Stock-Based Compensation

9 Months Ended

Sep. 30, 2024

Share-Based Payment Arrangement [Abstract]

Stock Option and Grant Plans

In 2019, the board of directors adopted, and the Company’s shareholders approved, the 2019 Stock Option and Grant Plan (the “2019 Plan”) under which the Company may grant equity-based incentive awards to the Company’s employees, officers, directors, consultants and other key persons of the Company and its affiliates upon whose judgement, initiative, and efforts the Company largely depends for the successful conduct of its business.

The following are awards that are authorized to be issued:

•Stock Options including Incentive Stock Options (“ISO”) or Non-Qualified Stock Options (“NQSO”);

•Restricted Stock Awards (“RSA”);

•Unrestricted Stock Awards (“URSA”); and

•Restricted Stock Units (“RSU”)

Under the 2019 Plan, as amended, the Company is authorized to issue up to 8,856,245 shares of Common Stock. For the period ended September 30, 2024, the Company has issued RSAs, ISOs and NQSOs under the 2019 Plan. The terms of equity award agreements, including vesting requirements, were determined by the board of directors and are subject to the provisions of the 2019 Plan. Equity awards granted to employees and non-employees generally vest over a four-year period but may be granted with different vesting terms. Certain options provide for early vesting.

RSAs were issued under individual RSA agreements (the “Award Agreements”). The Award Agreements dictate vesting terms and once vested, the recipients’ restricted stock may not be sold, assigned, transferred, pledged or otherwise encumbered or disposed of except as specifically provided in the respective Award Agreement.

Stock options granted to employees and non-employees expire no more than 10 years from the date of grant and are generally service based. A limited number of awards contain performance-based vesting criteria and for such awards that are deemed probable of vesting, the Company records expense in the period in which such determination is made through any estimated remaining vested period.

In 2024, in connection with the Company's IPO, the board of directors adopted, and the Company's shareholders approved the 2024 Stock Option and Grant Plan (the "2024 Plan") under which the Company may grant equity-based incentive awards to the Company’s employees, officers, directors, consultants and other key persons of the Company and its affiliates upon whose judgement, initiative, and efforts the Company largely depends for the successful conduct of its business.

Under the 2024 Plan, the Company is authorized to issue up to 2,453,616 shares of Common Stock, plus on January 1, and on each January 1 thereafter, the number of shares of stock reserved and available for issuance under the 2024 Plan shall automatically be cumulatively increased by 5% of the outstanding shares on the immediately preceding December 31 or such lesser number of shares as approved by the Company. Through September 30, 2024, the Company has issued 174,707 ISOs and NQSOs under the 2024 Plan. The terms of equity award agreements, including vesting requirements, were determined by the board of directors and are subject to the provisions of the 2024 Plan. Equity awards granted to employees and non-employees generally vest over a four-year period but may be granted with different vesting terms. Certain options provide for early vesting.

Stock-Based Compensation Expense

The Company recognized total stock-based compensation expense for non-employees and employees in its statements of operations as follows (in thousands):


	Three Months Ended September 30,
	2024		2023
General and administrative	$	1,469	$	398
Research and development	562		121
Total	$	2,031	$	519

	Nine Months Ended September 30,
	2024		2023
General and administrative	$	3,172	$	924
Research and development	1,044		210
Total	$	4,216	$	1,134

Restricted Stock Awards

A summary of RSA award activity for non-employees and employees of the Company is as follows:


	Number of Shares	Weighted- Average Grant Date Fair Value
Balance as of December 31, 2023	47,199	$	4.07
Granted	—	—
Vested	(40,252)	4.07
Repurchased/forfeited	—	—
Balance as of September 30, 2024	6,947	$	4.07

As of September 30, 2024, total unrecognized compensation costs of $0.1 million related to unvested stock-based compensation arrangements are expected to be recognized as expense over a weighted average period of 0.1 years.

Stock Options

A summary of options award activity for non-employees and employees of the Company is as follows:


	Shares	Weighted- Average Exercise Price		Weighted Average – Remaining Contractual Life (years)	Aggregate Intrinsic Value (1) (in thousands)

Outstanding as of December 31, 2023	4,850,669	$	4.53
Granted	3,652,807	9.13
Exercised	(393,216)	3.97
Canceled	(117,494)	4.01
Outstanding as of September 30, 2024	7,992,766	6.67		9.3	$	133,789

Exercisable as of September 30, 2024	897,774	$	4.53	8.5	$	16,951
Exercisable and expected to vest as of September 30, 2024	7,992,766			9.3

(1)The aggregate intrinsic values is calculated as the difference between the exercise price of the underlying options and the fair value of the Company’s common stock on September 30, 2024 for the options that were in the money.

The weighted-average fair value of options granted during the nine months ended September 30, 2024 and 2023, was $6.99 and $2.77, respectively.

The Company had 7,094,992 unvested stock options outstanding as of September 30, 2024. As of September 30, 2024, total unrecognized compensation costs of $37.0 million related to unvested stock options are expected to be recognized as expense over a weighted average period of 3.3 years.

On September 5, 2024, the Company’s board of directors adopted, and its stockholders approved, the 2024 Employee Stock Purchase Plan (the "ESPP"), which became effective September 5, 2024. The ESPP initially reserves and authorizes the issuance of up to 507,383 shares of our common stock to participating employees. The ESPP provides that the number of shares reserved and available for issuance will automatically increase on January 1, 2025 and each January 1 thereafter through January 1, 2034, by the least of (i) 1,014,766 shares of common stock, (ii) 1% of the sum of (A) the number of shares of our common stock issued and outstanding on the immediately preceding December 31, and (B) the number of shares of common stock issuable pursuant to the exercise of any outstanding, pre-funded warrants to acquire such common stock for a nominal exercise price on the immediately preceding December 31, or (iii) such number of shares of common stock as determined by the administrator of the ESPP. The number of shares reserved under the ESPP is subject to adjustment in the event of a stock split, stock dividend, or other change in our capitalization. There has been no activity on this plan to date and no stock-based compensation expense was recognized during the three months ended September 30, 2024.