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Stock-Based Compensation | 3 Months Ended
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Mar. 31, 2025
Stock-Based Compensation |
Stock-Based Compensation | Note 12. Stock-Based Compensation 2017 Equity Incentive Plan The Company’s 2017 Plan became effective in August 2017. Following the effective date of the Company's 2020 Plan, the Company ceased granting awards under the 2017 Plan, however, the terms and conditions of the 2017 Plan continue to govern any outstanding awards granted thereunder. 2020 Incentive Award Plan The Company’s 2020 Plan was approved and became effective at the Company’s 2020 annual meeting of stockholders on May 20, 2020, and unless earlier terminated by the Board of Directors, will remain in effect until March 26, 2030. The 2020 Plan originally authorized for issuance the sum of (i) 57 shares of the Company’s common stock and (ii) 15 shares of the Company’s common stock, which represents the number of shares that remained available for issuance under the 2017 Plan immediately prior to the approval of the 2020 Plan by the Company’s stockholders. Any shares of common stock which, immediately prior to the approval of the 2020 Plan by the Company’s stockholders, were subject to awards granted under the 2017 Plan that are forfeited or lapse unexercised and are not issued under the 2017 Plan will increase the number of shares of common stock available for grant under the 2020 Plan. In addition, the number of shares available for issuance under the 2020 Plan will increase on the first day of each calendar year, beginning January 1, 2021 and ending on and including January 1, 2030, by a number of shares equal to the lesser of (A) 4% of the aggregate number of shares of the Company’s common stock outstanding on the final day of the immediately preceding calendar year and (B) such smaller number of shares of common stock as determined by the Board of Directors. The shares available for issuance under the 2020 Plan increased by 124 shares and 75 shares on January 1, 2025 and 2024, respectively. Stock options granted under the 2020 Plan have a term of ten years. The vesting schedule of all awards granted under the 2020 Plan is determined by the Board of Directors, which is generally four years. As of March 31, 2025, there were 118 shares available to be granted under the 2020 Plan. BTI Restricted stock units The table below summarizes activity relating to BTI RSUs. ​
​ | ​ | ​
​ | ​ | ​
​ | ​ | Number of
​ |  | shares
​ | ​ | ​
Outstanding as of January 1, 2025 |  | 27
Granted | ​ | 3
Cancelled | ​ | (1)
Vested | ​ | (9)
Outstanding as of March 31, 2025 | ​ | 20
​ During the three months ended March 31, 2025, the Company granted 3 time-based BTI RSUs which fully vest on the one-year anniversary of the grant date. The weighted average grant date fair value per share for the BTI RSUs for the three months ended March 31, 2025 was $6.14. The remaining outstanding RSUs generally vest over four years, with 25% vesting at the one-year anniversary of the grant date and the balance vesting ratably over the remaining 12 quarters of the vesting period. Unrecognized stock-based compensation expense related to the BTI RSUs was approximately $537 and $1,308 as of March 31, 2025 and 2024, respectively. BTI Performance stock units The table below summarizes activity relating to Performance Units related to BTI common stock. ​
​ | ​ | ​
​ | ​ | Number of
​ |  | shares
​ | ​ | ​
Outstanding as of January 1, 2025 |  | 70
Granted | ​ | —
Cancelled | ​ | (10)
Exercised | ​ | —
Outstanding as of March 31, 2025 | ​ | 60
​ In July 2024, the Company granted 87 Performance Units to employees. The Performance Units vest on the one-year anniversary of the grant date, provided certain performance criteria are met. The weighted average value per share of Performance Units granted in 2024 was $19.20. None of the Performance Units had vested as of March 31, 2025. Unrecognized stock-based compensation expense related to these Performance Units expected to vest was zero as of March 31, 2025 since it is uncertain whether any performance criteria will be met. OnkosXcel profit sharing units The table below summarizes activity relating to the PSUs associated with OnkosXcel as described below. ​
