XML 225 R17.htm IDEA: XBRL DOCUMENT v3.25.0.1
Stockholders' Equity
 12 Months Ended
Dec. 31, 2024
Equity [Abstract]  
Stockholders' Equity Stockholders' Equity
Equity Plans
The Company has used long-term incentive plans for the purpose of granting equity awards to employees of the Company, including officers, and nonemployees, including consultants and nonemployee members of the Company's board of directors (collectively, the “Participants”). The Participants may receive awards as determined by a committee of independent members of the Company's board of directors or, to the extent authorized by such committee with respect to certain Participants, a duly authorized employee (collectively, the “Committee”). The incentive plan currently used by the Company is the 2018 Equity Incentive Compensation Plan (the “2018 Plan”), as adopted by the stockholders of the Company in June 2018, and subsequently increased by the stockholders of the Company in June 2024 with 600,000 shares authorized for issuance thereunder and in June 2023 with 400,000 shares authorized for issuance thereunder and in September 2022 with 333,333 shares authorized for issuance thereunder and in June 2021 with 400,000 shares authorized for issuance thereunder and in June of 2020 with 166,667 shares authorized for issuance thereunder, plus any shares awarded under the 2015 Equity Compensation Plan (the “2015 Plan”) or the Amended and Restated 2009 Equity Compensation Plan (the “2009 Plan”) that are not issued due to their subsequent forfeiture, cancellation, or other settlement thereof. Concurrent with the adoption of the 2018 Plan, no future awards will occur under the 2015 Plan or the 2009 Plan. The awards that may be made under the 2018 Plan include: (a) incentive stock options and nonqualified stock options, (b) shares of restricted stock, (c) restricted stock units, and (d) other kinds of equity-based compensation awards. All stock options under the 2015 Plan and 2009 Plan were granted and the 2018 Plan are granted at the fair market value of the common stock at the grant date. Stock options vest either on the date of grant, ratably over a period
determined at time of grant (typically over 3 years) or upon the accomplishment of specified business milestones, and generally expire 2, 3, or 10 years from the grant date depending on the status of the recipient as a nonemployee, employee or director of the Company. As of December 31, 2024 and 2023 there were 744,514 shares and 593,141 shares, respectively available for future grants under the 2018 Plan. No additional awards may be made under the 2015 Plan or the 2009 Plan.
The Company adopted an employee stock purchase plan effective January 1, 2013 and authorized 3,333 shares under the plan (the “2012 ESPP”). The plan has two six-month offering periods per year under which eligible employees may contribute up to 15% of their compensation toward the purchase of the Company's common stock per offering period (with a $25,000 fair market value cap per calendar year). The employee's purchase price is equal to (i) 85% of the closing price of a share of the Company's common stock on the enrollment date of such offering period or (ii) 85% of the closing price of a share of the Company's common stock on the Exercise Date of such Offering Period, whichever is lower. In May 2017, the Company's stockholders approved an amendment and restatement to the 2012 ESPP (the “2017 ESPP”) in order to effect an increase of authorized shares from 3,333 to 6,667. In June 2018, the Company's stockholders approved an amendment to the 2017 ESPP (the “Amended 2017 ESPP”) in order to effect an increase of authorized shares from 6,667 to 33,333. In June 2023, the Company's stockholders approved an amendment to the Amended 2017 ESPP in order to effect an increase of authorized shares from 33,333 to 68,333. In June 2024, the Company's stockholders approved an amendment to the Amended 2017 ESPP in order to effect an increase of authorized shares from 68,333 to 113,333.
During the year ended December 31, 2024, 23,790 shares were issued under the Amended 2017 ESPP. At December 31, 2024 and 2023, the Company had 43,121 shares and 21,911 shares, respectively of the Company's common stock available for future grant in connection with this plan.
Equity Issuances
At The Market Offering Agreement
On June 4, 2021, the Company entered into an At The Market Offering Agreement (the “ATM Agreement”) with H.C. Wainwright & Co., LLC, as sales agent, in connection with an “at the market offering” under which the Company from time to time may offer and sell shares of its common stock, having an aggregate offering price of up to $50.0 million. As of the date of this filing and so long as the Company’s public float remains below $75.0 million, the Company is subject to limitations pursuant to General Instruction I.B.6 of Form S-3 (the “Baby Shelf Limitation”), which limits the amount the Company can offer to up to one-third of its public float during any trailing 12-month period. Subsequent to the filing of a prospectus supplement to the Company's Registration Statement on Form S-3 (File No. 333-279034) relating to the at the market offering on August 21, 2024, the aggregate market value of its outstanding common stock held by non-affiliates was approximately $29.6 million. Pursuant to the Baby Shelf Limitation, since the aggregate market value of the Company's outstanding common stock held by non-affiliates was below $75.0 million at the time of such prospectus supplement filing, the aggregate amount of securities that the Company is permitted to offer and sell as of the date of this Annual Report on Form 10-K, is $9,855,890, which is equal to one-third of the aggregate market value of our common stock held by non-affiliates as of August 20, 2024. If the Company’s public float exceeds $75.0 million on a future measurement date, it will no longer be subject to the Baby Shelf Limitation. During the twelve months ended December 31, 2024, the Company issued 3,779 shares of common stock under the ATM Agreement for net proceeds of $10,074. Since inception through December 31, 2024, the Company has issued 68,173 shares of common stock under the ATM Agreement for net proceeds of $280,848.
Stock Options and Warrants
The following table summarizes the activity for stock options and warrants for the year ended December 31, 2024:
Stock OptionsWarrants
SharesWeighted Average Exercise PriceWeighted Average Remaining Contractual Term (Years)Aggregate Intrinsic Value (In Thousands)SharesWeighted Average Exercise PriceWeighted Average Remaining Contractual Term (Years)Aggregate Intrinsic Value (In Thousands)
Outstanding at December 31, 20231,322,501 $10.81 6.06$164.1 1,421,744 $42.51 2.42$— 
Changes during the Year:
Granted136,475 $3.07 75,000 2.88 
Exercised(13,345)$0.02 — — 
Forfeited(2,681)$2.52 — — 
Expired(2,415)$830.78 — — 
Outstanding at December 31, 20241,440,535 $8.82 5.46$157.0 1,496,744 $40.52 1.29$7.5 
Vested at December 31, 2024 or expected to vest in the future1,435,185 $8.84 5.45$157.0 1,496,744 $40.52 1.29$7.5 
Exercisable at December 31, 20241,273,147 $9.52 5.04$154.2 1,421,744 $42.51 1.24$— 

