Stock-Based Compensation |
9 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||
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Sep. 30, 2026 | ||||||||||||||||||||||||||||||||||||||||||||||
| Share-Based Payment Arrangement [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||
| Stock-Based Compensation | 6. STOCK-BASED COMPENSATION For the period prior to the Redomiciliation, the Company’s stockholders’ equity reflects Wave-Singapore’s outstanding ordinary shares, all of which were publicly traded on The Nasdaq Global Market. After the close of market trading on August 7, 2026, all Wave-Singapore outstanding ordinary shares were exchanged on a one-for-one basis for newly issued shares of Wave-Delaware common stock and Wave-Singapore became a wholly-owned subsidiary of Wave-Delaware. Effective upon the completion of the Redomiciliation, Wave-Delaware assumed Wave-Singapore’s 2014 Plan (as defined below), 2021 Plan (as defined below), Nasdaq Inducement Restricted Share Unit Award Grant Notice and Nasdaq Inducement Restricted Share Unit Agreement, Nasdaq Inducement Non-qualified Share Option Grant Notice and Nasdaq Inducement Non-qualified Share Option Agreement, and ESPP (as defined below), and all outstanding awards and rights thereunder. In addition, the 2021 Plan and the ESPP were amended and restated, and conforming amendments were made to the 2014 Plan (solely to continue administering awards outstanding thereunder) and the Nasdaq Inducement forms, in each case, to provide, among other things, that the securities issuable in connection with awards thereunder (including the purchase rights under the ESPP) are shares of Wave-Delaware common stock rather than ordinary shares of Wave-Singapore. The assumed awards and rights continue to have substantially the same terms and conditions that applied prior to the consummation of the Redomiciliation, provided, that securities issuable in connection with awards thereunder are in shares of Wave-Delaware common stock rather than ordinary shares of Wave-Singapore. The Wave-Delaware 2021 Equity Incentive Plan was approved by the Company’s stockholders and went into effect on August 10, 2021 and was amended effective as of August 9, 2022, August 1, 2023, August 6, 2024, August 5, 2025, and August 7, 2026 (as amended, the “2021 Plan”). The 2021 Plan serves as the successor to the Wave Life Sciences, Inc. 2014 Equity Incentive Plan, as amended (the “2014 Plan”), such that outstanding awards granted under the 2014 Plan continue to be governed by the terms of the 2014 Plan, but no awards may be made under the 2014 Plan after August 10, 2021. The aggregate number of shares of common stock authorized for issuance of awards under the 2021 Plan was originally 5,450,000 shares of common stock, and was subsequently increased to 11,450,000, 17,950,000, 22,950,000, and 30,950,000 in August 2022, August 2023, August 2024, and August 2025, respectively, plus the number of shares of common stock underlying any awards under the 2014 Plan that are forfeited, cancelled or otherwise terminated (other than by exercise or withheld by the Company to satisfy any tax withholding obligation) on or after August 10, 2021. The 2021 Plan authorizes (and the 2014 Plan previously authorized) the Company’s board of directors or a committee of the board of directors to, among other things, grant non-qualified stock options, restricted awards, which include restricted stock and restricted stock units (“RSUs”), and performance awards to eligible employees, consultants, and non-employee directors of the Company. The Company accounts for grants to its non-employee directors as grants to employees. Options generally vest over periods of to four years, and options that are forfeited or cancelled are available to be granted again. The contractual life of options is generally ten years from the grant date. RSUs can be time-based or performance-based. Time-based RSUs generally vest over a period of to four years. Vesting of the performance-based RSUs is contingent on the occurrence of certain regulatory or commercial milestones. Any RSUs that are forfeited are available to be granted again. During the nine months ended September 30, 2026, the Company granted an aggregate of 5,776,284 options to employees and non-employee directors and 1,880,550 time-based RSUs to employees and non-employee directors. As of September 30, 2026, 3,901,362 shares of common stock remained available for future grant under the 2021 Plan. The table below shows the options and RSUs outstanding as of September 30, 2026 and 2025.
The Wave Life Sciences, Inc. 2019 Employee Stock Purchase Plan, as amended (the “ESPP”), allows full-time and certain part-time employees to purchase shares of the Company’s common stock at a discount to fair market value. Eligible employees may enroll in a six-month offering period beginning every January 15th and July 15th. Shares of common stock are purchased at a price equal to 85% of the lower of the fair market value of the Company’s common stock on the first business day or the last business day of an offering period. The aggregate number of shares of common stock authorized for issuance under the ESPP was originally 1,000,000 and was subsequently increased to 3,000,000 in August 2023. During the nine months ended September 30, 2026, 156,625 shares of common stock were issued under the ESPP. As of September 30, 2026, there were 2,004,756 shares of common stock available for issuance under the ESPP. |
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