Stockholders' Equity | Stockholders’ Equity Common Stock During the nine months ended September 30, 2018 , the Company issued a total of 18,557,893 shares of Common Stock. The Company received gross proceeds of approximately $18.0 million from the sale of 9,140,000 shares of its common stock, 20,700,000 warrants, and 8,860 shares of Series B Convertible Preferred Stock through an underwritten public offering in June 2018. 473,497 shares were issued upon exercise of warrants for a weighted-average price of $3.41 . 77,572 shares were issued upon vesting of restricted stock units (“RSUs”) and 8,860,000 shares were issued upon conversion of 8,860 shares of Series B Convertible Preferred Stock. In addition, 6,824 shares were issued for share rounding as a result of the reverse stock split. Stock Options Stock-based compensation expense related to Trovagene equity awards have been recognized in operating results as follow: Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 Included in research and development expense $ 130,300 $ 219,480 $ 637,821 $ 798,143 Included in cost of revenue — 15,633 30,488 56,998 Included in selling, general and administrative expense 147,921 1,186,067 1,237,343 2,387,445 Benefit from restructuring — — — (125,222 ) Total stock-based compensation expense $ 278,221 $ 1,421,180 $ 1,905,652 $ 3,117,364 The unrecognized compensation cost related to non-vested stock options outstanding at September 30, 2018 and 2017 , net of expected forfeitures, was $499,861 and $3,271,046 , respectively, which is expected to be recognized over a weighted-average remaining vesting period of 1.3 and 2.2 years , respectively. The weighted-average remaining contractual term of outstanding options as of September 30, 2018 was approximately 7.6 years . The total fair value of stock options vested during the nine months ended September 30, 2018 and 2017 was $1,515,946 and $3,378,243 , respectively. The estimated fair value of stock option awards was determined on the date of grant using the Black-Scholes option valuation model with the following weighted-average assumptions during the following periods indicated: Nine Months Ended September 30, 2018 2017 Risk-free interest rate 2.5 % 1.82 % Dividend yield 0 % 0 % Expected volatility 91 % 87 % Expected term 5.2 years 5.2 years A summary of stock option activity and changes in stock options outstanding is presented below: Total Options Weighted-Average Exercise Price Per Share Intrinsic Value Balance outstanding, December 31, 2017 374,251 $ 48.52 $ — Granted 316,744 $ 3.12 Canceled / Forfeited (189,540 ) $ 36.50 Expired (1,209 ) $ 36.00 Balance outstanding, September 30, 2018 500,246 $ 24.35 $ 3,370 Exercisable at September 30, 2018 355,696 $ 30.21 $ 1,950 On May 30, 2018, the number of authorized shares in the Trovagene 2014 Equity Incentive Plan (“2014 EIP”) was increased from 791,667 to 1,458,334 . As of September 30, 2018 there were 637,798 shares available for issuance under the 2014 EIP. Restricted Stock Units The weighted-average grant date fair value of the RSUs was $0.77 and $19.08 per share during the nine months ended September 30, 2018 and 2017 , respectively. A summary of the RSU activity is presented below: Number of Shares Weighted-Average Grant Date Fair Value Per Share Intrinsic Value Non-vested RSUs outstanding, December 31, 2017 106,200 $ 17.22 $ 391,878 Granted 204,750 $ 0.77 Vested (77,572 ) $ 13.83 $ 268,151 Forfeited (18,506 ) $ 24.60 Non-vested RSUs outstanding, September 30, 2018 214,872 $ 2.14 $ 175,121 At September 30, 2018 and 2017 , total unrecognized compensation cost related to non-vested RSUs were $263,695 and $1,011,494 , which are expected to be recognized over a weighted-average period of 2.0 and 2.5 years , respectively. The total fair value of vested RSUs during the nine months ended September 30, 2018 and 2017 were $1,072,714 and $1,285,578 , respectively. Warrants A summary of warrant activity and changes in warrants outstanding, including both liability and equity classifications is presented below: Total Warrants (1) Weighted-Average Exercise Price Per Share Weighted-Average Remaining Contractual Term (1) Balance outstanding, December 31, 2017 1,936,641 $ 11.34 4.4 Granted 20,700,000 $ 1.10 Exercised (447,108 ) $ 3.60 Balance outstanding, September 30, 2018 22,189,533 $ 1.94 4.6 (1) Excluded the pre-funded warrants to purchase 26,389 shares of common stock at a nominal exercise price of $0.12 per share. The pre-funded warrants were exercised in full during the nine months ended September 30, 2018 . Series B Convertible Preferred Stock On June 12, 2018, the Company closed an underwritten public offering for total gross proceeds of $18.0 million . The total related offering costs were approximately $1.8 million . The securities offered by the Company consisted of (i) 9,140,000 shares of common stock, at an offering price of $1.00 per share, (ii) warrants to purchase an aggregate of 20,700,000 shares of common stock, including the over-allotment option for 2,700,000 option warrants, at an exercise price of $1.10 per share, and (iii) 8,860 shares of Series B Convertible Preferred Stock, with a stated value of $1,000 , and convertible into an aggregate of 8,860,000 shares of common stock. The conversion feature of the Series B Convertible Preferred Stock at the time of issuance was determined to be beneficial on commitment date. Because the Series B Convertible Preferred Stock is perpetual with no stated maturity date, and the conversions may occur any time from inception, the Company immediately recorded a one-time, non-cash deemed dividend of $2.8 million related to the beneficial conversion feature arising from the issuance of Series B Convertible Preferred Stock. This one-time, non-cash deemed dividend increased the Company’s net loss attributable to common stockholders and net loss per share. The holders of Series B Convertible Preferred Stock are entitled to receive dividends on an as-if-converted-to-Common-Stock basis when, as and if such dividends are paid on shares of the Common Stock. Each share of Series B Convertible Preferred Stock shall entitle the holder to vote on an as-if-converted-to-Common-Stock basis (not exceeding the Beneficial Ownership Limitation). Upon any liquidation, dissolution or winding-up of the Company, the holders of Series B Convertible Preferred Stock are entitled to participate on an as-if-converted-to-Common Stock basis (without giving effect to the Beneficial Ownership Limitation) with holders of the Common Stock in any distribution of assets of the Company. Each share of Series B Convertible Preferred Stock is convertible at the option of the holder into that number of shares of Common Stock determined by dividing the stated value of $1,000 per share, by the conversion price of $1.00 per share. As of September 30, 2018 , there were no shares of Series B Convertible Preferred Stock outstanding. |