​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | Weighted average
​ | ​ | Number of | ​ | price per unit
​ |  | units | ​ | (in whole dollars)
​ | ​ | ​ | ​ | ​ | ​
Outstanding as of January 1, 2025 |  | 1,166 | ​ | $ | 5,686
Granted | ​ | — | ​ | $ | —
Cancelled | ​ | (84) | ​ | $ | 6,006
Forfeited | ​ | — | ​ | $ | —
Outstanding as of March 31, 2025 | ​ | 1,082 | ​ | ​ | ​
​ | ​ | ​ | ​ | ​ | ​
Vested units as of March 31, 2025 | ​ | 976 | ​ | $ | 5,533
​ During 2024, OnkosXcel Employee Holdings, LLC, a management holding company used to facilitate the grant of equity interests to service providers of OnkosXcel granted 15 individual (not in thousands) time-based PSUs related to OnkosXcel to certain employees of the Company in consideration for services provided to OnkosXcel. The PSUs represent indirect equity interests in OnkosXcel. These PSUs vest ratably over 48 months. The fair values of PSUs granted in 2024 were estimated at the date of grant using a Black-Scholes option pricing model and assumptions below. ​
​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | ​
​ | ​ | 2024 grant profit share unit valuation inputs | ​
​ | ​ | ​ | ​ | ​
Expected volatility | ​ | 97.4 | % | ​
Risk-free rate of interest | ​ | 3.6 | % | ​
Expected dividend yield | ​ | — | % | ​
Expected term | ​ | 5.8 | years | ​
​ Unrecognized stock-based compensation expense related to these awards was $319 and $782 as of March 31, 2025 and 2024, respectively. OnkosXcel restricted stock units The table below summarizes activity relating to the OnkosXcel RSUs. ​
​ | ​ | ​
​ | ​ | ​
​ | ​ | Number of
​ |  | units
​ | ​ | ​
Outstanding as of January 1, 2025 |  | 176
Granted | ​ | —
Vested | ​ | (2)
Cancelled | ​ | (34)
Outstanding as of March 31, 2025 | ​ | 140
​ | ​ | ​
​ As of March 31, 2025, the Company had 140 OnkosXcel Restricted Stock Units outstanding. Unrecognized stock-based compensation expense related to the awards expected to vest was approximately $50 and $420 as of March 31, 2025 and 2024, respectively. BTI Stock options A summary of the Company’s stock option activity for the three months ended March 31, 2025 is presented below. ​
​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | ​ | ​
​ | ​ | Number of | ​ | Weighted average | ​
​ |  | shares |  | price per share |
​ | ​ | ​ | ​ | ​ | ​ | ​
Outstanding as of January 1, 2025 |  | 311 | ​ | $ | 265.36 | ​
Granted | ​ | 75 | ​ | $ | 7.54 | ​
Forfeited | ​ | (5) | ​ | $ | 124.94 | ​
Cancelled | ​ | (14) | ​ | $ | 384.60 | ​
Exercised | ​ | — | ​ | $ | — | ​
Outstanding as of March 31, 2025 | ​ | 367 | ​ | $ | 210.27 | ​
​ | ​ | ​ | ​ | ​ | ​ | ​
Options vested and exercisable as of March 31, 2025 |  | 259 | ​ | $ | 268.46 | ​
​ As of March 31, 2025, the intrinsic value of options outstanding was $0. The intrinsic value for stock options is calculated based on the difference between the exercise prices of the underlying awards and the quoted stock price of the Company’s common stock as of the reporting date. No stock options were exercised for the three months ended March 31, 2025. As of March 31, 2025, the total intrinsic value of stock options exercisable was $0. The weighted average grant date fair value per share of options granted as of March 31, 2025 was $6.21. The weighted average grant date fair value per share of options vested as of March 31, 2025 was $196.53. The weighted average remaining contractual life is 5.0 years for options exercisable as of March 31, 2025. The weighted average remaining contractual life was 6.2 years for options outstanding as of March 31, 2025. Unrecognized compensation expense related to unvested stock option awards as of March 31, 2025 was $1,675 and will be recognized over the remaining vesting periods of the underlying awards. The weighted-average period over which such compensation is expected to be recognized is 1.1 years. Stock-Based Compensation The fair value of stock options granted during the three months ended March 31, 2025 and 2024 was estimated using the Black-Scholes pricing model with the following assumptions: ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | ​
