v3.26.1
Stock-Based Compensation
3 Months Ended
Mar. 31, 2026
Share-Based Payment Arrangement [Abstract]  
Stock-Based Compensation

11. Stock-Based Compensation

The Company has two equity incentive plans: the 2016 Equity Incentive Plan, as amended, and the 2020 Equity Incentive Plan. New awards can only be granted under the 2020 Equity Incentive Plan (the “Plan”). The number of shares of the Company’s common stock that may be issued pursuant to rights granted under the Plan shall automatically increase on January 1st of each year and continuing for ten years beginning on January 1, 2021, in an amount equal to five percent of the total number of shares of the Company’s common stock outstanding on December 31st of the preceding calendar year, subject to the discretion of the Company's board of directors or compensation committee to determine a lesser number of shares shall be added for such year. On January 1, 2026, 3,147,681 shares were added to the Plan. As of March 31, 2026, 7,332,525 shares were available for future grants. The Plan provides for the granting of common stock, incentive stock options, nonqualified stock options, restricted stock awards, restricted stock units and/or stock appreciation rights to employees, directors, and other persons, as determined by the Company’s board of directors. The Company’s stock options vest based on the terms in each award agreement, generally over four-year periods with 25% of options vesting after one year and then monthly thereafter, and have a term of ten years.

The Company measures stock-based awards at their grant-date fair value and records compensation expense on a straight-line basis over the vesting period of the awards. The Company recorded stock-based compensation expense in the following expense categories in its accompanying statements of operations:

 

 

 

Three Months Ended
March 31,

 

(in thousands)

 

2026

 

 

2025

 

Research and development

 

$

1,089

 

 

$

2,270

 

General and administrative

 

 

911

 

 

 

1,562

 

 

$

2,000

 

 

$

3,832

 

Stock Options

The following table summarizes stock option activity for the periods indicated:

 

 

 

Number
of shares

 

 

Weighted
average
exercise price
per share

 

 

Weighted
average
remaining
contractual
term (years)

 

Outstanding at December 31, 2025

 

 

14,727,692

 

 

$

7.68

 

 

 

6.80

 

Granted

 

 

3,570,250

 

 

$

2.30

 

 

 

 

Exercised

 

 

(26,463

)

 

$

1.16

 

 

 

 

Forfeited

 

 

(583,766

)

 

$

12.95

 

 

 

 

Outstanding at March 31, 2026

 

 

17,687,713

 

 

$

6.43

 

 

 

7.21

 

Exercisable at March 31, 2026

 

 

10,101,993

 

 

$

9.34

 

 

 

5.86

 

 

At March 31, 2026, the aggregate intrinsic value of outstanding options and exercisable options was $14.0 million and $4.7 million, respectively.

The following table summarizes information about stock options outstanding at March 31, 2026 under the Plan:

 

 

 

Options Outstanding

 

 

Options Exercisable

 

Range of Exercise Prices

 

Number
Outstanding

 

 

Weighted Average
Remaining
Contractual Life
(in years)

 

 

Weighted
Average
Exercise
Price

 

 

Number
Exercisable

 

 

Weighted
Average
Exercise
Price

 

$0.31 - $2.09

 

 

4,864,197

 

 

 

6.88

 

 

$

1.37

 

 

 

2,558,956

 

 

$

1.60

 

$2.10 - $4.43

 

 

4,277,350

 

 

 

9.53

 

 

 

2.55

 

 

 

432,778

 

 

 

3.79

 

$4.44 - $7.50

 

 

4,714,930

 

 

 

7.21

 

 

 

5.53

 

 

 

3,280,908

 

 

 

5.66

 

$7.51 - $74.45

 

 

3,831,236

 

 

 

5.06

 

 

 

18.29

 

 

 

3,829,351

 

 

 

18.30

 

 

 

17,687,713

 

 

 

 

 

 

 

 

 

10,101,993

 

 

 

 

 

The weighted-average grant date fair value of options granted was $1.97 and $1.11 per option for the three months ended March 31, 2026 and 2025, respectively. The Company recorded stock-based compensation expense of $1.9 million and $3.7 million for the three months ended March 31, 2026 and 2025, respectively, related to stock options. As of March 31, 2026, the total unrecognized compensation expense related to unvested stock option awards was $14.5 million, which the Company expects to recognize over a weighted-average period of 2.60 years.

The fair value of each option was estimated on the date of grant using the weighted average assumptions in the table below:

 

 

 

Three months ended
March 31,

 

 

 

2026

 

 

2025

 

Expected volatility

 

 

114.01

%

 

 

86.50

%

Risk-free interest rate

 

 

3.91

%

 

 

4.32

%

Expected life (in years)

 

 

6.07

 

 

 

6.07

 

Expected dividend yield

 

 

 

 

 

 

Restricted Stock Units

The Company granted restricted stock units (“RSUs”) to employees that generally vest over a four-year period with 25% of awards vesting after one year and then quarterly thereafter. Any unvested units will be forfeited upon termination of services.

The following table summarizes activity related to RSU stock-based payment awards:

 

 

Number of
shares

 

 

Weighted-average
grant date fair
value

 

Unvested balance at December 31, 2025

 

 

220,500

 

 

$

1.43

 

Granted

 

 

292,325

 

 

$

2.30

 

Vested

 

 

(59,557

)

 

$

1.70

 

Forfeited

 

 

(14,188

)

 

$

1.82

 

Unvested balance at March 31, 2026

 

 

439,080

 

 

$

1.96

 

The Company recorded stock-based compensation expense of $0.1 million for both the three months ended March 31, 2026 and 2025, related to RSUs. At March 31, 2026, the total unrecognized expense related to the RSUs was $0.8 million, which the Company expects to recognize over a weighted-average period 3.64 years.

Employee Stock Purchase Plan

The Company has an Employee Stock Purchase Plan (the “ESPP”). The number of shares of the Company’s common stock that may be issued pursuant to rights granted under the ESPP shall automatically increase on January 1st of each year and continuing for ten years beginning in 2021, in an amount equal to one percent of the total number of shares of all classes of the Company’s common stock outstanding on December 31st of the preceding calendar year, subject to the discretion of the Company's board of directors or compensation committee to determine a lesser number of shares shall be added for such year. On January 1, 2026, 629,536 shares were added to the ESPP and as of March 31, 2026, the ESPP had 2,936,805 shares of common stock reserved for future issuance.

Under the ESPP, eligible employees can purchase the Company’s common stock through accumulated payroll deductions at such times as are established by the Company's compensation committee. Eligible employees may purchase the Company’s common stock at 85% of the lower of the fair market value of the Company’s common stock on the first day of the offering period or on the last day of the offering period. Eligible employees may contribute up to 15% of their eligible compensation. Under the ESPP, a participant may not accrue rights to purchase more than $25,000 worth of the Company’s common stock for each calendar year in which such right is outstanding.

The ESPP is considered compensatory under the FASB stock compensation rules. Accordingly, share-based compensation expense is determined based on the option’s grant-date fair value as estimated by applying the Black Scholes option-pricing model and is recognized over the withholding period. The Company recognized share-based compensation expense of $40 thousand for each of the three months ended March 31, 2026 and 2025, related to the ESPP.