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Equity Incentive Plans | 12 Months Ended
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Dec. 31, 2024
Share-Based Payment Arrangement [Abstract] |
Equity Incentive Plans | EQUITY INCENTIVE PLANS 2008 Plan The 2008 Stock Incentive Plan (2008 Plan), which governed the granting of stock options, stock purchase rights and other equity awards, was terminated in June 2014 for future awards. When the 2014 Equity Incentive Award Plan (2014 Plan) was approved by the board of directors and stockholders on June 18, 2014, all remaining shares available for future award under the 2008 Plan were transferred to the 2014 Plan, as discussed below. 2014 Plan The 2014 Equity Incentive Plan (2014 Plan), effective on June 18, 2014, provided for the stock-based compensation awards, including stock options, stock appreciation rights, restricted stock, service-based RSUs, performance-based RSUs, deferred stock, deferred stock units, dividend equivalents, stock payments and performance awards. The 2014 Plan initially reserved 1.5 million shares, including the 35 thousand shares remaining for future awards under the 2008 Plan, with up to 1.2 million additional shares which could be added from forfeited or lapsed awards from the 2008 Plan. The 2014 Plan allowed for an annual increase in the number of shares available for issuance on the first day of each year through 2024, equal to the lesser of four percent (4.0%) of our outstanding common stock on the last day of the immediately preceding year or a smaller amount determined by the board of directors (2014 Plan evergreen provision). On June 14, 2024, stockholders approved the Amended and Restated 2014 Equity Incentive Award Plan (2014 A&R Plan). The key provisions pursuant to the 2014 A&R Plan include: (1) 19.0 million shares were added to the total existing share reserve; (2) the 2014 Plan evergreen provision was removed such that any increase to the total number of shares that may be issued must be approved by our stockholders; and (3) the limit of shares that may be issued upon exercise of incentive stock options was increased from 10.7 million to 58.5 million shares. In addition to increases resulting from repurchases, forfeitures, expirations and cancellations of awards under the 2008 Plan, shares reserved for issuance under the 2014 A&R Plan will be increased by the number of shares subject to awards granted under the Inducement Plan, as discussed below, that are repurchased, forfeited, expire or are cancelled on or after June 14, 2024. As a result, no new awards will be made under the Inducement Plan after June 14, 2024. As of December 31, 2024, approximately 18.1 million shares of our common stock were available for future issuance under the 2014 A&R Plan. 2016 Plan In November 2016, our board of directors approved the 2016 Employment Commencement Incentive Plan (Inducement Plan) under which 1.0 million shares were reserved. In January 2021, January 2022, December 2022 and January 2024, 0.5 million, 2.0 million, 3.0 million and 5.8 million shares, respectively, were added to the Inducement Plan. As of December 31, 2024, 8.8 million shares of our common stock were subject to inducement grants that were issued pursuant to the Inducement Plan. As of December 31, 2024, approximately 3.9 million shares of our common stock were available for future issuance under the 2016 Plan. Stock Options A summary of our stock option activity and related information during the year ended December 31, 2024 is as follows:
| Options Issued and Outstanding |  | Weighted Average Remaining Contractual Term (in years) |  | Aggregate Intrinsic Value (in thousands)
Number of Shares (in thousands) |  | Weighted-Average Exercise Price per Share |  |
Balance at December 31, 2023 | 22,168 |  |  | $ | 4.20 |  |  |  |  |
Options granted | 9,674 |  |  | $ | 7.95 |  |  |  |  |
Options exercised | (2,654) |  |  | $ | 2.24 |  |  |  |  |
Options canceled | (1,103) |  |  | $ | 5.35 |  |  |  |  |
Balance at December 31, 2024 | 28,085 |  |  | $ | 5.63 |  |  | 7.1 |  | $ | 31,830 |
Vested and expected to vest at December 31, 2024 | 28,085 |  |  | $ | 5.63 |  |  | 7.1 |  | $ | 31,830 |
Exercisable at December 31, 2024 | 14,968 |  |  | $ | 5.52 |  |  | 5.7 |  | $ | 19,161 |
The aggregate intrinsic value represents the difference between the total pre-tax value (i.e., the difference between our stock price and the exercise price) of stock options outstanding as of December 31, 2024, based on our common stock closing price of $5.07 per share, which would have been received by the option holders if all their in-the-money options had been exercised as of that date. The intrinsic value of options exercised during the years ended December 31, 2024, 2023 and 2022 was $19.6 million, $1.1 million and $30 thousand, respectively. The total fair value of options vested during the years ended December 31, 2024, 2023 and 2022 was $61.0 million, $24.9 million and $7.0 million, respectively. The weighted-average grant-date estimated fair value of options granted during the years ended December 31, 2024, 2023 and 2022 was $6.22, $2.36 and $0.63 per share, respectively. The estimated grant date fair value of employee stock options was calculated using the Black-Scholes option-pricing model, based on the following weighted-average assumptions:
