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Stockholders' Equity
 12 Months Ended
Dec. 31, 2024
Equity [Abstract]  
Stockholders' Equity Stockholders’ Equity
Preferred Stock
The Company has 10,000,000 authorized shares of preferred stock with a par value of $0.00001 per share. As of December 31, 2024, no shares of its preferred stock were issued and outstanding.
Common Stock
The Company has 100,000,000 authorized shares of common stock with a par value of $0.00001 per share. As of December 31, 2024, 63,497,548 shares of its common stock were issued and outstanding.
In March 2024, the Company completed a follow-on offering and issued 3,554,000 shares of its common stock, at a price to the public of $14.07 per share. Refer to Note 1. Description of Business for additional details regarding the follow-on offering.
2024 Employee Stock Purchase Plan (“ESPP”)
On June 6, 2024, the Company approved the adoption of the 2024 Employee Stock Purchase Plan. The 2024 ESPP provides an opportunity to purchase shares of the Company’s common stock at a favorable price and upon favorable terms in consideration of the participating employees’ continued services. Eligible employees will be entitled to purchase, by means of payroll deductions, limited amounts of the Company’s common stock at a discount during periodic offering periods. There were 579,648 shares initially reserved for issuance under the 2024 ESPP, which shall automatically increase on March 5 of each calendar year, by an amount equal to the lesser of (i) 1.0% of the total number of shares of common stock issued and outstanding on March 4 of the year in which such increase is to occur, (ii) 579,648 shares of common stock, or (iii) such number of shares of common stock as may be established by the Board of Directors. There were no shares issued under the 2024 ESPP during the twelve months ended December 31, 2024.
“At-the-market” Offerings of Common Stock
On March 8, 2023, the Company entered into the ATM Sales Agreement with Leerink Partners LLC (formerly known as SVB Securities LLC) (the “Sales Agent”) pursuant to which shares of the Company’s common stock can be sold from time to time for aggregate gross proceeds of up to $50,000 (the “ATM Program”). Under the ATM Sales Agreement, the Sales Agent is entitled to compensation, at a commission rate equal to 3.0% of the gross proceeds from sales of the Company’s common shares under the ATM Program. The Company has not sold any shares under the ATM Sales Agreement.
2017 Omnibus Incentive Plan and Stock-based Compensation Allocation
The Company’s 2017 Omnibus Incentive Plan (the “Plan”) provides for the grant of incentive options to employees of the Company, and for the grant of non-statutory options, restricted stock awards, restricted stock unit awards, stock appreciation rights, performance stock awards and other forms of stock compensation to the Company’s officers, directors, consultants
and employees of the Company. The maximum number of shares of common stock that may be issued under the Plan is 4,361,291 shares, plus an annual increase on November 21 of each year equal to 4.0% of the total issued and outstanding shares of the Company’s common stock as of such anniversary (or such lesser number of shares as may be determined by the Company’s Board of Directors). On November 21, 2024, 2023, and 2022, an additional 2,535,476, 2,287,649, and 2,249,863, shares, respectively, were reserved under the evergreen provision of the Plan. As of December 31, 2024, the Company had an aggregate of 3,605,334 shares of its common stock available for future issuance under the Plan.
2023 Inducement Incentive Plan
In September 2023, the Company’s Board of Directors adopted the Company’s 2023 Inducement Incentive Plan (the “Inducement Plan”) in accordance with Nasdaq Listing Rule 5635(c)(4). The Company’s Inducement Plan provides for the grant of equity awards to selected individuals in connection with their commencing employment with the Company as an inducement material to their accepting such employment. The Board of Directors reserved 1,000,000 shares of common stock for issuance under the Inducement Plan. As of December 31, 2024, the Company had an aggregate of 105,788 shares of its common stock available for future issuance under the Inducement Plan.
Inducement Grants
From time to time, the Company has granted equity awards to its newly hired employees, including executives, in accordance with Nasdaq Listing Rule 5635(c)(4) and outside of the Company’s Plan and Inducement Plan. Such grants were made pursuant to a stand-alone nonstatutory stock option agreement and a stand-alone RSU agreement, which were approved by the Compensation Committee of the Board of Directors. Any shares underlying the inducement grants are not, upon forfeiture, cancellation or expiration, returned to a pool of shares reserved for future issuance.
Stock Options
Options to purchase the Company’s stock are granted at exercise prices based on the Company’s common stock price on the date of grant. The option grants generally vest over a one-to four-year period. The options have a contractual term of ten years. The fair value of options is estimated using the Black‑Scholes option pricing model, which has various inputs, including the grant date common share price, exercise price, risk‑free interest rate, volatility, expected life and dividend yield. The change of any of these inputs could significantly impact the determination of the fair value of the Company’s options as well as significantly impact its results of operations. The Company records stock-based compensation expense net of actual forfeitures when they occur.
The significant assumptions used in the Black-Scholes option-pricing are as follows:
•Expected Volatility. The expected volatility of common stock is estimated based on the historical volatility of the Company’s common stock over the most recent period commensurate with the estimated expected term of the stock options.
•Expected Term. The expected term represents the period of time in which the options granted are expected to be outstanding. The Company estimates the expected term of options with consideration of vesting date, contractual term, and historical experience. The expected term of “plain vanilla” options is estimated based on the midpoint between the vesting date and the end of the contractual term under the simplified method permitted by the SEC implementation guidance. The weighted‑average expected term of the Company’s options is approximately six years.
