v3.25.1
Share-Based Compensation
3 Months Ended
Mar. 31, 2025
Share-Based Payment Arrangement [Abstract]  
SHARE-BASED COMPENSATION

NOTE 7: SHARE-BASED COMPENSATION

The Company previously granted stock options under its 2015 Stock Incentive Plan (the “2015 Plan”). As of March 31, 2025 there were 29,935 stock options outstanding under the 2015 Plan and no remaining stock options available to be granted under the 2015 Plan.

The 2019 Incentive Award Plan (as amended and restated, the “2019 Plan”) provides for the grant of incentive stock options, non-qualified stock options, stock appreciation rights, restricted stock, restricted stock units and other share-based awards. The 2019 Plan had 179,468 stock options and 637,457 restricted stock units (“RSUs”) outstanding as of March 31, 2025.

The number of shares available for issuance under the 2019 Plan initially equaled 158,333 shares of common stock. The 2019 Plan provides for an annual increase to the number of shares of common stock available for issuance on the first day of each calendar year beginning January 1, 2020 and ending on and including January 1, 2029 by an amount equal to the lesser of (i) 4% of the aggregate number of shares of common stock outstanding on the final day of the immediately preceding calendar year and (ii) such smaller number of shares of common stock as determined by the board of directors. As of March 31, 2025, the aggregate number of shares available for issuance under the 2019 Plan has been increased by 862,285 pursuant to this provision. Additionally, the number of shares available for issuance under the plan was increased by an additional 630,000 shares in connection with the amendment and restatement of the 2019 Plan approved at the Company’s annual meeting of stockholders on June 4, 2024. Any shares that are subject to awards outstanding under the Company’s 2006 Plan and 2015 Plan as of the effective date of the 2019 Plan that expire, lapse, or are terminated, exchanged for cash, surrendered, repurchased, or canceled without having been fully exercised or forfeited, to the extent so unused, will become available for award grants under the 2019 Plan. As of March 31, 2025, 440,440 shares were available to be issued under the 2019 Plan.

The purchase price of the shares under the 2019 ESPP, in the absence of a contrary designation, will be 85% of the lower of the fair market value of our common stock on the first trading day of the offering period or on the purchase date. As of March 31, 2025, we had issued 88,165 shares under the 2019 ESPP. As of March 31, 2025, 98,501 shares were available to be issued under the 2019 ESPP. The Company recognized share-based compensation expense related to the 2019 ESPP of less than $0.1 million during the three months ended March 31, 2025 and March 31, 2024.

The 2021 Employment Inducement Incentive Award Plan (as amended, the “Inducement Award Plan”) provides for the grant of non-qualified stock options, stock appreciation rights, restricted stock, RSUs and other share-based awards to newly hired employees who have not previously been an employee or member of the board, or an employee who is being rehired following a bona fide period of non-employment by the Company. No more than 500,000 shares of the Company’s common stock may be issued under the Inducement Award Plan. As of March 31, 2025, 321,111 shares were available to be issued under the Inducement Award Plan. The Inducement Award Plan had 166,193 stock options and 4,806 RSUs outstanding as of March 31, 2025.

The Company recorded employee and nonemployee share-based compensation expense as follows (in thousands):

 

 

Three Months Ended March 31,

 

 

2025

 

 

2024

 

Employee

$

2,639

 

 

$

2,488

 

Nonemployee

 

183

 

 

 

418

 

$

2,822

 

 

$

2,906

 

 

 

Share-based compensation expense is included in the following line items in the condensed statements of operations (in thousands):

 

 

Three Months Ended March 31,

 

 

2025

 

 

2024

 

Research and development

$

503

 

 

$

760

 

General and administrative

 

2,319

 

 

 

2,146

 

$

2,822

 

 

$

2,906

 

 

The following table summarizes activity in the Company’s stock option plans for the three months ended March 31, 2025:

 

 

 

Outstanding Option Shares

 

 

Weighted-Average Exercise Price

 

Balance as of December 31, 2024

 

 

376,551

 

 

$

136.59

 

Granted

 

 

 

 

 

 

Exercised

 

 

 

 

 

 

Forfeited/canceled

 

 

(955

)

 

 

281.20

 

Balance as of March 31, 2025

 

 

375,596

 

 

$

136.22

 

The fair value of each RSU was determined based on the closing market price of the Company’s common stock on the date of grant. The fair value of the RSUs will be recognized as expense over the requisite vesting period.

The following table summarizes the Company’s RSU activity for the three months ended March 31, 2025:

 

 

 

RSU Awards

 

 

Weighted-Average Grant Date Fair Value

 

Unvested RSUs as of December 31, 2024

 

 

975,520

 

 

$

14.32

 

Granted

 

 

 

 

 

 

Forfeited

 

 

(12,242

)

 

 

19.24

 

Vested

 

 

(321,015

)

 

 

17.38

 

Unvested RSUs as of March 31, 2025

 

 

642,263

 

 

$

12.70

 

 

There was approximately $9.7 million of total unrecognized compensation cost related to unvested stock options and RSUs as of March 31, 2025, which is expected to be recognized over a weighted-average period of 1.4 years.