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Share-based compensation | 12 Months Ended
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Dec. 31, 2022
Share-based compensation [Abstract] |
Share-based compensation | 18.Share-based compensation Share-based option awards As of December 31, 2022, there are equity-based instruments outstanding that the Company has granted under two different plans. The Company’s 2016 Share Option and Incentive Plan (SOIP) was approved by the shareholders at the ordinary shareholders’ meeting in November 2016. The 2016 Plan authorizes the grant of incentive and non-qualified share options, share appreciation rights, restricted share awards, restricted share units, unrestricted share awards, performance share awards, performance-based awards to covered employees and dividend equivalent rights. The Company only grants equity-based instruments from the SOIP as of December 31, 2022. The following table summarizes equity-settled share option grants for plans that existed during the period: ​
​ | ​ | ​ | ​ | ​ | ​ | ​
​ |  | Number of |  |  |  |
​ | ​ | options awarded | ​ | ​ | ​ | Contractual
Plan | ​ | (since inception) | ​ | Vesting conditions | ​ | life of options
Share option plan C1 |  | 6,775,250 | ​ | 4 years’ service from grant date |  | 10 years
2016 SOIP: |  |  |  |  |  |
Executives and directors |  | 3,277,044 |  | 1 year, 3 year and 4 years’ service from the date of grant, quarterly and annually |  | 10 years
Employees |  | 1,811,687 |  | 4 years’ service from the date of grant, annually |  | 10 years
​ The number and weighted-average exercise prices (in CHF) of options under the share option programs for Plans C1 and the 2016 SOIP are as follows: ​
​ | ​ | ​ | ​ | ​ | ​ | ​
​ |  |  |  | Weighted- | ​ | Weighted-
​ | ​ | ​ | ​ | average | ​ | average
​ | ​ | Number of | ​ | exercise price | ​ | remaining
​ | ​ | options | ​ | (CHF) |  | term (years)
Outstanding at January 1, 2020 |  | 1,981,629 | ​ | 5.93 | ​ | 8.3
Forfeited during the year |  | (53,591) | ​ | 6.03 | ​ | —
Expired during the year | ​ | (26,729) | ​ | 4.38 | ​ | —
Exercised during the year |  | (73,669) | ​ | 2.00 | ​ | —
Granted during the year |  | 1,073,027 | ​ | 6.29 | ​ | —
Outstanding at December 31, 2020 |  | 2,900,667 | ​ | 5.90 | ​ | 8.2
Exercisable at December 31, 2020 |  | 1,099,015 | ​ | 5.49 | ​ | 7.0
Outstanding at January 1, 2021 |  | 2,900,667 | ​ | 5.90 | ​ | 8.2
Forfeited during the year |  | (207,331) | ​ | 6.13 | ​ | —
Exercised during the year |  | (218,561) | ​ | 4.97 | ​ | —
Granted during the year |  | 1,110,914 | ​ | 6.34 | ​ | —
Outstanding at December 31, 2021 |  | 3,585,689 | ​ | 6.21 | ​ | 7.8
Exercisable at December 31, 2021 |  | 1,613,242 | ​ | 6.13 | ​ | 6.8
Outstanding at January 1, 2022 |  | 3,585,689 | ​ | 6.21 | ​ | 7.8
Forfeited during the year |  | (304,738) | ​ | 6.32 | ​ | —
Exercised during the year |  | (110,250) | ​ | 0.15 | ​ | —
Granted during the year |  | 1,090,316 | ​ | 3.18 | ​ | —
Outstanding at December 31, 2022 |  | 4,261,017 |  | 5.65 | ​ | 7.6
Exercisable at December 31, 2022 |  | 2,345,648 |  | 6.41 | ​ | 6.6
​ The outstanding stock options as of December 31, 2022 have the following range of exercise prices: ​
​ | ​ | ​ | ​ | ​
​ |  |  |  | Range of
​ | ​ | ​ | ​ | expiration
​ | ​ | Total options | ​ | dates
Range of exercise prices |  |  |  |
CHF 0.15 |  | 97,875 |  | 2022–2026
CHF 9.53 |  | 223,646 |  | 2027
USD 5.04 to USD 12.30 |  | 2,864,408 |  | 2028–2031
USD 2.76 to USD 4.57 | ​ | 1,075,088 | ​ | 2032
Total outstanding options |  | 4,261,017 |  |
