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Equity Incentive Plans and Stock-Based Compensation
3 Months Ended
Mar. 31, 2023
Share-Based Payment Arrangement [Abstract]  
Equity Incentive Plans and Stock-Based Compensation

8. Equity Incentive Plans and Stock-Based Compensation

As of March 31, 2023, there were 2,418,516 shares available for future issuance under the 2020 Equity Incentive Plan and 330,861 shares available for future issuance under the 2022 Inducement Equity Incentive Plan. The 2020 Equity Incentive Plan provides for the grants of stock options and other equity-based awards to employees, non-employee directors and consultants of the Company. The 2022 Inducement Equity Incentive Plan provides for the grants of equity-based awards to individuals not previously employees or non-employee directors of the Company.

The table below summarizes the total stock-based compensation expense included in the Company’s statements of operations and comprehensive loss for the periods presented (in thousands):

 

 

Three Months Ended
March 31,

 

 

2023

 

 

2022

 

Research and development

$

1,475

 

 

$

1,568

 

General and administrative

 

2,139

 

 

 

2,377

 

Total stock-based compensation expense

$

3,614

 

 

$

3,945

 

Stock Options

On June 21, 2022, the Company filed with the SEC a Tender Offer Statement on Schedule TO defining the terms and conditions of a one-time voluntary stock option exchange of certain eligible options for its employees (the Option Exchange). On July 20, 2022, the completion date of the Option Exchange, stock options covering an aggregate of 4,406,732 shares of common stock were tendered by eligible employees, and the Company granted new options at an exercise price of $4.36, the Company’s closing stock price on July 20, 2022, covering an aggregate of 4,406,732 shares of common stock under the 2020 Equity Incentive Plan in exchange for the tendered options. As a result of the Option Exchange, the Company will recognize incremental stock-based compensation expense of $3.7 million over the requisite service period of the new stock options, which is three or four years. The Company will recognize the sum of the incremental stock-based compensation expense and the remaining unrecognized compensation expense for the original awards on the modification date, over the requisite service period of the new stock options.

The following table summarizes the stock option activity for the three months ended March 31, 2023:

 

 

 

Options

 

 

Weighted-
Average
Exercise
Price

 

 

Weighted-
Average
Remaining
Contractual
Term
(in years)

 

 

Aggregate
Intrinsic
Value
(in thousands)

 

Outstanding at December 31, 2022

 

 

6,690,492

 

 

$

4.27

 

 

 

 

 

 

 

Granted

 

 

1,796,570

 

 

$

6.00

 

 

 

 

 

 

 

Exercised

 

 

(16

)

 

$

1.60

 

 

 

 

 

 

 

Forfeited and cancelled

 

 

(12,647

)

 

$

5.37

 

 

 

 

 

 

 

Outstanding at March 31, 2023

 

 

8,474,399

 

 

$

4.64

 

 

 

8.7

 

 

$

12,929

 

Exercisable at March 31, 2023

 

 

1,755,709

 

 

$

3.92

 

 

 

5.7

 

 

$

5,938

 

 

 

The fair value of stock option awards to employees, executives, directors, and other service providers was estimated at the date of grant using the Black-Scholes-Merton option pricing model with the following assumptions:

 

 

 

Three Months Ended
March 31,

 

 

2023

 

2022

Risk-free interest rate

 

3.45%

 

1.47% - 1.70%

Expected volatility

 

87.68%

 

82.98% - 83.59%

Expected term (in years)

 

6.08

 

6.08

Expected dividend yield

 

0%

 

0%

 

The Company recognized stock-based compensation expense related to the vesting of stock options of $3.1 million and $3.7 million during the three months ended March 31, 2023 and 2022, respectively. Total unrecognized compensation expense related to outstanding unvested stock-option awards as of March 31, 2023, was $38.3 million, which is expected to be recognized over a weighted-average remaining service period of 3.1 years.

Restricted Stock Units

The following table summarizes the restricted stock unit activity for the three months ended March 31, 2023:

 

 

Number of Shares

 

 

Weighted-
Average
Grant-Date
Fair Value

 

Outstanding at December 31, 2022

 

 

191,925

 

 

$

7.83

 

Granted

 

 

297,323

 

 

$

6.00

 

Vested

 

 

(1,662

)

 

$

7.97

 

Forfeited

 

 

(1,644

)

 

$

6.37

 

Outstanding at March 31, 2023

 

 

485,942

 

 

$

6.72

 

The Company recognized stock-based compensation expense related to the vesting of restricted stock units of $0.3 million and $0.1 million during the three months ended March 31, 2023 and 2022, respectively. Total unrecognized compensation expense related to restricted stock units as of March 31, 2023, was $2.9 million, which is expected to be recognized over a weighted-average remaining service period of 2.4 years.

Employee Stock Purchase Plan

The company recognized stock-based compensation expense related to the Employee Stock Purchase Plan (ESPP) of $0.2 million and $0.1 million during the three months ended March 31, 2023 and 2022, respectively.

Net Loss per Share

The following outstanding shares of potentially dilutive securities were excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented because including them would have been anti-dilutive:

 

 

Three Months Ended March 31,

 

 

2023

 

 

2022

 

Options to purchase common stock

 

8,474,399

 

 

 

6,424,324

 

 Non-vested restricted stock units

 

485,942

 

 

 

217,730

 

Total

 

8,960,341

 

 

 

6,642,054