Common Stock and Share-based Compensation | 7 . Common Stock and Share-based Compensation The Company’s certificate of incorporation, as of June 30, 2019 and December 31, 2018, authorized the Company to issue up to 95,000,000 shares of common stock and 5,000,000 shares of preferred stock, each at $0.00001 par value per share. As of June 30, 2019, no preferred stock was outstanding. Each share of common stock is entitled to one vote. The holders of common stock are also entitled to receive dividends out of funds legally available. No dividends have been declared to date. 2015 Equity Incentive Plan and 2004 Equity Incentive Plan Under the Company’s 2015 Equity Incentive Plan and 2004 Equity Incentive Plan, shares of common stock were reserved for the issuance of incentive stock options (“ISO”); nonstatutory stock options (“NSO”); or the sales of restricted common stock to employees, officers, directors, and consultants of the Company. The exercise price of an option is determined by the board of directors when the option is granted and may not be less than 85% of the fair market value of the shares on the date of grant, provided that the exercise price of an ISO is not less than 100% of the fair market value of the shares on the date of grant and the exercise price of any option granted to a 10% stockholder is not less than 110% of the fair market value of the shares on the date of grant. ISOs granted under the Plan generally vest 25% after the completion of 12 months of service and the balance in equal monthly installments over the next 36 months of service and expire 10 years from the grant date. NSOs vest as per the specific agreement and expire 10 years from the date of grant. The Plan allows for early exercise of options prior to full vesting as determined by the board of directors and set forth in the stock option agreements governing such options. Exercises of unvested options are subject to repurchase by the Company at not less than the original exercise price upon termination of employment. 2017 Equity Incentive Plan In November 2017, the Company adopted the 2017 Equity Incentive Plan, or 2017 Plan, and all shares reserved for grant under the 2015 Equity Incentive Plan and 2004 Equity Incentive Plan were cancelled. The 2017 Plan had 5,047,440 common shares reserved, plus any shares subject to outstanding stock options or other stock awards that were granted under the 2015 Equity Incentive Plan and 2004 Equity Incentive Plan that were forfeited, terminate, expire or are otherwise not issued. In addition, the shares reserved under the 2017 Plan will automatically increase on the first day of each calendar year until January 1, 2027, by an amount equal to 5% of the total number of shares of the Company’s capital stock outstanding on the last day of the calendar month before the date of the automatic increase, or a lesser number of shares determined by the board of Stock Options Activity under the Company’s stock option plan is set forth below: Weighted- Weighted Average Average Remaining Aggregate Exercise Contractual Intrinsic Value Number of Shares Price Term (Years) (in thousands) Balance—December 31, 2018 2,297,403 $ 4.49 6.9 $ 9,858 Granted — $ — Exercised (453,293 ) $ 3.81 Canceled (33,206 ) $ 6.30 Balance—June 30, 2019 1,810,904 $ 4.63 6.5 $ 15,206 Vested and exercisable—June 30, 2019 1,311,186 $ 4.00 6.2 $ 11,844 Vested and exercisable—December 31, 2018 1,547,754 $ 3.74 6.5 $ 7,803 As of June 30, 2019, approximately $1.4 million of unrecognized stock compensation costs related to awards were expected to be recognized over a weighted-average period of 2.8 years. As of December 31, 2018, approximately $2.0 million of unrecognized stock compensation costs related to awards were expected to be recognized over a weighted-average period of 2.8 years. The aggregate intrinsic value of options exercised during the six months ended June 30, 2019 was $3.5 million. The aggregate intrinsic value of options exercised during the year ended December 31, 2018 was $7.1 million. There were no options granted during the three months ended June 30, 2019 and 2018. The weighted-average grant-date fair value of options granted during the year ended December 31, 2018 was $5.46 per share. Restricted Stock Unit Awards The Company grants restricted stock units (RSU) to employees under the 2017 Plan. RSUs granted typically vest ratably over a four-year period and are converted into shares of the Company’s common stock upon vesting on a one-for-one basis subject to the employee’s continued service to the Company over that period. The fair value of RSUs is determined using the fair value of the Company’s common stock on the date of the grant, reduced by the discounted present value of dividends expected to be declared before the awards vest. Compensation expense is recognized on a straight-line basis over the requisite service period of each grant. Each RSU award granted from the 2017 Plan will reduce the number of shares available for issuance under the 2017 Plan by one share. As of June 30, 2019, unamortized compensation expense related to RSU was approximately $29.6 million, to be recognized over 3.3 years. For the year ended December 31, 2018, unamortized compensation expense related to RSU was approximately $15.8 million, to be recognized over 3.0 years. Activity under the Company’s RSU is set forth below : Weighted Average Market Number of Shares Value Balance—December 31, 2018 1,554,089 $ 12.73 Granted 2,070,526 $ 9.30 Released (388,437 ) $ 12.66 Canceled (101,261 ) $ 11.04 Balance—June 30, 2019 3,134,917 $ 10.42 Employee Stock Purchase Plan Concurrent with the completion of the Company’s initial public offering (“IPO”) in November 2017, the Company adopted the 2017 Employee Stock Purchase Plan, or ESPP. The ESPP authorizes the issuance of 2,018,975 shares of common stock outstanding under purchase rights granted to its employees. In addition, the shares reserved under the ESPP Plan will automatically increase on the first day of each calendar year until January 1, 2027, by the lesser of (i) an amount equal to 2% of the total number of shares of the Company’s capital stock outstanding on the last day of the calendar month before the date of the automatic increase, (ii) 1,000,000 shares of common stock, and (iii) a lesser number of shares determined by the board of directors prior to the date of such automatic increase. The ESPP allows eligible employees to purchase shares of the Company’s common stock at a discount through payroll deductions of up to 15% of their eligible compensation, subject to any plan limitations. The ESPP generally provides for offering periods and purchase periods every six months, and at the end of each purchase period, employees are able to purchase shares at 85% of the lower of the fair market value of the Company’s common stock on the first trading day of the purchase period or on the last trading day of the offering period. 366,369 shares and 552,489 shares were issued as of December 31, 2018 and June 30, 2019 under the ESPP, respectively. Shares expected to be issued under the ESPP were 140,820 for the offering period outstanding as of June 30, 2019. The calculated fair value of the shares under the ESPP for the period started on May 16, 2019 was estimated using the Black-Scholes model with the following assumptions: risk-free interest rate of 2.43%, expected term of 0.5 year, expected dividends of 0% and volatility of 22%. As of June 30, 2019, unamortized compensation expense related to ESPP was approximately $0.4 million, to be recognized over approximately five months. As of December 31, 2018, unamortized compensation expense related to ESPP was approximately $0.5 million, to be recognized over approximately five months. The Company uses the straight-line vesting attribution method to record stock-based compensation expense. Stock-based compensation expense recognized in the consolidated statements of operations and comprehensive loss for options, restricted stock units and ESPP was as follows (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2019 2018 2019 2018 Cost of revenue $ 86 $ 21 $ 152 $ 46 Research and development 1,821 521 3,053 1,094 Sales and marketing 398 162 748 273 General and administrative 584 458 1,226 727 Total $ 2,889 $ 1,162 5,179 $ 2,140 No income tax benefit associated with stock-based compensation expense was recognized in the condensed consolidated statements of operations and comprehensive loss for the three and six months ended June 30, 2019 and 2018. |