XML 40 R22.htm IDEA: XBRL DOCUMENT v3.25.1
Stock Based Compensation
12 Months Ended
Dec. 31, 2024
Share-Based Payment Arrangement [Abstract]  
Stock Based Compensation

12.

Stock Based Compensation

 

2023 Omnibus Incentive Plan

 

The 2023 Omnibus Incentive Plan was approved by Catalyst’s stockholders in August 2023 and ratified by Gyre’s board of directors (the “Board”) in October 2023. The 2023 Omnibus Incentive Plan became effective on October 30, 2023. The 2023 Omnibus Incentive Plan permits the Company to issue up to 17,845,496 shares of common stock and will automatically increase by the lesser of (i) 5% of the total number of outstanding shares of common stock on December 31st of the preceding calendar year and (ii) such smaller number of shares of common stock as determined by the Board on the first day of each fiscal year beginning on January 1, 2024. On January 1, 2024, pursuant to the automatic increase in the number of shares reserved, an additional 3,829,780 shares of common stock were reserved and made available for issuance under the 2023 Omnibus Incentive Plan.

 

The following table summarizes stock option activity considering the conversion of Gyre Pharmaceuticals options to Gyre options to purchase shares of Gyre common stock upon completion of the Contributions:

 

 

Number of Shares Underlying Outstanding Options

 

 

Weighted-Average Exercise Price

 

 

Weighted-Average Remaining Contractual Term (Years)

 

 

Aggregate Intrinsic Value (thousands)

 

Outstanding — December 31, 2023

 

18,280,548

 

 

$

1.49

 

 

 

6.9

 

 

$

444,197

 

Options granted

 

680,732

 

 

$

10.00

 

 

 

 

 

 

 

Options exercised

 

(874,328

)

 

$

2.13

 

 

 

 

 

 

 

Options forfeited and cancelled

 

(9,083

)

 

$

16.24

 

 

 

 

 

 

 

Outstanding — December 31, 2024

 

18,077,869

 

 

$

1.75

 

 

 

6

 

 

$

190,377

 

Vested and exercisable — December 31, 2024

 

17,458,607

 

 

$

1.48

 

 

 

5.9

 

 

$

189,054

 

 

The weighted-average grant date fair value of options granted was $7.25 and $5.45 per share for the years ended December 31, 2024 and 2023, respectively.

 

The aggregate intrinsic value of options exercised during the years ended December 31, 2024 and 2023 was $9.6 million and $0.1 million, respectively.

 

The fair value of all equity awards that vested during the periods ended December 31, 2024 and 2023 was $0.5 million and $4.5 million, respectively.

 

Cash received from the exercise of options was approximately $1.9 million and $0 for the years ended December 31, 2024 and 2023, respectively.

 

Valuation Assumptions

 

The Company estimated the fair value of stock options granted using the Black-Scholes option-pricing formula and a single option award approach. Due to its limited relevant historical data, the Company estimated its volatility considering a number of factors, including the use of the volatility of comparable public companies. The expected term of options granted under the 2023 Omnibus Incentive Plan, all of which qualify as “plain vanilla” per SEC Staff Accounting Bulletin 107, is determined based on the simplified method due to the Company’s limited relevant history. The risk-free rate is based on the yield of a U.S. Treasury security with a term consistent with the option. This fair value is being amortized ratably over the requisite service periods of the awards, which is generally the vesting period.

 

The fair value of employee stock options granted was estimated using the following weighted-average assumptions:

 

 

 

Year Ended December 31,

 

 

 

2024

 

 

2023

 

Expected volatility (%)

 

84.10-84.30

 

 

84.30-84.30

 

Risk-free interest rate (%)

 

3.64-4.22

 

 

3.82-4.77

 

Expected option life (in years)

 

5.3-6.1

 

 

5.0-5.8

 

Expected dividend yield (%)

 

 

 

 

 

 

Weighted average share price of the Company (USD per share)

 

$

10.00

 

 

$

6.93

 

 

Total stock-based compensation recognized was as follows (in thousands):

 

 

 

Year Ended December 31,

 

 

 

2024

2023

 

Cost of revenues

 

$

 

 

$

52

 

Selling and marketing

 

 

 

 

 

344

 

Research and development

 

 

 

 

 

481

 

General and administrative

 

 

831

 

 

 

6,404

 

Total

 

$

831

 

 

$

7,281

 

 

As of December 31, 2024, the Company had an unrecognized stock-based compensation expense of $4.2 million, related to unvested stock option awards, which is expected to be recognized over an estimated weighted-average period of 3.12 years.