Restricted Stock
During the years ended December 31, 2024 and 2023, the Company issued restricted stock for services as follows ($ in thousands, except share data):
20242023
Number of restricted stock issued203,800 159,950 
Value of restricted stock issued $627.7 $479.9 

The weighted average estimated fair value of restricted stock issued for services in the years ended December 31, 2024 and 2023 was $3.08 and $3.00 per share, respectively. The fair value of the restricted stock was determined using the Company’s closing stock price on the date of issuance. The vesting terms of restricted stock issuances are generally between one and four years.

The following is a summary of the changes in non-vested restricted stock for the year ended December 31, 2024:
Restricted Stock SharesWeighted Average Grant-Date Fair Value
Non-vested at December 31, 2023125,775 $5.86 
Changes during the Year:
Granted203,800 $3.08 
Vested(99,686)$5.22 
Forfeited(1,461)$3.51 
Non-vested at December 31, 2024228,428 $3.67 
Restricted Stock Units
During the years ended December 31, 2024 and 2023, the Company issued restricted stock units for services as follows ($ in thousands, except share data):
20242023
Number of restricted stock units issued205,300 188,850 
Value of restricted stock units issued $632.3 $566.6 

The weighted average estimated fair value of restricted stock units issued for services in the years ended December 31, 2024 and 2023 was $3.08 and $3.00 per share, respectively. The fair value of the restricted stock units was determined using the Company’s closing stock price on the date of issuance. The vesting terms of restricted stock unit issuances are generally one year, or upon the achievement of performance-based milestones.
The following is a summary of the changes in non-vested restricted stock units for the year ended December 31, 2024:
Restricted Stock UnitsWeighted Average Grant-Date Fair Value
Non-vested at December 31, 2023112,800 $3.37 
Changes during the Year:
Granted205,300 $3.08 
Vested(213,500)$3.14 
Forfeited(800)$3.08 
Non-vested at December 31, 2024103,800 $3.28