v3.26.1
Equity Incentive Plans, Equity Inducement Plans, Employee Stock Purchase Plan and Stock-Based Compensation
6 Months Ended
Jun. 30, 2026
Share-Based Payment Arrangement [Abstract]  
Equity Incentive Plans, Equity Inducement Plans, Employee Stock Purchase Plan and Stock-Based Compensation

12. Equity Incentive Plans, Equity Inducement Plans, Employee Stock Purchase Plan and Stock-Based Compensation

 

2018 Equity Incentive Plan, 2021 Equity Inducement Plan, and Amended and Restated 2021 Equity Inducement Plan

In September 2018, the Company adopted the 2018 Equity Incentive Plan (“2018 Plan”), which became effective on September 25, 2018. The Company initially reserved 230,000 shares of common stock for issuance under the 2018 Plan. In addition, the number of shares of common stock reserved for issuance under the 2018 Plan will automatically increase on the first day of January for a period of up to ten years, commencing on January 1, 2019, in an amount equal to 5% of the total number of shares of the Company’s capital stock outstanding on the last day of the preceding year (rounded to the nearest whole share), or a lesser number of shares determined by the Company’s board of directors. As a result, common stock reserved for issuance under the 2018 Plan was increased by 429,215 shares on January 1, 2026.

In August 2021, the Company adopted the 2021 Equity Inducement Plan (“2021 Plan”), which became effective on August 4, 2021. Upon its effective date, the Company initially reserved 75,000 shares of common stock for issuance pursuant to non-qualified stock options and restricted stock units (“RSUs”) under the 2021 Plan. In accordance with Rule 5635(c)(4) of the Nasdaq listing rules, equity awards under the 2021 Plan may only be made to an employee if he or she is granted such equity awards in connection with his or her commencement of employment with the Company and such grant is an inducement material to his or her entering into employment with the Company or such subsidiary. In addition, awards under the 2021 Plan may only be made to employees who have not previously been an employee or member of the Board (or any parent or subsidiary of the Company) or following a bona fide period of non-employment of the employee by the Company (or a parent or subsidiary of the Company). At all times the Company will reserve and keep available a sufficient number of shares as will be required to satisfy the requirements of all outstanding awards granted under the 2021 Plan.

In August 2022, the Company amended and restated the 2021 Plan (the “Amended and Restated 2021 Plan”) and reserved an additional 75,000 shares of common stock available for issuance under the Amended and Restated 2021 Plan to be granted by the Company to certain employees as a material inducement to their acceptance of employment with the Company in accordance with Nasdaq Listing Rule 5635(c)(4).

Additionally, in February 2023, the Company amended and restated the Amended and Restated 2021 Plan and reserved an additional 50,000 shares of common stock available for issuance under the Amended and Restated 2021 Plan to be granted by the Company to certain employees as a material inducement to their acceptance of employment with the Company in accordance with Nasdaq Listing Rule 5635(c)(4). Additionally, in May 2025, the Company amended and restated the Amended and Restated 2021 Plan and reserved an additional 225,000 shares of common stock available for issuance under the Amended and Restated 2021 Plan to be granted by the Company to certain employees. The total number of shares reserved for issuance pursuant to the Amended and Restated 2021 Plan is 425,000 shares.

As of June 30, 2026, the Company had 470,497 shares available for grant under the 2018 Plan and the 2021 Plan.

The following table summarizes option activity under the Company’s Equity Incentive Plans:

 

 

 

Shares

 

 

Weighted-
Average
Exercise Price

 

Stock options outstanding at December 31, 2025

 

 

917,809

 

 

$

55.33

 

Granted

 

 

602,834

 

 

 

21.22

 

Exercised

 

 

(8,445

)

 

 

9.29

 

Canceled and forfeited

 

 

(66,213

)

 

 

59.95

 

Stock options outstanding at June 30, 2026

 

 

1,445,985

 

 

 

41.17

 

Stock options exercisable at June 30, 2026

 

 

623,980

 

 

$

71.19

 

 

Restricted Stock Units

The RSUs vest annually, and generally, will become fully vested over four years. A summary of the status and activity of non-vested RSUs during the six months ended June 30, 2026 is as follows:

 

 

 

Number of
shares

 

 

Weighted
Average
Grant-Date
Fair Value

 

Non-vested December 31, 2025

 

 

417,772

 

 

$

22.63

 

Granted

 

 

142,375

 

 

 

20.55

 

Vested and released

 

 

(112,108

)

 

 

30.42

 

Canceled and forfeited

 

 

(37,420

)

 

 

21.17

 

Non-vested June 30, 2026

 

 

410,619

 

 

$

19.91

 

 

 

2018 Employee Stock Purchase Plan

In September 2018, the Company adopted the 2018 Employee Stock Purchase Plan (“ESPP”), which became effective on September 26, 2018, in order to enable eligible employees to purchase shares of the Company’s common stock. The Company initially reserved 23,000 shares of common stock for sale under the ESPP. The aggregate number of shares reserved for sale under the ESPP will automatically increase on the first day of January for a period of up to ten years, commencing on January 1, 2019, in an amount equal to 1% of the total number of shares of the Company’s capital stock outstanding on the last day of the preceding year (rounded to the nearest whole share), or a lesser number of shares determined by the Company’s board of directors. The aggregate number of shares issued over the term of the Company’s ESPP, subject to stock-splits, recapitalizations or similar events, may not exceed 305,000 shares of the Company’s common stock.

As of June 30, 2026, 245,912 shares had been purchased and 59,088 shares were available for future issuance under the ESPP.

Stock-Based Compensation Expense

Total stock-based compensation expense recognized was as follows:

 

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

June 30,

 

 

June 30,

 

 

 

2026

 

 

2025

 

 

2026

 

 

2025

 

 

 

(in thousands)

 

 

(in thousands)

 

Research and development expense

 

$

962

 

 

$

1,433

 

 

$

1,763

 

 

$

3,717

 

General and administrative expense

 

 

1,048

 

 

 

1,346

 

 

 

1,809

 

 

 

3,795

 

Restructuring and related costs

 

 

 

 

 

2,484

 

 

 

 

 

 

3,289

 

Total

 

$

2,010

 

 

$

5,263

 

 

$

3,572

 

 

$

10,801

 

 

As of June 30, 2026, unrecognized stock-based compensation expense related to the unvested stock options and RSUs granted was $10.8 million and $6.6 million, respectively. The remaining unrecognized compensation cost related to the unvested stock options and RSUs is expected to be recognized over a weighted-average period of 3.0 years and 2.5 years, respectively. As of June 30, 2026, there was immaterial unrecognized stock-based compensation expense related to the ESPP.