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Stock-Based Compensation
3 Months Ended
Mar. 31, 2025
Share-Based Payment Arrangement [Abstract]  
Stock-Based Compensation

Note 8. Stock-Based Compensation

Stock Options

The following is a summary of the Company’s stock option activity under the 2014 Equity Incentive Plan, 2023 Equity Incentive Plan and the Peak Bio 2022 Long Term Incentive Plan for the three months ended March 31, 2025:

 

 

Stock
Options

 

 

Weighted-
Average
Exercise
Price

 

 

Weighted-Average
Remaining
Contractual Life
(in years)

 

 

Aggregate
Intrinsic
Value

 

Outstanding at December 31, 2024

 

 

3,963,964,688

 

 

$

0.01

 

 

 

7.5

 

 

$

 

Granted

 

 

10,452,672,000

 

 

 

 

 

 

 

 

 

 

Exercised

 

 

 

 

 

 

 

 

 

 

 

 

Forfeited

 

 

(26,350,000

)

 

 

0.03

 

 

 

 

 

 

 

Expired

 

 

 

 

 

 

 

 

 

 

 

 

Outstanding at March 31, 2025 (1)

 

 

14,390,286,688

 

 

$

 

 

 

9.3

 

 

$

1

 

Exercisable at March 31, 2025

 

 

1,604,153,355

 

 

$

0.01

 

 

 

4.3

 

 

$

1

 

___________

(1)
Includes both vested stock options as well as unvested stock options for which the requisite service period has not been rendered but that are expected to vest based on achievement of a service condition.

 

The aggregate intrinsic value of options is calculated as the difference between the exercise price of the options and the fair value of the Company’s ADSs for those options that had exercise prices lower than the fair value of the Company’s ordinary shares.

The weighted-average grant-date fair value per share of options granted during each of the three months ended March 31, 2025 and 2024 was less than $0.01.

Option Valuation

The weighted-average assumptions that the Company used to determine the fair value of share options granted were as follows, presented on a weighted average basis:

 

 

 

2025

 

 

2024

 

Expected volatility

 

 

95.7

%

 

 

 

Risk-free interest rate

 

 

4.0

%

 

 

 

Expected dividend yield

 

 

 

 

 

 

Expected term (in years)

 

 

5.8

 

 

 

 

 

Restricted Stock Units

The 2014 Plan provided, and the 2023 Plan provides, for the award of RSUs. RSUs are granted to employees that are subject to time-based vesting conditions that lapse between one year and four years from date of grant, assuming continued employment. Compensation cost for time-based RSUs, which generally vest only on continued service, is recognized on a straight-line basis over the requisite service period based on the grant date fair value of the RSUs, which is derived from the Nasdaq closing price of the Company’s ADSs on the date of grant.

The Company had no activity in restricted stock awards for the three months ended March 31, 2025.

 

No time-based RSUs vested during the three months ended March 31, 2025. The fair value of time-based RSUs that vested during the three months ended March 31, 2024 was approximately $0.2 million.

 

As of March 31, 2025, there were no ordinary shares underlying vested time-based RSUs pending issuance that were included in the unaudited condensed consolidated statement of shareholders’ equity (deficit).

Performance-Based Stock Options

During the first quarter of 2025, the Company granted stock option awards exercisable to purchase 1,600,000,000 ordinary shares to two executives that contain performance-based vesting conditions based on the achievement of either (i) closing a qualified financing on or before December 31, 2025 or (ii) closing of an ADC-focused license transaction. No shares have vested during the three months ended March 31, 2025. As of March 31, 2025, the stock options awards remain outstanding and are not probable of vesting. The Company has not recognized stock-based compensation expense associated with these performance awards during the three months ended March 31, 2025. As of March 31, 2025, total unrecognized compensation cost related to these performance-based stock options awards was $0.9 million, which will be recognized if the awards are deemed to be probable of vesting.

Stock-Based Compensation Expense

The Company classifies stock-based compensation expense in the statements of operations in the same manner in which the award recipients’ payroll costs are classified or in which the award recipients’ service payments are classified. Total stock-based compensation expense attributable to share-based payments made to employees, consultants and directors included in operating expenses in the Company's condensed consolidated statements of operations and comprehensive loss for the three months ended March 31, 2025 and 2024, was as follows:

 

 

 

Three Months Ended March 31,

 

($ in thousands)

 

2025

 

 

2024

 

Research and development

 

$

191

 

 

$

43

 

General and administrative

 

 

824

 

 

 

253

 

Total stock-based compensation expense

 

$

1,015

 

 

$

296

 

 

As of March 31, 2025, total unrecognized compensation cost related to unvested stock options was $7.0 million, which is expected to be recognized over a weighted average period of 2.7 years. As of March 31, 2025, no unrecognized compensation cost remains related to time-based RSUs.