•Risk‑Free Rate. The risk‑free interest rate is selected based upon the implied yields in effect at the time of the option grant on U.S. Treasury zero‑coupon issues with a term approximately equal to the expected life of the option being valued.
•Dividends. The Company does not anticipate paying cash dividends in the foreseeable future. Consequently, the Company uses an expected dividend yield rate of zero.
The assumptions used in determining the fair value of stock options granted were as follows:
Year Ended December 31,
202420232022
Volatility
83.7%83.6%78.9%
Risk-free interest rate
4.1%3.7%2.1%
Expected life (years)
6.216.216.19
Dividend yield rate
—%—%—%
A summary of stock option activity for the year ended December 31, 2024, 2023, and 2022 is presented below:
Weighted
WeightedAverage
AverageRemainingAggregate
StockExerciseContractualIntrinsic
OptionsPer ShareTerms (Years)Value
Outstanding as of December 31, 20235,753,466 $9.46 6.69$11,111 
Granted1,127,833 13.11 
Exercised(537,293)7.24 
Cancelled/forfeited(192,937)10.56 
Outstanding as of December 31, 20246,151,069 $10.29 6.16$10,691 
Vested and expected to vest at December 31, 20246,151,069 $10.29 6.16$10,691 
Exercisable as of December 31, 20243,619,512 $9.95 4.64$7,801 
The weighted average grant date fair value per share of stock options granted during the years ended December 31, 2024, 2023, and 2022 was $9.71, $7.73, and $4.76, respectively. The total intrinsic value of stock options that vested during the years ended December 31, 2024, 2023, and 2022 was $3,171, $136, and $55, respectively. The aggregate intrinsic value of outstanding and exercisable options represents the excess of the fair market value of the Company’s common stock over the exercise price of underlying options as of December 31, 2024, 2023, and 2022.
Restricted Stock Units
RSU grants generally vest over a one- to four-year period. The fair value of RSU grants is determined at the grant date based on the common share price.
A summary of RSU activity for the year ended December 31, 2024, 2023, and 2022, is presented below:
Weighted
RestrictedAverage
StockGrant Date
UnitsFair Value
Outstanding as of December 31, 20233,281,045 $8.88 
Granted1,571,280 13.02 
Vested(1,131,101)8.63 
Forfeited(342,357)9.73 
Outstanding as of December 31, 20243,378,867 $10.80 
The total fair value of restricted stock units that vested during the years ended December 31, 2024, 2023, and 2022 was $15,740, $7,593, and $6,008, respectively.
Performance Restricted Stock Units
In January 2023, the Company’s Board of Directors granted 292,349 shares of performance restricted stock units (“PRSUs”) to certain executive officers under the Plan. The PRSU awards function in the same manner as restricted stock units except that vesting terms are based on achievement of certain pre-established performance measures.
In February 2024, the Company’s Board of Directors granted 219,485 shares of PRSUs to certain executive officers under the Plan. The PRSU awards are measured on a cumulative two-year period ending in 2025. The performance measure milestones have not been met, and all were outstanding as of December 31, 2024. As of December 31, 2024, the achievement of the performance measure milestones was considered probable.
In December 2024, the Company’s Board of Directors granted 79,052 shares of PRSUs to an executive officer under the Plan. The PRSU awards are measured on regulatory approval ending in 2027. The performance measure milestones have not been met and all were outstanding as of December 31, 2024. As of December 31, 2024, one of the three achievement of the performance measure milestones was considered probable.
A summary of PRSU activity for the year ended December 31, 2024 and 2023, is presented below:
Performance
Weighted
RestrictedAverage
StockGrant Date
UnitsFair Value
Outstanding as of December 31, 2023233,880 $10.25 
Granted298,537 $12.73 
Vested(136,433)$10.25 
Forfeited— $— 
Outstanding as of December 31, 2024395,984 $12.12 
CEO Performance Award
For RSUs granted to employees that vest based on market conditions, such as the trading price of the Company’s common stock exceeding certain price targets, the Company uses a Monte Carlo Simulation in estimating the fair value at grant date and recognizes compensation cost over the requisite service period. On May 8, 2023, the Company granted the Company’s Chief Executive Officer (“CEO”) an award of 560,000 PRSUs under the Plan.
The stock units subject to the award are subject to both performance- and time-based vesting requirements. 40% of the stock units subject to the award are eligible to vest if the average of the closing prices for a share of the Company’s common stock over a period of 20 consecutive trading days is $30 or more and an additional 60% of the stock units subject to the award are eligible to vest if the average of the closing prices for a share of the Company’s common stock over a period of 20 consecutive trading days is $50 or more, in each case within five years after the grant of the award and while the CEO is employed by the Company (or, in certain circumstances, within 20 days following a termination of his employment). Any stock units that become eligible to vest based on stock price will vest, subject to the CEO’s continued service, over the four-year period after the grant date.
The Company used a Monte Carlo simulation to determine that the grant date fair value of the awards was $3,774. Compensation expense is recorded if the service condition is met regardless of whether the market condition is satisfied.
The following table summarizes stock-based compensation expense:
Year Ended December 31,
202420232022
Selling, general and administrative$21,172 $15,564 $10,565 
Research and development1,016 894 268 
Total stock-based compensation expense$22,188 $16,458 $10,833 
In addition to the amounts recorded in selling, general and administrative and research and development, the Company capitalized $66 of stock-based compensation expense as part of capitalized software during the year ended December 31, 2024. As of December 31, 2024, unrecognized compensation cost totaled $47,092 and will be recognized over a weighted-average period of 2.2 years.