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Stockholders' Equity And Stock-Based Compensation
12 Months Ended
Dec. 31, 2020
Stockholders' Equity And Stock-Based Compensation [Abstract]  
Stockholders' Equity And Stock-Based Compensation

4.  Stockholders' Equity and Stock-Based Compensation



Preferred Stock



The Company’s Board of Directors (the “Board”) has the authority to issue preferred stock in one or more series and to fix the rights, preferences, privileges, restrictions and the number of shares constituting any series or the designation of the series.



2021 Registered Direct Offering



On February 12, 2021, the Company completed a common stock offering pursuant to which certain investors purchased 4,081,633 shares of common stock at a price of $49.00 per share. Net proceeds of the offering were approximately $189.7 million after deducting offering expenses.



2020 Follow-on Public Offering



On November 13, 2020, the Company completed the sale of 9,375,000 shares of Cassava common stock in an underwritten public offering at a price of $8.00 per share. The Company received net proceeds from the offering of $70,251,000 after deducting underwriting discounts and offering expenses.



Common Stock Warrants 

In August 2018, the Company issued warrants to purchase up to an aggregate of 9.1 million shares of its common stock in conjunction with an offering of its common stock. 

 

During 2020, the Company received proceeds of $4.9 million from the exercise of 4.0 million shares pursuant to warrants. During 2019, the Company received proceeds of $5.9 million from the exercise of 4.6 million shares pursuant to warrants.



Subsequent to December 31, 2020, the Company received proceeds of $0.7 million from the exercise of an additional 0.6 million shares pursuant to warrants. There were no warrants outstanding following the 2021 exercises.



Warrants outstanding as of December 31, 2020 and 2019 were as follows:







 

 

 

 

 

 

 

 



 

 

 

 

 

Number of Shares Outstanding under Warrant



 

 

 

 

 

December 31,

Issuance Date

 

Expiration Date

 

Exercise Price Per Share

 

2020

 

2019



 

 

 

 

 

 

 

 

August 17, 2018

 

February 17, 2021

 

1.25 

 

554,019 

 

4,496,116 

August 17, 2018

 

February 17, 2021

 

1.59 

 

 —

 

7,975 



 

 

 

 

 

554,019 

 

4,504,091 



 

 

 

 

 

 

 

 



At the Market (ATM) Common Stock Issuance



On March 27, 2020, the Company established an at-the-market offering program (ATM) to sell, from time to time, shares of Company common stock having an aggregate offering price of up to $100 million in transactions pursuant to a shelf registration statement that was declared effective by the U.S. Securities and Exchange Commission (the SEC) on May 5, 2020. The Company is obligated to pay a commission of 3.0% of the gross proceeds from the sale of shares of common stock in the offering. The Company is not obligated to sell any shares in the offering.



There were no common stock sales under the ATM during the year ended December 31, 2020.



2008 Equity Incentive Plan



Under the Company’s 2008 Equity Incentive Plan, or 2008 Equity Plan, its employees, directors and consultants received share-based awards, including grants of stock options and performance awards. The 2008 Equity Plan expired in December 2017. Share-based awards generally expire ten years from the date of grant.



2018 Equity Incentive Plan



In January 2018, the Company’s Board approved the Company’s 2018 Omnibus Incentive Plan (the 2018 Plan). The Company’s Board or a designated Committee of the Board is responsible for administration of the 2018 Plan and determined the terms and conditions of each option granted, consistent with the terms of the 2018 Plan. The Company’s employees, directors, and consultants are eligible to receive awards under the 2018 Plan, including grants of stock options and performance awards. Share-based awards generally expire ten years from the date of grant. The 2018 Plan provides for issuance of up to 1,000,000 shares of common stock, par value $0.001 per share under the 2018 Plan, subject to adjustment as provided in the 2018 Plan.



When stock options or performance awards are exercised net of the exercise price and taxes, the number of shares of stock issued is reduced by the number of shares equal to the amount of taxes owed by the award recipient and that number of shares are cancelled. The Company then uses its cash to pay tax authorities the amount of statutory taxes owed by and on behalf of the award recipient.