| Year Ended December 31,
| 2024 |  | 2023 |  | 2022
Expected term (in years) | 5.4 |  | 5.1 |  | 4.9
Expected volatility | 100.8 | % |  | 97.6 | % |  | 92.1 | %
Risk-free interest rate | 4.0 | % |  | 3.8 | % |  | 2.2 | %
Dividend yield | — | % |  | — | % |  | — | %
Expected Term—We estimate the expected term of our options based upon historical exercises and post-vesting termination behavior. Expected Volatility—We use the historic volatility of our own stock over the retrospective period corresponding to the expected remaining term of the options, or the period since our shares were first quoted on The Nasdaq Global Market, if that is shorter, to compute our expected stock price volatility. Risk-Free Interest Rate—The risk-free interest rate assumption is based on the zero-coupon U.S. treasury instruments on the date of grant with a maturity date consistent with the expected term of our stock option grants. Dividend Yield—To date, we have not declared or paid any cash dividends and do not have any plans to do so in the future. Therefore, we use an expected dividend yield of zero. Restricted Stock Units A summary of our RSUs activity and related information for the year ended December 31, 2024 is as follows:
| Number of RSUs (in thousands) |  | Weighted-Average Grant Date Fair Value Per Share |  |  |  |
Non-vested restricted stock units at December 31, 2023 | 3,646 |  |  | $ | 3.09 |  |  |  |  |
Granted | 7,382 |  |  | $ | 7.94 |  |  |  |  |
Vested | (2,430) |  |  | $ | 5.65 |  |  |  |  |
Forfeited | (585) |  |  | $ | 5.68 |  |  |  |  |
Non-vested restricted stock units at December 31, 2024 | 8,013 |  |  | $ | 6.59 |  |  |  |  |
The total estimated fair value of RSUs vested during the years ended December 31, 2024, 2023 and 2022 was $16.4 million, $3.5 million and $2.6 million, respectively. Issuance of Common Stock for Services During the years ended December 31, 2024, 2023 and 2022, we issued approximately 41 thousand, 0.1 million and 0.7 million shares, respectively, of common stock to members of the board of directors who elected to receive stock in lieu of their cash fees under our Non-Employee Director Compensation Program. The shares issued during the years ended December 31, 2024, 2023 and 2022 were valued at $0.3 million, $0.3 million and $0.4 million, respectively, based on the fair value of the common stock on the date of grant. Employee Stock Purchase Plan The 2014 ESPP, effective on June 18, 2014, initially reserved approximately 0.2 million shares of common stock for our eligible employees to purchase shares of our common stock at a discount. If approved by the administrator of the ESPP, on the first day of each calendar year through 2024, the number of shares in the reserve increased by an amount equal to the lesser of (i) one percent (1.0%) of the shares of common stock outstanding on the last day of the immediately preceding fiscal year and (ii) such number of shares of common stock as determined by the board of directors (2014 ESPP evergreen provision); provided, however, no more than 2.2 million shares of our common stock could be issued under the ESPP. On June 14, 2024, stockholders approved the Amended and Restated 2014 ESPP (A&R ESPP). The key provisions pursuant to the A&R ESPP include: (1) 3.0 million shares were added to the total existing share reserve and (2) the 2014 ESPP evergreen provision was eliminated and no evergreen increases will be made after June 14, 2024. During the years ended December 31, 2024, 2023 and 2022, we issued approximately 0.5 million, 0.4 million and 0.3 million shares, respectively, at an average share price of $4.64, $1.85 and $0.63, respectively, pursuant to the ESPP. As of December 31, 2024, approximately 3.7 million shares of our common stock were available for future issuance under the A&R ESPP. The following table illustrates the weighted-average assumptions for the Black-Scholes option-pricing model used in determining the fair value of ESPP purchase rights granted to our employees:
| Year Ended December 31,
| 2024 |  | 2023 |  | 2022
Expected term (in years) | 0.5 |  | 0.5 |  | 0.5
Expected volatility | 82.8 | % |  | 86.0 | % |  | 97.2 | %
Risk-free interest rate | 5.0 | % |  | 5.3 | % |  | 1.9 | %
Dividend yield | — | % |  | — | % |  | — | %
Stock-based Compensation Expense Stock-based compensation expense recognized for stock options, RSUs and our ESPP is recorded as operating expenses in our statements of operations and comprehensive loss, as follows:
| Year Ended December 31,
(in thousands) | 2024 |  | 2023 |  | 2022
Selling, general and administrative | $ | 27,791 |  |  | $ | 9,952 |  |  | $ | 7,525 |
Research and development | 9,590 |  |  | 3,578 |  |  | 3,225 |
Total | $ | 37,381 |  |  | $ | 13,530 |  |  | $ | 10,750 |
A summary of our total unrecognized stock-based compensation expense, net of estimated forfeitures, as of December 31, 2024 is as follows:
| December 31, 2024
| Unrecognized Compensation Expense (in thousands) |  | Average Remaining Vesting Period (in years)
Stock option grants | $ | 55,610 |  |  | 2.71
RSU grants | $ | 49,930 |  |  | 2.96
ESPP | $ | 162 |  |  | 0.1

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