​ The weighted-average exercise price for options granted in 2022, 2021 and 2020 is USD 3.44 (CHF 3.18), USD 6.95 (CHF 6.34) and USD 7.11 (CHF 6.29), respectively. The range of exercise prices for outstanding options was CHF 0.15 to CHF 9.53 for awards previously granted in CHF (prior to 2018) and USD 2.76 to USD 12.30 for awards granted in USD as of December 31, 2022. For awards issued in 2022, the volatility is based on the Company’s actual volatility for the period congruent with the expected term of the underlying option. The risk-free interest rate is based on yields of long-dated U.S. Treasury notes that align with the expected term of the award. The weighted-average share price of common share options exercised in 2022 is USD 3.55 (CHF 3.28). The weighted-average grant date fair values of the options granted in 2022, 2021 and 2020 are USD 2.38 (CHF 2.20), USD 5.23 (CHF 4.78) and USD 5.25 (CHF 4.65), respectively. The following table illustrates the weighted-average assumptions for the Black-Scholes option-pricing model used in determining the fair value of these awards: ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | For the Year Ended |
​ | ​ | December 31, |
​ | ​ | 2022 | ​ | 2021 | ​ | 2020 |
Exercise price (USD) |  | 2.76-4.57 |  | 5.31-7.72 |  | 5.04-9.16 | ​
Share price (weighted average) |  | 3.44 |  | 6.95 |  | 7.11 | ​
Risk-free interest rate |  | 0-2.4 | % | 0 | % | 0 | %
Expected volatility |  | 67-80 | % | 80 | % | 80 | %
Expected term (in years) |  | 5.5 - 6.25 |  | 5.1 - 6 |  | 5.5 - 6 | ​
Dividend yield |  | — |  | — |  | — | ​
​ Restricted share awards A summary of non-vested share awards (restricted share and restricted share units) activity as of December 31, 2022 and changes during the year then ended is presented below: ​
​ | ​ | ​ | ​ | ​ | ​ | ​
​ |  | ​ |  |  |  | Contractual
​ | ​ | Number of | ​ | ​ | ​ | life of non-
​ | ​ | share awards | ​ | ​ | ​ | vested share
Grantee type | ​ | granted | ​ | Vesting conditions | ​ | awards
Restricted share units |  |  |  |  |  |
Directors |  | 159,025 |  | 1 year service from date of grant, annually |  | 10 years
Executives |  | 274,872 |  | 3 year and 4 years’ service from the date of grant, quarterly and semi-annually |  | 10 years
​
​ | ​ | ​ | ​ | ​
​ |  |  |  | Weighted-
​ | ​ | Number of | ​ | average
​ | ​ | non-vested | ​ | grant date fair
​ | ​ | shares | ​ | value (CHF)
Non-vested at January 1, 2020 |  | 42,763 | ​ | 9.52
Forfeited during the year |  | (11,828) | ​ | 9.47
Expired during the year |  | (7,804) | ​ | 9.52
Exercised during the year |  | (84,638) | ​ | 9.51
Granted during the year |  | — | ​ | —
Vested during the year |  | (23,269) | ​ | 9.52
Non-vested at December 31, 2020 |  | 19,494 | ​ | 9.51
Vested and exercisable at December 31, 2020 |  | 49,289 | ​ | 9.47
Non-vested at December 31, 2020 |  | 19,494 | ​ | 9.51
Exercised during the year |  | (2,471) | ​ | 9.46
Vested during the year |  | (18,697) | ​ | 9.52
Non-vested at December 31, 2021 |  | 797 | ​ | 9.41
Vested and exercisable at December 31, 2021 |  | 65,515 | ​ | 9.48
Non-vested at December 31, 2021 |  | 797 | ​ | 9.41
Granted during the year | ​ | 239,194 | ​ | 3.06
Vested during the year |  | (23,505) |  | 3.28
Non-vested at December 31, 2022 |  | 216,486 |  | 3.06
Vested and exercisable at December 31, 2022 |  | 89,020 |  | 7.84
​ The weighted-average grant date fair values of the remaining non-vested share awards as of the respective year end for the restricted share units were CHF 3.06, CHF 9.41 and CHF 9.51 for the years ended December 31, 2022, 2021 and 2020, respectively. The fair values of these non-vested share awards granted were determined using a reasonable estimate of market value of the common shares on the date of the award. The expense charged against the income statement was CHF 3.3 million, CHF 4.1 million and CHF 4.1 million for the years ended December 31, 2022, 2021 and 2020, respectively. The expense is revised by the Company based on the number of instruments that are expected to become exercisable.

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