XML 29 R19.htm IDEA: XBRL DOCUMENT v3.25.1
Stockholders' Equity
 3 Months Ended
Mar. 31, 2025
Stockholders' Equity Note [Abstract]  
Stockholders' Equity

10. Stockholders’ Equity

Undesignated Preferred Stock

The Company’s Amended and Restated Certificate of Incorporation authorizes the issuance of 100,000,000 shares of undesignated preferred stock, par value of $0.01 per share, with rights and preferences, including voting rights, designated from time to time by the board of directors. No shares of preferred stock were issued or outstanding as of March 31, 2025 and December 31, 2024.

Common Stock

In the three months ended March 31, 2025 and 2024, no shares of Class B common stock were converted to Class A common stock. As of March 31, 2025, the par value of the Class A, Class B and Class C shares was $141, $14, and $3, respectively. As of December 31, 2024 the par value of the Class A, Class B and Class C shares was $139, $14 and $3, respectively.

 

 

 

 

 

 

March 31, 2025

 

 

December 31, 2024

 

 

 

Shares Authorized

 

 

Shares Issued and Outstanding

 

 

Shares Issued and Outstanding

 

Class A

 

 

1,000,000,000

 

 

 

14,137,621

 

 

 

13,922,877

 

Class B

 

 

100,000,000

 

 

 

1,369,518

 

 

 

1,369,518

 

Class C

 

 

200,000,000

 

 

 

277,777

 

 

 

277,777

 

 

 

 

1,300,000,000

 

 

 

15,784,916

 

 

 

15,570,172

 

 

As of March 31, 2025 and December 31, 2024, the Company had reserved 5,285,419 and 4,622,750 shares of common stock for the exercise of outstanding stock options, the vesting of restricted stock units, the vesting of performance-based market condition share awards, and the number of shares remaining available for future grant, respectively.

Stock Plans

The Company maintains the 2006 Employee, Director and Consultant Stock Plan as amended and restated (the “2006 Plan”), the 2020 Equity Incentive Plan (the “2020 Plan”) and 2024 Inducement Plan (the “2024 Plan”), together, the “Plans,” under which it has granted incentive stock options, non-qualified stock options, cash based awards, restricted stock units and performance stock units to employees, officers, and directors of the Company. In connection with the adoption of the 2020 Plan, the then-remaining shares of common stock reserved for grant or issuance under the 2006 Plan became available for issuance under the 2020 Plan, and no further grants will be made under the 2006 Plan.

Stock Options

Activity under the Plans is as follows:

 

 

 

Number of
Shares

 

 

Weighted
Average
Exercise Price

 

 

Weighted Average
Remaining
Contractual
Term (Years)

 

 

Aggregate
Intrinsic Value

 

Outstanding as of January 1, 2025

 

 

427,710

 

 

$

103.49

 

 

 

3.7

 

 

$

—

 

Forfeited

 

 

(12,444

)

 

$

102.92

 

 

 

 

 

 

 

Outstanding as of March 31, 2025

 

 

415,266

 

 

$

103.51

 

 

 

3.5

 

 

$

—

 

Vested and expected to vest as of December 31, 2024

 

 

427,351

 

 

$

103.48

 

 

 

3.7

 

 

$

—

 

Vested and expected to vest as of March 31, 2025

 

 

414,912

 

 

$

103.50

 

 

 

3.5

 

 

$

—

 

Options exercisable as of December 31, 2024

 

 

427,490

 

 

$

103.49

 

 

 

3.7

 

 

$

—

 

Options exercisable as of March 31, 2025

 

 

415,046

 

 

$

103.50

 

 

 

3.5

 

 

$

—

 

 

No options were granted in the three months ended March 31, 2025 and 2024.

Restricted Stock Units

Activity for the restricted stock units is as follows:

 

 

 

Shares

 

 

Weighted Average
Grant Date
Fair Value

 

Unvested as of January 1, 2025

 

 

1,354,040

 

 

$

30.01

 

Granted

 

 

730,589

 

 

 

10.30

 

Vested

 

 

(137,838

)

 

 

44.29

 

Forfeited

 

 

(136,088

)

 

 

31.09

 

Unvested as of March 31, 2025

 

 

1,810,703

 

 

$

20.88

 

 

The total grant date fair value of RSU’s granted for the three months ended March 31, 2025 and 2024 was $7,524 and $30,313, respectively. Restricted stock units vest over the service period of one to four years. The aggregate intrinsic value of restricted stock units vested for the three months ended March 31, 2025 and 2024 was $1,302 and $7,508, respectively.

Restricted Stock Units with a Market Condition

Activity for the restricted stock units with a market condition is as follows:

 

 

 

Shares

 

 

Weighted Average
Grant Date
Fair Value

 

Unvested as of January 1, 2025

 

 

775,880

 

 

$

39.51

 

Cancelled/Forfeited

 

 

(20,578

)

 

 

43.73

 

Unvested as of March 31, 2025

 

 

755,302

 

 

$

39.40

 

There were no performance-based market condition share awards granted during the three months ended March 31, 2025 and 2024.

Long-term Incentive Awards

As part of his employment agreement, the chief financial officer ("CFO") was granted a long term incentive award, under which a total of $5,000 can be earned. The award is eligible to vest in four equal annual tranches on the anniversary of the CFO's start date, subject to employment and certain performance and market conditions being met. The award will be paid out in cash unless the board of directors determines the amount should be paid out in shares. The Company accounted for these awards as liability-based awards ("Liability Awards"). The fair value of the Liability Awards is estimated using a Monte Carlo simulation model which uses various assumptions, the grant date fair value of the first annual tranche of the Liability Awards, granted on February 5, 2025, was $590. For the three months ended March 31, 2025 the Liability Awards were valued with the following inputs:

 

 

Three Months Ended March 31,

 

 

 

2025

 

Risk-free rate

 

Various

 

Term to end of performance period (yrs)

 

 

0.56

 

Baseline Stock Price

 

$

10.17

 

Expected volatility

 

 

95

%

Expected dividend yield

 

 

0

%

The Liability Awards is recorded as deferred compensation in Accrued expenses and other current liabilities on the Condensed Consolidated Balance Sheet. Compensation expense was recognized on a straight-line basis over the performance period, with the amount recognized fluctuating as a result of the awards being remeasured to fair value at the end of each reporting period due to their liability-award classification. The Company recognized $123 of compensation expense related to the bonus award for the three months ended March 31, 2025, with the remaining fair value to be taken over the term to end of performance period.

2020 Employee Stock Purchase Plan

During the three months ended March 31, 2024, the Company issued 53,675 shares under the ESPP. During the three months ended March 31, 2025, the Company issued 77,083 shares under the ESPP. As of March 31, 2025, 351,740 shares remained available for issuance.

Stock-Based Compensation

Stock-based compensation expense, related to all of the Company's stock-based awards, was classified in the condensed consolidated statements of operations and comprehensive loss as follows:

 

 

 

Three Months Ended March 31,

 

 

 

2025

 

 

2024

 

Cost of revenues

 

$

263

 

 

$

397

 

Research and development

 

 

1,610

 

 

 

2,009

 

Selling and marketing

 

 

607

 

 

 

1,778

 

General and administrative

 

 

5,206

 

 

 

12,044

 

Total

 

$

7,686

 

 

$

16,228

 

 

As of March 31, 2025, the unrecognized stock-based compensation expense related to unvested common stock-based awards was $26,714, which is expected to be recognized over a weighted-average period of 1.9 years.