Stock Options



The following summarizes information about stock option activity during 2020:





 

 

 

 

 

 

 

 

 

 

 



 

 

Number of Options

 

 

Weighted Average Exercise Price

 

Weighted Average Remaining Contractual Term

 

Aggregate Intrinsic Value



 

 

 

 

 

 

 

In years

 

In millions



Outstanding as of December 31, 2019

 

3,210,965 

 

$

12.27 

 

6.05

 

$

4.2



Options granted

 

60,000 

 

 

7.25 

 

 

 

 

 



Options exercised

 

(71,105)

 

 

3.60 

 

 

 

 

 



Options forfeited/canceled

 

(382,356)

 

 

20.31 

 

 

 

 

 



Outstanding as of December 31, 2020

 

2,817,504 

 

 

11.30 

 

5.60

 

$

6.4



Vested and expected to vest at December 31, 2020

 

2,817,504 

 

 

11.30 

 

5.60

 

$

6.4



Exercisable at December 31, 2020

 

2,167,633 

 

$

13.86 

 

4.85

 

$

3.7



 

 

 

 

 

 

 

 

 

 

 



The following summarizes information about stock options at December 31, 2020 by a range of exercise prices:







 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

Options outstanding

 

Options exercisable



 

 

 

 

 

 

 

 

Weighted

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

average

 

Weighted

 

 

 

Weighted



 

 

 

 

 

 

Number of

 

remaining

 

average

 

Number of

 

average



Range of exercise prices

 

outstanding

 

contractual

 

exercise

 

vested

 

exercise



From

 

To

 

options

 

life (in years)

 

price

 

options

 

price



$

0.95

 

$

1.88

 

659,688 

 

8.4

 

$

1.47

 

251,613 

 

$

1.31



$

3.24

 

$

4.09

 

812,094 

 

6.7

 

$

3.51

 

643,377 

 

$

3.48



$

4.10

 

$

13.09

 

598,462 

 

5.0

 

$

10.89

 

525,383 

 

$

11.42



$

14.21

 

$

35.00

 

619,599 

 

2.8

 

$

24.02

 

619,599 

 

$

24.02



$

36.40

 

$

53.55

 

127,661 

 

0.7

 

$

51.72

 

127,661 

 

$

51.72



 

 

 

 

 

 

2,817,504 

 

5.6

 

$

11.30

 

2,167,633 

 

$

13.86



The Company uses Black-Scholes to estimate the fair value of options granted. Black-Scholes considers a number of factors, including the market price of the Company’s common stock. It used certain factors to value each stock option granted, which resulted in a weighted average fair value of options granted during 2020 and 2019, as follows:







 

 

 

 



 

2020

 

2019



Volatility

123% to 139%

 

118% to 119%



Risk-free interest rates

0.46% to 0.78%

 

1.7% to 2.5%



Expected life of option

7 years

 

7 years



Dividend yield

zero

 

zero



Forfeiture rate

zero

 

zero



Weighted average fair value of stock options granted

$6.69

 

$1.60



 

 

 

 



Volatility is based on reviews of the historical volatility of the Company’s common stock. Risk-free interest rates are based on yields of U.S. treasury notes in effect at the date of grant. Expected life of option is based on actual historical option exercises. Dividend yield is zero because the Company does not anticipate paying cash dividends in the foreseeable future.



As of December 31, 2020, the Company expects to recognize compensation expense of $1.5 million related to non-vested options held by equity plan participants over the weighted average remaining recognition period of 2.1 years.



Subsequent to December 31, 2020, there were 20,385 stock options exercised resulting in proceeds to the Company totaling $169,000.



Performance Awards



The following summarizes information about performance award activity during 2020:





 

 



 

Number of Performance Awards

Outstanding as of December 31, 2019

 

138,055 

Granted

 

 —

Vested performance awards

 

 —

Forfeited/Canceled

 

 —

Outstanding as of December 31, 2020

 

138,055 



 

 



 If and when outstanding performance awards vest, the Company would recognize $2.3 million in non-cash stock-based compensation expense. These performance awards expire between 2022 and 2026.



Stock-Based Compensation Expense



The following summarizes information about non-cash stock-based compensation expense, in thousands:





 

 

 

 

 

 

 



 

 

 

 

 

 

 



 

Year ended

 



 

December 31,

 



 

2020

 

2019

 

Research and development

 

$

453 

 

$

542 

 



 

 

 

 

 

 

 

General and administrative

 

 

535 

 

 

754 

 



 

 

 

 

 

 

 

Total non-cash stock-based compensation expense

 

$

988 

 

$

1,296