​ | ​ | Three months ended | ​ | Three months ended
​ |  | ​ | March 31, 2025 | ​ | March 31, 2024
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Expected term | ​ | ​ | ​ | ​ | 5.3 | years | ​ | ​ | ​ | ​ | 6.1 | years | ​
Expected stock price volatility | ​ | ​ | ​ | ​ | 112.0 | % | ​ | ​ | ​ | ​ | 108.4 | % | ​
Risk-free rate of interest | ​ | ​ | ​ | ​ | 4.5 | % | ​ | ​ | ​ | ​ | 4.0 | % | ​
Expected dividend yield | ​ | ​ | ​ | ​ | 0.0 | % | ​ | ​ | ​ | ​ | 0.0 | % | ​
​ In 2025, the Company continued using the historical volatility of its common stock to estimate volatility. Prior to 2023, volatility was estimated using a combination of the historical volatility of publicly traded peer companies and that of the Company’s common stock. The expected term of the awards is estimated based on the simplified method, which calculates the expected term based upon the midpoint of the life of the award and the vesting period. The Company uses the simplified method because it does not have sufficient option exercise data to provide a reasonable basis upon which to estimate the expected term. The expected dividend yield is zero percent as the Company has no history of paying dividends nor does management expect to pay dividends over the contractual terms of these options. The risk-free interest rates are determined by reference to the U.S. Treasury yield curve in effect at the time of grant, with maturities approximating the expected term of the stock options. The fair value of the underlying common stock is generally determined as the closing price of the Company’s common stock on The Nasdaq Capital Market on the grant date, with consideration of whether there is material nonpublic information that could impact that estimated fair value when it is released. The Company recognized stock-based compensation expense related to awards issued under the 2017 Plan and the 2020 Plan, as well as the OnkosXcel RSUs and PSUs, of $180 and $3,433 for the three months ended March 31, 2025 and 2024, respectively, which were comprised as follows: ​
​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | Three months ended March 31,
​ | ​ | 2025 | ​ | 2024
​ | ​ | ​ | ​ | ​ | ​ | ​
Research and development | ​ | $ | (514) | ​ | $ | 1,281
Selling, general and administrative | ​ |  | 694 | ​ | ​ | 2,152
Total | ​ | $ | 180 | ​ | $ | 3,433
​ 2020 Employee Stock Purchase Plan The Company’s 2020 Employee Stock Purchase Plan (the “ESPP”) was also approved and became effective at the Company’s 2020 annual meeting of stockholders on May 20, 2020. The ESPP is designed to assist eligible employees of the Company with the opportunity to purchase the Company’s common stock at a discount through accumulated payroll deductions during successive offering periods. The aggregate number of shares that were initially available to be issued pursuant to rights granted under the ESPP was 6 shares of common stock. In addition, the number of shares available for issuance under the ESPP increases on the first day of each calendar year, beginning on January 1, 2021 and ending on and including January 1, 2030, by a number of shares of common stock equal to the lesser of (a) 1% of the shares outstanding on the final day of the immediately preceding calendar year and (b) such smaller number of shares as determined by the Board of Directors. The number of shares that may be issued or transferred pursuant to rights granted under the component of the ESPP that is intended to qualify for favorable U.S. federal tax treatment under Section 423 of the Internal Revenue Code (the “Section 423 Component”) shall not exceed 31 shares. The purchase price will be determined by the administrator of the ESPP and, for purposes of the Section 423 Component, shall not be less than 85% of the fair value of a share on the first trading day or on the last trading day of the applicable offering period, whichever is lower. The shares available for issuance under the ESPP increased by 31 shares and 19 shares on January 1, 2025 and 2024, respectively. To date, no shares have been sold under the ESPP. There were 106 shares available for issuance as of March 31, 2025.

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