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Stock-based Compensation | 12 Months Ended
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Dec. 31, 2024
Share-based Payment Arrangement [Abstract] |
Stock-based Compensation | 8. Stock-based Compensation 2023 Equity Incentive Plan The Company adopted 2023 Equity Incentive Plan (the “2023 Plan”), which became effective at the closing of the Merger and replaced our 2020 Equity Incentive Plan (“2020 Plan”) on the effective date of the Merger. As of the effective date of the Merger, there were 1,000,000 shares of the Company’s common stock available for grant under the 2023 Plan. In addition, the share reserve is subject to annual increases each January 1 for the first ten years following approval of the 2023 Plan of up to 5% of shares of the Company’s common stock outstanding (or a lesser number determined by the Company’s board of directors). As of December 31, 2024, 228,475 options have been returned of whic h 223,743 (granted under the 2020 Plan) are unavailable for future grant. Effective January 1, 2024, the shares reserved for issuance under the 2023 Plan was increased by 287,725 shares. Effective March 28, 2024, the Board approved an increase of 1,500,000 shares reserved under the 2023 Plan. This increase was subsequently approved by the stockholders of the Company on August 27, 2024. As of December 31, 2024, 820,266 s hares were available for grant under the 2023 Plan. 2023 Employee Stock Purchase Plan The Company adopted the 2023 Employee Stock Purchase Plan (the “2023 ESPP”) which became effective at the closing of the Merger. As of the effective time of the Merger, there were 65,000 shares of the Company’s common stock reserved for issuance under the 2023 ESPP. In addition, the share reserve is subject to annual increases each January 1 for the first ten years following approval of the 2023 ESPP of the lesser of (i) 1% of the total number of shares of the Company’s common stock outstanding on December 31 of the preceding calendar year, (ii) 195,000 shares of the Company’s common stock, or (iii) such lesser number of shares of the Company’s common stock as determined by the Company’s board of directors. An annual increase of 57,545 shares of the Company’s common stock was automatically added to the share reserve under the 2023 ESPP on January 1, 2024. As of December 31, 2024, no shares have been issued under the 2023 ESPP. The following table summarizes the stock option transactions for the 2023 Plans:
|  | Total Options |  |  |  | Weighted Average Exercise Price |  |  | Weighted Average Remaining Contractual Term (years) |  |  |  | Aggregate Intrinsic Value (in thousands) |
Outstanding at December 31, 2023 |  |  | 1,739,270 |  |  | $ |  | 15.71 |  |  |  | 6.99 |  |  | $ |  | 76 |
Granted |  |  | 1,326,500 |  |  |  |  | 4.12 |  |  |  | 9.47 |  |  |  |  | 4 |
Exercised |  |  | (12,852 | ) |  |  |  | 1.55 |  |  |  | — |  |  |  |  | — |
Cancelled |  |  | (228,475 | ) |  |  |  | 75.27 |  |  |  | — |  |  |  |  | — |
Outstanding at December 31, 2024 |  |  | 2,824,443 |  |  | $ |  | 5.51 |  |  |  | 8.15 |  |  | $ |  | 316 |
Vested and exercisable at December 31, 2024 |  |  | 1,350,852 |  |  | $ |  | 6.46 |  |  |  | 7.09 |  |  | $ |  | 210 |
There were 12,852 options exercised and 1,326,500 options granted during the year ended December 31, 2024. The weighted-average fair value of options granted during the years ended December 31, 2024 and 2023 was $4.14 and $2.34 per share, respectively. The total fair value of shares vested was $5.0 million and $11.9 million (which includes $10.5 million related to the acceleration of vesting of the Graybug stock awards at the date of the Merger) for the year ended December 31, 2024 and December 31, 2023, respectively. As of December 31, 2024, stock-based compensation not yet recognized is $4.7 million, which the Company expects to recognize over an estimated weighted-average term of 2.8 years. The following is the range of underlying assumptions in Black-Scholes to determine the fair value of the stock option grants for the years ended December 31, 2024 and 2023:
|  | Year Ended December 31,
|  | 2024 |  | 2023
Risk free interest rate |  | 3.15% |  | 3.50%-3.56%
Expected volatility |  | 97% |  | 75%-76%
Expected term (years) |  | 6.01 |  | 6.25
Expected dividend yield |  | 0% |  | 0%
Restricted Stock Units (“RSU”) The fair value of RSUs is determined on the date of grant based on the market price of the Company’s common stock on that date. The aggregate grant date fair value of RSUs vested during the year ended December 31, 2024 was nil. The following table summarizes restricted stock unit activity for the CalciMedica Plans:
|  | Number of Restricted Stock Units |  |  |  | Weighted Average Exercise Price |
Outstanding at December 31, 2023 |  |  | — |  |  | $ |  | — |
Granted |  |  | 40,000 |  |  |  |  | 3.50 |
Exercised |  |  | — |  |  |  |  | — |
Forfeited/Cancelled (expired) |  |  | — |  |  |  |  | — |
Outstanding at December 31, 2024 |  |  | 40,000 |  |  | $ |  | 3.50 |
Vested and exercisable at December 31, 2024 |  |  | — |  |  | $ |  | — |
Stock-based Compensation Expense Stock-based compensation expense recognized for options and restricted stock units granted was as follows (in thousands):
|  | Year Ended December 31, |
|  | 2024 |  |  | 2023 |
Research and development |  | $ | 840 |  |  | $ | 2,449 |
General and administrative |  |  | 1,473 |  |  |  | 9,590 |
Total stock-based compensation expense |  | $ | 2,313 |  |  | $ | 12,039 |
The stock-based compensation expense for the year ended December 31, 2023, includes one-time charges for the acceleration of vesting of the Graybug stock options at the date of the Merger of $1.9 million and $8.6 million in research and development and general and administrative expenses, respectively. Common Stock Reserved for Future Issuance Common stock reserved for future issuance consists of the following at December 31, 2024:
|  | December 31, |
|  | 2024 |
Common stock warrants |  |  | 3,352,621 |
Stock options issued and outstanding |  |  | 2,824,443 |
Shares available for issuance under the 2023 Plan |  |  | 807,414 |
Shares available under the 2023 ESPP |  |  | 122,545 |
Total |  |  | 7,107,023 |

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