Vested and Expected to Vest at December 31, 2019 |  | 1,580,780 |  | $ | 47.90 |  | 7.9
Options Exercisable at December 31, 2019 |  | 573,996 |  | $ | 121.76 |  | 5.5
Shares Available for Grant Under the 2008 Plan |  | 424,263 |  |  |  |  |
The total intrinsic value of stock options exercised during the years ended December 31, 2019, 2018 and 2017 was $0.0 million. The weighted average grant‑date fair value of stock options granted during the years ended December 31, 2019, 2018 and 2017 was $2.08, $6.60 and $23.70, respectively. The total fair value of stock options vested during the years ended December 31, 2019, 2018 and 2017 was $4.9 million, $8.0 million and $13.4 million, respectively. The aggregate intrinsic value of stock options outstanding at December 31, 2019 was $0.0 million. The aggregate intrinsic value of stock options vested and expected to vest at December 31, 2019 was $0.0 million. As of December 31, 2019, total compensation cost related to non‑vested employee and non‑employee director stock options not yet recognized was approximately $3.8 million, net of estimated forfeitures, which is expected to be recognized as expense over a weighted average period of 3.0 years. Restricted Stock A summary of restricted stock activity under the 2008 Plan for the year ended December 31, 2019 is as follows:
|  |  |  | Weighted
|  |  |  | Average
|  |  |  | Grant Date
|  |  |  | Fair Value
|  | Shares |  | (per share)
Outstanding and unvested at December 31, 2018 |  | 3,552 |  | $ | 43.84
Granted |  | — |  | $ | —
Vested |  | (2,220) |  | $ | 49.25
Canceled |  | (222) |  | $ | 34.83
Outstanding and unvested at December 31, 2019 |  | 1,110 |  | $ | 34.83
Valuation and Expenses Information Stock‑based compensation expense for the years ended December 31, 2019, 2018 and 2017 was recorded as follows:
|  | 2019 |  | 2018 |  | 2017
|  | (In thousands)
Research and development |  | $ | 2,053 |  | $ | 3,874 |  | $ | 6,693
General and administrative |  |  | 2,498 |  |  | 4,207 |  |  | 5,619
Total stock-based compensation expense |  | $ | 4,551 |  | $ | 8,081 |  | $ | 12,312
The fair values of employee and director stock options granted during the years ended December 31, 2019, 2018 and 2017 were valued using the Black‑Scholes option pricing model with the following assumptions:
|  | 2019 |  | 2018 |  | 2017
Expected stock price volatility |  | 90 - 91% |  | 73 - 85% |  | 75 - 77%
Expected option term |  | 6.0 Years |  | 6.0 Years |  | 6.0 Years
Risk-free interest rate |  | 1.6 - 2.5% |  | 2.8 - 3.1% |  | 2.0 - 2.3%
Expected dividend yield |  | None |  | None |  | None
The Company estimates expected term based on historical exercise patterns. The Company uses its historical stock price volatility consistent with the expected term of grant as the basis for its expected volatility assumption. The risk‑free interest rate is based upon the yield of U.S. Treasury securities consistent with the expected term of the option. The dividend yield assumption is based on the Company’s history of zero dividend payouts and expectation that no dividends will be paid in the foreseeable future.

X
- Definition The entire disclosure for share-based payment arrangement. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 718 -URI http://asc.fasb.org/topic&trid=2228938 + Details
Name: | us-gaap_DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock
Namespace Prefix: | us-gaap_
Data Type: | nonnum: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