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Stock-Based Compensation
6 Months Ended
Jun. 30, 2022
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]  
Stock-Based Compensation

Note 9. Stock-Based Compensation

Common Stock Equity Plans

In 2010, the Company adopted the 2010 Equity Incentive Plan and later amended it in 2014, 2017 and 2018 (the Amended 2010 Plan). The Amended 2010 Plan was terminated in August 2019 and remains in effect as to outstanding equity awards granted prior to the date of expiration. No new awards may be made under the Amended 2010 Plan.

In August 2019, the Company’s stockholders approved the 2019 Stock Incentive Plan (the 2019 Plan), and it replaced the Amended 2010 Plan.  The 2019 Plan authorizes the board of directors or the compensation committee of the board of directors to grant a broad range of awards including stock options, stock appreciation rights, restricted stock, performance-based awards, and restricted stock units. Under the 2019 Plan, 182,500 shares were initially reserved for issuance.

In November 2021, in connection with the approval of the Arrangement, the Company’s stockholders approved an amendment increasing the number of shares reserved for issuance under the 2019 Plan by 3,106,937 shares.

Under the 2019 Plan, the term of all incentive stock options granted to a person who, at the time of grant, owns stock representing more than 10% of the voting power of all classes of the Company’s stock may not exceed five years. The exercise price of stock options granted under the 2019 Plan must be at least equal to the fair market value of the shares on the date of grant.  Generally, awards under the 2019 Plan will vest over a three to four-year period, and options will have a term of 10 years from the date of grant.  In addition, the 2019 Plan provides for automatic acceleration of vesting for options granted to non-employee directors upon a change of control of the Company.

In connection with the Arrangement, the Company assumed the Peraso Technologies Inc. 2009 Share Option Plan (the 2009 Plan) and all outstanding options granted pursuant to the terms of the 2009 Plan. Each outstanding, unexercised and unexpired option under the 2009 Plan, whether vested or unvested, was assumed by the Company and converted into options to purchase shares of the Company’s common stock and became exercisable by the holder of such option in accordance with its terms, with (i) the number of shares of common stock subject to each option multiplied by the Exchange Ratio and (ii) the per share exercise price upon the exercise of each option divided by the Exchange Ratio. In connection with the Arrangement, no further awards will be made under the 2009 Plan.  

The 2009 Plan, the Amended 2010 Plan and the 2019 Plan are referred to collectively as the “Plans.”

Stock-Based Compensation Expense

The Company reflected compensation costs of $2.2 million and $2.3 million related to the vesting of stock options during the six month periods ended June 30, 2022 and 2021, respectively. At June 30, 2022, the unamortized compensation cost was approximately $10.2 million related to stock options and is expected to be recognized as expense over a weighted average period of approximately 2.6 years. The Company reflected compensation costs of $0.7 million and zero related to the vesting of restricted stock options during the six month ended June 30, 2022 and 2021, respectively.   The unamortized compensation cost at June 30, 2022 was $2.8 million related to restricted stock units and is expected to be recognized as expense over a weighted average period of approximately 2.5 years.

 

Valuation Assumptions and Expense Information for Stock-Based Compensation

There were no stock options granted or exercised during the six months ended June 30, 2022 and 2021. 

Common Stock Options and Restricted Stock

The term of all incentive stock options granted to a person who, at the time of grant, owns stock representing more than 10% of the voting power of all classes of the Company’s stock may not exceed five years. The exercise price of stock options granted under the 2019 Plan must be at least equal to the fair market value of the shares on the date of grant.  Generally, options granted under the 2019 Plan will vest over a three to four-year period and have a term of 10 years from the date of grant.  In addition, the 2019 Plan provides for automatic acceleration of vesting for options granted to non-employee directors upon a change of control (as defined in the 2019 Plan) of the Company.  

The following table summarizes the activity in the shares available for grant under the Plans during the six months ended June 30, 2022 (in thousands, except exercise price):

 

 

 

 

 

 

Options Outstanding

 

 

 

 

 

 

 

 

 

 

Weighted

 

 

 

Shares

 

 

 

 

 

Average

 

 

 

Available

 

Number of

 

 

Exercise

 

 

 

for Grant

 

Shares

 

 

Prices

 

Balance as of December 31, 2021

 

 

3,024

 

 

1,558

 

 

$

3.49

 

Options cancelled

 

 

 

 

(13

)

 

$

10.98

 

Balance as of March 31, 2022

 

 

3,024

 

 

1,545

 

 

$

3.43

 

RSUs granted

 

 

(1,511

)

 

 

 

$

-

 

RSUs cancelled and returned to the Plan

 

 

43

 

 

 

 

$

-

 

Options cancelled

 

 

 

 

(8

)

 

$

2.63

 

Balance as of June 30, 2022

 

 

1,556

 

 

1,537

 

 

$

3.38

 

 

 

 

A summary of RSU activity under the Plans is presented below (in thousands, except for fair value):

 

 

 

 

 

 

 

Weighted

 

 

 

 

 

 

 

Average

 

 

 

Number of

 

 

Grant-Date

 

 

 

Shares

 

 

Fair Value

 

Non-vested shares as of December 31, 2021

 

 

88

 

 

$

4.84

 

Vested

 

 

(13

)

 

$

3.70

 

Non-vested shares as of March 31, 2022

 

 

75

 

 

$

5.67

 

Granted

 

 

1,511

 

 

 

 

Vested

 

 

(271

)

 

$

2.49

 

Cancelled

 

 

(12

)

 

 

 

Non-vested shares as of June 30, 2022

 

 

1,303

 

 

$

2.28

 

 

 

 

 

 

 

 

 

 

 

The following table summarizes significant ranges of outstanding and exercisable options as of June 30, 2022 (in thousands, except contractual life and exercise price):

 

 

Options Outstanding

 

 

Options Exercisable

 

 

 

 

 

 

 

Weighted

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Remaining

 

 

Weighted

 

 

 

 

 

 

Weighted

 

 

 

 

 

 

 

 

 

 

 

Contractual

 

 

Average

 

 

 

 

 

 

Average

 

 

Aggregate

 

 

 

Number

 

 

Life

 

 

Exercise

 

 

Number

 

 

Exercise

 

 

Intrinsic

 

Range of Exercise Price

 

Outstanding

 

 

(in Years)

 

 

Price

 

 

Exercisable

 

 

Price

 

 

value

 

$1.57 - $14.99

 

 

1,526

 

 

 

8.17

 

 

$

2.65

 

 

 

834

 

 

$

2.52

 

 

$

39

 

$15.00 - $25.59

 

 

4

 

 

 

1.24

 

 

$

15.00

 

 

 

4

 

 

$

15.00

 

 

$

 

$25.60 - $143.99

 

 

1

 

 

 

2.18

 

 

$

50.00

 

 

 

1

 

 

$

50.00

 

 

$

 

$144.00 - $409.99

 

 

5

 

 

 

4.15

 

 

$

144.00

 

 

 

5

 

 

$

144.00

 

 

$

 

$410.00 - $924.00

 

 

1

 

 

 

2.75

 

 

$

410.00

 

 

 

1

 

 

$

410.00

 

 

$

 

$1.57 - $924.00

 

 

1,537

 

 

 

8.13

 

 

$

3.38

 

 

 

845

 

 

$

3.85

 

 

$

39