Stockholders' Equity | Stockholders' Equity On May 15, 2015, the Company entered into the Sales Agreement (the “Sales Agreement”) with Cowen and Company, LLC (“Cowen”), pursuant to which the Company may issue and sell shares of its common stock having aggregate sales proceeds of up to $25,000,000 from time to time through an “at the market” equity program under which Cowen acts as sales agent. In June 2015, the Company sold 135,562 shares of common stock under the Sales Agreement, at an average price of approximately $3.79 per share for gross proceeds of $0.5 million and net proceeds of $0.4 million after deducting commissions and other transactions costs. As of June 30, 2015 $24.5 million of common stock remained available to be sold under the Sales Agreement, subject to certain conditions specified therein. Subsequently in August 2015, the Company sold 524,225 shares of common stock under the Sales Agreement, at an average price of approximately $4.00 per share for gross proceeds of approximately $2.1 million . Stock-Based Compensation The Company’s stock option activity and related information for the six months ended June 30, 2015 was as follows (in thousands, except share and per share data): Weighted-avg. Shares Weighted-avg. Remaining Aggregate Available Stock Options Exercise Price Contractual Intrinsic for Grant Outstanding Per Share Life (in Years) Value Balance at December 31, 2014 342,210 2,086,602 $ 8.01 8.63 $ 871 Additional shares authorized 1,300,000 Stock options granted (567,500 ) 567,500 $ 3.77 Stock options canceled 364,591 (364,591 ) $ 6.44 Stock options exercised — — $ — Balance at June 30, 2015 1,439,301 2,289,511 $ 7.21 8.41 $ 412 At June 30, 2015: Vested and expected to vest 2,213,867 $ 7.25 8.38 $ 410 Exercisable 827,599 $ 8.76 6.95 $ 386 The aggregate intrinsic value of options exercised under all option plans was $0 and $3.1 million for the six months ended June 30, 2015 and 2014, respectively, determined as of the date of option exercise. In May 2015, 1,586 warrants were exercised at an exercise price of $0.67 price per share in a cashless exercise with 1,361 shares of common stock being issued. In May 2015, the Company modified the terms of an existing stock option to a former executive to extend the period of time to exercise the vested stock options from one year to three years following the termination of employment. $49,000 of stock compensation expense was recorded during the three and six months ended June 30, 2015 pursuant to this modification. In April 2015, the Company amended the non-employee director compensation policy to amend the exercise period of all existing awards from three months to three year following such directors’ departure from the Company’s board of directors. The Company uses historical experience to estimate the expected term of awards granted with the extended exercise period. The Company's expected term for non-employee director options with the extended term is estimated to be 8.06 years. $101,000 of stock compensation expense was recorded during the three and six months ended June 30, 2015 pursuant to this modification. On April 23, 2015, the Company’s board of directors approved an amendment and restatement of the Company’s 2011 Stock Option and Incentive Plan (the “2011 Plan”) to increase the maximum number of shares that may be issued under the 2011 Plan from 2,302,328 to 3,602,328 shares. The amendment and restatement of the 2011 Plan was approved by the Company’s stockholders on June 18, 2015. During the three months ended June 30, 2015, the Company’s board of directors authorized the grant of 445,500 common stock options to its employees, 60,000 common stock options to non-employee members of the board of directors and 50,000 common stock options to a consultant, of which 25,000 stock options will vest based on the achievement of certain clinical milestones. During the three and six months ended June 30, 2015 no expense has been recorded for the performance based options. The Company recognized stock-based compensation expense as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Research and development $ 56 $ 366 $ 265 $ 831 General and administrative 881 511 1,637 1,421 Total $ 937 $ 877 $ 1,902 $ 2,252 As of June 30, 2015 , there were unrecognized compensation costs of $9.1 million related to stock options and the Company expects to recognize those costs over a weighted average period of 2.68 years. Stock-based compensation cost for stock options is estimated at the grant date based on the fair-value using the Black-Scholes option pricing model. The fair value of employee stock options is being amortized on a straight-line basis over the requisite service period of the awards. The fair value of all stock options granted was estimated using the following weighted-average assumptions: Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Expected dividend yield — — — — Risk-free interest rates 1.65% - 2.08% 1.90% - 1.91% 1.52% - 2.08% 1.90% - 1.92% Expected life in years 5.49 - 8.06 6.08 5.49 - 8.06 6.08 Expected volatility 78% - 92% 100% 78% - 92% 100% |