Authorized Shares

The Company is authorized to issue 10,000,000 shares of preferred stock, $0.01 par value. To date, the Company has designated the following preferred stock: Series A (4,200 shares), Series B (2,360 shares), Series C (590 shares), Series D (10,000 shares), Series E (40,000 shares) and Series

E-1

(12,960 shares).

On November 23, 2020, the Company filed a Certificate of Amendment to the Amended and Restated Certificate of Incorporation of the Company with the Secretary of State of the State of Delaware. The Certificate of Amendment, which became effective immediately upon its filing, decreased the total number of shares of common stock, $0.01 par value, that the Company is authorized to issue from 1,000,000,000 shares to 40,000,000 shares. The Board of Directors of the Company adopted a resolution approving the Certificate of Amendment on September 30, 2020.

Preferred Stock

Series E and Series

E-1

Convertible Preferred Stock

During the years ended December 31, 2021 and 2020, 9,274 and 20,887 shares of Series E and Series

E-1

Convertible Preferred Stock were converted into 927,379 and 2,084,507 shares of the Company’s common stock, respectively.

As of December 31, 2021, there were an aggregate of 11,357 shares of Series E and Series

E-1

Convertible Preferred Stock outstanding.

Stock Incentive Plans

The Company’s 2019 Equity Incentive Plan (the “2019 Plan”) allows for grants in the form of incentive stock options, nonqualified stock options, stock units, stock awards, stock appreciation rights, and other stock-based awards. All of the Company’s officers, directors, employees, consultants, and advisors are eligible to receive grants under the 2019 Plan. The 2019 Plan provides for the grant of options to purchase shares of common stock at exercise prices not less than 100% of fair value on the dates of grant. The maximum number of shares reserved for issuance under the 2019 Plan was 2,142. The 2019 Plan has been superseded by the 2020 Plan discussed below and no further awards will be made under the 2019 Plan; however, outstanding awards granted under the 2019 Plan will remain outstanding and continue to be administered in accordance with the terms of the 2019 Plan and the applicable award agreements.

On September 30, 2020, the Company’s 2020 Omnibus Equity Incentive Plan (the “2020 Plan”) was adopted by the Company’s Board of Directors. On November 23, 2020, the Company’s stockholders approved the 2020 Plan. The 2020 Plan will continue in effect until the tenth anniversary of the date of its adoption by the Board or until earlier terminated by the Board. The 2020 Plan is administered by the Board of Directors or a committee designated by the Board of Directors. The 2020 Plan provides for the grant of incentive stock options,

non-qualified

stock options, stock appreciation rights, restricted stock awards, restricted stock unit awards, performance awards, as well as other stock-based awards or cash awards that are deemed to be consistent with the purposes of the plan to Company employees, directors and consultants. As of December 31, 2021, there are 2,475,000 shares of common stock reserved under the 2020 Plan, of which 1,240,600 remained available to be issued.

Equity Offerings and Placements

Confidentially Marketed Public Offering

On December 11, 2020, the Company closed a confidentially marketed public offering with the issuance of 1,679,031 shares of the Company’s common stock at a price to the public of $13.25 per share. The Company received gross proceeds of $22,247, offset by $1,860 of underwriting discounts, commissions, and other estimated offering expenses.

At-the-Market

Offering

On August 18, 2020, the Company entered into a sales agreement with Cantor Fitzgerald & Co. (“Cantor Fitzgerald”), pursuant to which the Company may offer and sell, from time to time, through Cantor Fitzgerald, as sales agent or principal, shares of the Company’s common stock, (the “Placement Shares”),

having an aggregate offering price of up to $10,000 (the “ATM Offering”). The Company has no obligation to sell any Placement Shares under the sales agreement. Subject to the terms and conditions of the sales agreement, Cantor Fitzgerald is required to use commercially reasonable efforts, consistent with its normal trading and sales practices, applicable state and federal law, rules and regulations and the rules of the Nasdaq Stock Market, to sell Placement Shares from time to time based upon the Company’s instructions, including any price, time or size limits specified by the Company. The Company will pay Cantor Fitzgerald a commission of 3.0% of the aggregate gross proceeds from each sale of Placement Shares, reimburse Cantor Fitzgerald’s legal fees and disbursements up to $50.0 and provide Cantor Fitzgerald with customary indemnification and contribution rights. The sales agreement may be terminated by Cantor Fitzgerald or the Company upon notice to the other party as provided in the sales agreement, or by Cantor Fitzgerald at any time in certain circumstances, including the occurrence of a material and adverse change in the Company’s business or financial condition that makes it impractical or inadvisable to market the Placement Shares or to enforce contracts for the sale of the Placement Shares.

In connection with the ATM Offering, in consideration for a fee equal to 1.05% of the gross sales price per share sold in the ATM Offering, ROTH Capital Advisors, LLC (“Roth”) waived, solely with respect to the ATM Offering, (i) Roth’s right, pursuant to certain engagement letters dated August 14, 2019 and January 13, 2020 between Roth and the Company, to act as placement agent or underwriter with respect to offerings of the Company’s securities and to receive a minimum of 35% of the fees paid to the agents or underwriters for such offerings and (ii) the

lock-up

provision included in a certain underwriting agreement dated May 1, 2020 between Roth and the Company requiring the prior written consent of Roth for any offer or sale of the Company’s common stock by the Company during the

90-day

period following the date of such underwriting agreement.

