Stockholders' Equity (Deficit) | 7. Stockholders’ Equity (Deficit) Public Offering of Common Stock On March 2, 2018, the Company closed an underwritten registered public offering of 20,535,714 shares of its common stock, which included the underwriters’ exercise in full of their option to purchase additional shares. The shares were sold at a public offering price of $4. 20 per share. In the six months ended June 30, 2018, the Company received aggregate net proceeds from the offering of approximately $80.9 million, after deducting underwriting discounts and commissions of $5.2 million and offering expenses paid by the Company of $0.1 million. Issuances Related to the License Agreement In connection with the License Agreement, the Company issued to ABX on September 29, 2017, 2,000,000 unregistered shares of the Company’s common stock and two warrants to purchase up to 4,000,000 shares of the Company’s common stock, one of which warrants to purchase 3,278,000 shares was exercised on that same day. Pursuant to a Registration Rights Agreement entered into with ABX, the Company registered for resale these 6,000,000 shares of common stock with the SEC on a Form S-3 Registration Statement that was declared effective on October 24, 2017 . Stock-Based Compensation Plans The Company had equity awards outstanding under two stock-based compensation plans at June 30, 2018. The awards made under the plan adopted in 2007 consisted of stock options. The 2010 Equity Incentive Plan (the “2010 Plan”), which is the only plan under which awards may currently be made, authorizes awards in the form of stock options, stock appreciation rights, restricted stock, RSUs, performance-based RSUs and performance units and performance shares. Awards under the 2010 Plan may be made to employees, directors and certain consultants as determined by the compensation committee of the board of directors. There were 11,850,563 and 13,296,563 shares of common stock authorized and reserved under these plans at December 31, 2017 and June 30, 2018, respectively . Stock Options Under the various plans, employees have been granted incentive stock options, while directors and consultants have been granted non-qualified options. The plans allow the holder of an option to purchase common stock at the exercise price, which was at or above the fair value of the Company’s common stock on the date of grant . Generally, options granted under the 2007 plan in connection with an employee’s commencement of employment vested over a four-year period with one-half of the shares subject to the grant vesting after two years of employment and the remaining options vesting monthly over the remainder of the four-year period. Options granted under the 2007 plan for performance or promotions vested monthly over a four-year period. Generally, options granted under the 2010 Plan vest annually over a three-year or four-year period. Unexercised stock options terminate on the tenth anniversary date after the date of grant. The Company recognizes stock-based compensation expense over the requisite service period of the individual grantees, which generally equals the vesting period. The Company utilizes a Black-Scholes option-pricing model to estimate the value of stock options. The Black-Scholes model allows the use of a range of assumptions related to historical volatility, risk-free interest rate, employee exercise behavior and dividend yield. The Company is using the “simplified” method for “plain vanilla” options to estimate the expected term of the stock option grants. Under this approach, the weighted-average expected life is presumed to be the average of the vesting term and the contractual term of the option. The risk-free interest rate assumption is derived from the weighted-average yield of a U.S. Treasury security with the same term as the expected life of the options, the volatility is calculated based on volatility of the Company’s daily stock prices since the initial public offering over the same term as the expected life of the options and the dividend yield assumption is based on historical experience and the Company’s estimate of future dividend yields . The weighted-average value of the individual options granted during the three and six months ended June 30, 2017 and 2018 were determined using the following assumptions: Three Months Ended June 30, Six Months Ended June 30, 2017 2018 2017 2018 Expected volatility % 97.7 % % 100.9 % Risk-free interest rate 2.27 % 2.86 % 2.15 % 2.71 % Weighted-average expected life (in years) 9.2 8.7 6.9 Dividend yield % % % % The Company’s stock option activity and related information are summarized as follows: Weighted-Average Remaining Weighted-Average Contractual Term Aggregate Options Exercise Price (In Years) Intrinsic Value Outstanding at January 1, 2018 5,878,660 $ 5.93 Granted during period 688,192 3.07 Exercised during period (561,088) 4.10 Expired during period (8,993) 3.06 Outstanding at March 31, 2018 5,996,771 $ 5.78 6.18 $ 22,125,418 Exercisable at March 31, 2018 4,290,445 $ 6.92 5.02 $ 11,551,954 Outstanding at April 1, 2018 5,996,771 5.78 Granted during period 242,400 10.86 Exercised during period (512,795) 8.16 Forfeited during period (5,869) 2.82 Outstanding at June 30, 2018 5,720,507 $ 5.79 6.28 $ 45,908,925 Exercisable at June 30, 2018 3,970,287 $ 6.56 5.09 $ 28,812,888 As of June 30, 2018, the total remaining unrecognized compensation cost related to stock options granted was $5.0 million, which is expected to be recognized over a weighted average period of approximately 1.7 years. Restricted Stock Units RSUs are service-based awards that will vest and be paid in the form of one share of the Company’s common stock for each RSU, generally in two, three or four equal annual installments beginning on the first anniversary of the date of grant of an RSU. As of June 30, 2018, the Company had 1,520,898 RSU awards outstanding. As of June 30, 2018, the total remaining unrecognized compensation cost related to RSUs was $5.4 million, which is expected to be recognized over a weighted average period of approximately 1.4 years. The following table sets forth the number of RSUs that were granted, vested and forfeited in the period indicated: Restricted Weighted-Average Stock Grant Units Date Fair Value Outstanding at January 1, 2018 1,383,770 $ 5.05 Granted during period 301,958 3.02 Vested during period (161,147) 4.27 Outstanding at March 31, 2018 1,524,581 $ 4.73 Outstanding at April 1, 2018 1,524,581 $ 4.73 Granted during period 56,150 12.19 Vested during period (30,150) 2.47 Forfeited during period (29,683) 5.35 Outstanding at June 30, 2018 1,520,898 $ 5.04 Employee Stock Purchase Plan At January 1, 2018, 769,542 common shares were available for issuance under the ESPP. Shares may be issued under the ESPP twice a year. In the three and six months ended June 30, 2018, plan participants purchased 25,352 shares of common stock under the ESPP at an average purchase price of $3.75 per share. At June 30, 2018, there were 744,190 common shares available for issuance under the ESPP. |