Stockholders' Equity | Note 9. Stockholders' Equity We completed an initial public offering of our common stock on August 2, 2016, in which we sold 4,120,000 shares of our common stock at a public offering price of $10.00 per share. Immediately prior to the completion of the initial public offering, all then-outstanding shares of our Series A and Series B preferred stock were converted into 5,924,453 shares of our common stock. Our Series A preferred stock converted to common stock at a ratio of 1-for-1.03 and our Series B preferred stock converted to common stock at a ratio of 1-for-1. In addition, immediately prior to the completion of the initial public offering, we issued 2,354,323 additional shares of our common stock that our Series A and Series B preferred stockholders were entitled to receive in connection with the conversion of the preferred stock, and we issued 956,842 shares of our common stock to pay accrued dividends on our Series B preferred stock. We also paid $8.2 million in cumulative accrued dividends to our Series A convertible preferred stockholders in connection with the initial public offering, including $0.1 million of dividends paid to the holders of the common restricted shares. Stock-Based Compensation Our 2016 Equity Incentive Plan (the “2016 Plan”) authorizes us to grant stock options, stock appreciation rights, restricted stock, stock units and other stock-based awards to employees, non-employee directors and certain consultants and advisors. There were up to 4,800,000 shares of our common stock initially reserved for issuance pursuant to the 2016 Plan. The 2016 Plan provides that the number of shares reserved and available for issuance under the 2016 Plan will automatically increase annually on January 1 of each calendar year, commencing in 2017 and ending on and including January 1, 2026, by an amount equal to the lesser of: (a) 5% of the number of common shares of stock outstanding as of December 31 of the immediately preceding calendar year, or (b) 2,500,000 shares; provided, however, that our Board of Directors may determine that any annual increase be a lesser number. In addition, all awards granted under our 2007 Omnibus Stock Plan and our 2003 Stock Option Plan that were outstanding when the 2016 Plan became effective and that are forfeited, expire, are cancelled, are settled for cash or otherwise not issued, will become available for issuance under the 2016 Plan. Effective January 1, 2017, 841,686 shares were added to the 2016 Plan, as available for issuance thereunder, pursuant to the automatic increase feature of the 2016 Plan. As of December 31, 2017, 4,545,251 shares were available for future grant pursuant to the 2016 Plan. Effective January 1, 2018, 892,318 shares were added to the 2016 Plan, as available for issuance thereunder, pursuant to the automatic increase feature of the 2016 Plan. Upon adoption and approval of the 2016 Plan, all of our previous equity incentive compensation plans were terminated. However, existing awards under those plans continue to vest in accordance with the original vesting schedules and will expire at the end of their original terms. We recorded stock-based compensation expense of $ 4.2 million, $1.9 million and $0.3 million for the years ended December 31, 2017, 2016, 2015, respectively. This expense was allocated as follows : Year Ended December 31, (In thousands) 2017 2016 2015 Cost of goods sold $ 117 $ 112 $ 73 Sales and marketing expenses 1,521 514 178 Research and development expenses 140 36 — Reimbursement, general and administrative expenses 2,457 1,227 65 Total stock-based compensation expense $ 4,235 $ 1,889 $ 316 Stock Options Stock options issued to participants other than non-employees vest over four years and typically have a contractual term of ten years. The stock options granted on July 27, 2016 to our non-employee directors vested in full on May 9, 2017, the date of our 2017 annual meeting of stockholders. New stock options were granted to our non-employee directors on that date. These options vest on the earlier of May 9, 2018 or the date of our 2018 annual meeting of stockholders. These options have a contractual term of seven years . Stock-based compensation expense included in our Consolidated Statements of Operations for stock options was $1.0 million, $1.5 million and $0.1 million for the years ended December 31, 2017, 2016 and 2015, respectively. The total grant date fair value of options vested during the year was $0.8 million, $0.2 million and $0.1 million for the years ended December 31, 2017, 2016 and 2015, respectively. As of December 31, 2017, there was approximately $4.2 million of total unrecognized pre-tax compensation expense related to non-vested stock option awards that are expected to be recognized over a weighted average period of 3.5 years. The fair value of each option grant is estimated on the date of grant using the Black-Scholes option pricing model. Annually, we make predictive assumptions regarding future stock price volatility, dividend yield, expected term and forfeiture rate. The dividend yield assumption is based on expected annual dividend yield on the grant date. To date, no dividend on common stock has been paid by us. Expected volatility was estimated using the average historical volatility of public companies of similar size and industry over the similar period as the expected term assumption used for our options. The risk-free interest rate is based on the yields of U.S. Treasury securities with maturities similar to the expected term of the options for each option group. We use the “simplified method” to determine the expected term of the stock option grants. We utilize this method because we do not have sufficient public company exercise data in which to make a reasonable estimate. The following table sets forth the estimated weighted-average fair values of our stock options granted in each of the years indicated, and the assumptions on which the fair values were determined: Year Ended December 31, 2017 2016 2015 Expected term 6 years 6 years 6 years Expected volatility Risk-free interest rate Expected dividend yield Weighted-average fair value on the date of grant $ 11.81 $ 4.43 $ 1.91 Stock option activity for the three years ended December 31, 2017 is summarized as follows: Weighted- Weighted- A verage A verage Aggregate Options Exercise Price Remaining Intrinsic (In thousands except share, per share and years data) Outstanding Per Share 1 Contractual Life Value 2 Balance at December 31, 2014 2,157,298 $ 0.87 6.2 years $ 5,912 Granted 169,501 $ 4.23 Exercised (428,856) $ 0.65 $ 4,569 Forfeited (57,495) $ 2.26 Balance at December 31, 2015 1,840,448 $ 1.18 5.8 years $ 18,573 Granted 305,236 $ 10.60 Exercised (253,138) $ 0.93 $ 2,447 Forfeited (36,247) $ 5.34 Balance at December 31, 2016 1,856,299 $ 2.69 5.5 years $ 25,467 Granted 345,995 $ 25.26 Exercised (657,916) $ 1.23 $ 15,927 Forfeited (56,658) $ 7.22 Balance at December 31, 2017 1,487,720 $ 8.41 6.2 years $ 29,611 Options exercisable at December 31, 2017 998,269 $ 2.45 4.8 years $ 26,488 (1) The exercise price of each option granted during the periods shown was equal to the market price of the underlying stock on the date of grant. (2) The aggregate intrinsic value of options exercised represents the difference between the exercise price of the option and the closing stock price of our common stock on the date of exercise. The aggregate intrinsic value of options outstanding represents the difference between the exercise price of the option and the closing stock price of our common stock on the last trading day of the period. Options exercisable of 1,359,302 at December 31, 2016 and 1,368,047 at December 31, 2015 had weighted average exercise prices of $1.06 and $1.18, respectively. The following summarizes additional information about our stock options: As of December 31, Number of: 2017 2016 Non-vested options beginning of the year 496,997 472,401 Non-vested options end of the year 489,451 496,997 Vested options 315,082 251,968 As of December 31, Weighted-average grant date fair value of: 2017 2016 Non-vested options beginning of the year $ 2.99 $ 2.85 Non-vested options end of the year 9.57 2.99 Vested options 2.45 0.76 Forfeited options 3.25 2.71 Stock-Settled Restricted Stock Unit s Stock-settled restricted stock units granted under the 2016 Plan vest over one to three years. These awards are stock-settled with common shares. Stock-based compensation expense included in our Consolidated Statements of Operations for stock-settled restricted stock units was $2.5 million and $0.7 million for the years ended December 31, 2017 and 2016, respectively. As of December 31, 2017, there was approximately $5.1 million of total unrecognized pre-tax compensation expense related to outstanding stock-settled restricted stock units that is expected to be recognized over a weighted-average period of 2.1 years. Our stock-settled restricted stock unit activity for the year ended December 31, 2017 was as follows: Weighted- Average Grant Aggregate Units Date Fair Value Intrinsic (In thousands except share and per share data) Outstanding Per Share Value (1) Balance at December 31, 2016 324,863 $ 10.39 $ 5,331 Granted 240,070 $ 22.28 Vested (87,539) $ 11.81 Cancelled (35,887) $ 15.17 Balance at December 31, 2017 441,507 $ 16.38 $ 12,795 Deferred and unissued at December 31, 2017 (2) 2,213 $ 22.53 $ 64 (1) Intrinsic value of stock-settled restricted stock units vested was based on our closing stock price on the last trading day of the year. (2) For the year ended December 31, 2017, there were 1,981 restricted stock units granted to non-employee directors in lieu of their quarterly cash retainer payments. These restricted stock units were fully vested upon grant and represent the right to receive one share of common stock, per unit, upon the earlier of the director’s termination of service as a director of ours or the occurrence of a change of control of us. These restricted stock units are included in the “Granted” line in the table above and are also included in the “Vested” line in the table above due to their being fully vested upon grant. On May 9, 2017, upon his departure from our board of directors, we issued 1,494 shares of common stock to Mr. Shroff, which represented the settlement of restricted stock units that had been previously granted to him in lieu of his quarterly director retainer payments. As of December 31, 2017, there were 2,213 outstanding restricted stock units that had been previously granted to non-employee directors in lieu of their quarterly director retainer payments. These restricted stock units are not included in the “Balance at December 31, 2017” line in the table above because they are fully vested . Restricted Stock Awards Restricted stock awards were granted in 2009 in lieu of cash bonuses to certain members of management. The awards vested in May 2017, at which time we repurchased 26,086 shares to satisfy the tax withholding obligations of the holders of the restricted stock. We do not have a publicly announced share repurchase plan or program. Employee Stock Purchase Plan Our employee stock purchase plan (“ESPP”), which was approved by our Board of Directors on April 27, 2016 and by our stockholders on June 20, 2016, allows participating employees to purchase shares of our common stock at a discount through payroll deductions. The plan is available to all of our employees and employees of participating subsidiaries. Participating employees may purchase common stock, on a voluntary after-tax basis, at a price equal to 85% of the lower of the closing market price per share of our common stock on the first or last trading day of each stock purchase period. The plan ordinarily consists of six-month purchase periods, beginning on May 16 and November 16 of each calendar year, but the initial purchase period began on July 27, 2016 and ended on May 15, 2017. On May 15, 2017, 259,981 shares were purchased, utilizing $2.2 million of employee contributions in the initial purchase period. On November 15, 2017, 47,151 shares were purchased, utilizing $0.9 million of employee contributions in the May 16, 2017 to November 15, 2017 purchase period. No purchases were made under the plan during the year ended December 31, 2016. A total of 1.6 million shares of common stock were initially reserved for issuance under the plan, and this share reserve will automatically be supplemented each January 1, commencing in 2017 and ending on and including January 1, 2026, by an amount equal to the least of (1) 1% of the shares of our common stock outstanding on the immediately preceding December 31, (2) 500,000 shares or (3) such lesser amount as our Board of Directors may determine. Effective January 1, 2017, 168,337 shares were added to the ESPP, as available for issuance thereunder, pursuant to the automatic increase feature of the plan. As of December 31, 2017, 1,461,205 shares were available for future issuance under the ESPP. Effective January 1, 2018, 178,463 shares were added to the ESPP, as available for issuance thereunder, pursuant to the automatic increase feature of the plan. We recognized $0.7 million and $0.4 million in stock-based compensation expense related to the ESPP for the years ended December 31, 2017 and 2016, respectively. We did not recognize any stock-based compensation expense related to the ESPP for the year ended December 31, 2015. Stock Warrants We have also issued warrants to purchase shares of our common stock which are summarized below: Weighted- Weighted- Average Average Remaining Number Exercise Contractual Warrants outstanding at: Outstanding Price Life December 31, 2014 172,817 $ 4.43 Exercised 166,617 $ 3.81 Expired 400 $ — December 31, 2015 5,800 $ 4.23 Exercised 2,882 $ 4.23 Expired — $ — December 31, 2016 2,918 $ 4.23 Exercised 2,918 $ 4.23 Expired — $ — December 31, 2017 — $ — — |