During the year ended December 31, 2021, the Company sold 515,000 shares of common stock pursuant to the ATM Offering for aggregate gross proceeds of $4,044, partially offset by $121 of issuance costs. During the year ended December 31, 2020, the Company sold 77,644 shares of common stock pursuant to the ATM Offering for aggregate gross proceeds of $910, partially offset by $43 of issuance costs.

May 2020 Public Offering

On May 5, 2020, the Company closed a public offering of 1,823,000 shares of common stock, 377,000

pre-funded

warrants and Series F warrants to purchase 2,224,900 shares of the Company’s common stock at an exercise price of $10.00 per share.

The

Company

received gross proceeds of approximately $21,996 from the public offering, partially offset by $2,618 of underwriting discounts and other offering expenses. As a result of the public offering, the conversion price of the Company’s Series E and Series

E-1

Convertible

Preferred Stock

was

adjusted to $10.00 per share and the exercise price of the 2019

common stock warrants issued in 2019 to the holders of the Company’s Series E and Series E-1 Convertible Preferred Stock

was adjusted to $10.00 per share and neither instrument is subject to further price resets. The repricing of the exercise price of the 2019

common stock warrants

resulted in the recognition of a $55 deemed dividend. Because the 2019

common stock warrants

are no longer subject to price resets, the $6,200 estimated fair value of the warrants was reclassified from derivative liability to equity.

Other Common Stock Issuances

During the year ended December 31, 2020, the Company issued 72,976 shares of common stock with an aggregate grant date value of $635 as compensation, including 22,963 shares valued at an aggregate of $229 which were issued to satisfy 2019 accrued compensation.

In February 2021, the Company issued 2,636 shares of unregistered common stock in lieu of a cash payment of deferred accrued director fees to a former director.

During the year ended December 31, 2021, the Company issued 465,173 shares of common stock associated with the exercise of warrants, including 215,000

pre-funded

warrants at an exercise price of $0.01 per share, for aggregate cash proceeds of $2,458. During the year ended December 31, 2020, the Company issued 6,000 shares of common stock associated with the exercise of

pre-funded

warrants and 185,803 shares of common stock associated with other warrants for combined proceeds of $1,858.

Stock Options

The Company values stock options using the Black-Scholes option pricing model and used the following assumptions during the reporting periods:


	Years ended December 31,
	2021	2020
Expected terms (years)	5.13 - 6.27	5.77
Expected volatility	177.52% - 181.33%	181.00%
Risk-free interest rate	0.74% - 1.31%	0.27% - 0.40%
Expected dividends	0.00%	0.00%

The weighted average estimated fair value of the stock options granted during the years ended December 31, 2021 and 2020 was approximately $9.74 and $11.41 per share, respectively.

The following is a summary of stock option activity for the year ended December 31, 2021:


	Number of Options			Weighted Average Exercise Price Per Share		Weighted Average Remaining Contractual Term (in years)		Aggregate Intrinsic Value
Outstanding at January 1, 2021		1,078,499		$	12.68
Granted		671,750			10.07
Exercised		(439	)		9.85
Expired		(392	)		11.67
Cancelled/Forfeited		(16,958	)		10.59

Outstanding at December 31, 2021		1,732,460		$	11.69		9.1	$	—

Exercisable at December 31, 2021		600,113		$	12.08		9.0	$	—

The following table summarizes information for stock option shares outstanding and exercisable at December 31, 2021:


			Options Exercisable
Range of Exercise Prices	Outstanding Number of Options		Weighted Average Remaining Option Term (in years)		Number of Options
$9.58 - $10.99		631,211		9.6		153,733
$11.00 - $14.99		968,750		8.8		393,481
$15.00 - $24.99		132,000		8.8		52,400

$25 +		499		7.1		499

		1,732,460		9.0		600,113

At December 31, 2021, there was approximately $7,406 of aggregate unrecognized compensation expense related to employee and board stock option grants. The cost is expected to be recognized over a weighted average period of 2.01 years. For the years ended December 31, 2021 and 2020, the Company recognized compensation expense $7,832 and $3,505, respectively, related to stock options granted to employees and board members, which were charged to the statement of operations as detailed below:


	Years ended December 31,
	2021		2020
Selling, general and administrative	$	5,334	$	2,304
Research and development		2,311		1,110
Cost of goods sold		187		91

Total	$	7,832	$	3,505

Subsequent to December 31, 2021, the Company made aggregate ten-year option grants to purchase 545,083 shares of common stock with exercise prices ranging from $6.61 to $7.25 per share. Vesting occurs over a three-year period.

Warrants

The following is a summary of warrant activity for the year ended December 31, 2021:


	Warrants			Weighted Average Exercise Price		Weighted Average Remaining Life (Years)
Outstanding at January 1, 2021		4,236,687		$	9.13
Warrants issued		127,755			0.01
Warrants exercised		(469,933	)		5.88
Warrants expired		(11	)		10.00

Outstanding at December 31, 2021		3,894,498		$	9.27		3.2

Exercisable at December 31, 2021		3,894,498		$	9.27		3.2

The following table presents information related to stock warrants at December 31, 2021:


			Warrants Exercisable
Range of Exercise Prices	Outstanding Number of Warrants		Weighted Average Remaining Warrants Term (in years)		Number of Warrants
$0.01		283,755		3.9		283,755
$10.00		3,610,743		3.2		3,610,743

		3,894,498		3.2		3,894,498

See Note 10 for additional information related to the warrant issued to Avenue during the year ended December 31, 2021 and see the May 2020 Public Offering section above for additional information related to the warrants issued during the year ended December 31, 2020.

See the

Other Common Stock Issuances section above for additional information related to warrant exercises.