Stockholders' Equity (Deficit) | NOTE I. STOCKHOLDERS’ EQUITY Preferred Stock The amended and restated certificate of incorporation, as amended in connection with the IPO, authorizes 10,000 shares of preferred stock. As of March 31, 2016, no preferred stock had been issued. Common Stock The amended and restated certificate of incorporation, as amended in connection with the IPO, authorizes 200,000 shares of common stock. 2015 Incentive Award Plan In December 2014, the Company’s Board of Directors adopted, and in January 2015 the Company’s stockholders approved, the Entellus Medical, Inc. Incentive Award Plan (the “2015 Plan”). The 2015 Plan became effective in connection with the IPO, at which time the Company ceased making awards under the Entellus Medical, Inc. 2006 Stock Incentive Plan. Under the 2015 Plan, the Company may grant stock options, stock appreciation rights, restricted stock, restricted stock units and certain other awards to individuals who are employees, officers, directors or consultants of the Company. A total of 1,346 shares of common stock were initially reserved for issuance under the 2015 Plan. In addition, the number of shares available for issuance under the 2015 Plan is annually increased by an amount equal to the lesser of (A) 875 shares, (B) 4% of the outstanding shares of the Company’s common stock as of the last day of the immediately preceding fiscal year or (C) an amount determined by the Company’s Board of Directors. In accordance with this “evergreen” provision, the number of shares available under the 2015 plan was increased in the amount of 752 shares resulting in a total of 2,098 shares of common stock available. A summary of the Company’s stock option and restricted stock unit activity and related information is as follows: March 31, 2016 Weighted average Aggregate Weighted remaining intrinsic average contractual value Options exercise price term ($000) Outstanding, beginning of period 2,583 $ 11.79 8.5 years $ 16,377 Granted 393 16.74 Exercised (24 ) 1.93 Cancelled — — Forfeited (13 ) 16.52 Outstanding, end of period 2,939 $ 12.51 8.5 years $ 19,128 Exercisable 951 $ 7.41 7.2 years $ 10,708 The aggregate pre-tax intrinsic value of options exercised was $342 and $1,530 for the three months ended March 31, 2016 and 2015, respectively. The aggregate pre-tax intrinsic value was calculated as the difference between the exercise prices of the underlying options and the estimated fair value of the common stock on the date of exercise or March 31, 2016. The total cash received upon the exercise of options was $47 and $169 during the three months ended March 31, 2016 and 2015, respectively. During the three months ended March 31, 2016, the Company issued 12 restricted stock units (“RSU’s”) at a weighted average fair value of $16.99. Employee Stock Purchase Plan In December 2014, the Company’s board of directors adopted, and in January 2015 the Company’s stockholders approved, the Entellus Medical, Inc. 2015 Employee Stock Purchase Plan (“ESPP”). Under the ESPP, we have set two six-month offering periods during each calendar year, one beginning January 1 and ending on June 30, and the other beginning July 1 and ending on December 31, during which employees can choose to have up to 20% of their compensation withheld to purchase up to 2 shares of our common stock during each offering period. The purchase price of the shares is 85% of the market price on the first or last trading day of the offering period, whichever is lower. A total of 200 shares of common stock were initially reserved for issuance under the ESPP. In addition, the number of shares available for issuance under the ESPP will be annually increased on the first day of each fiscal year during the term of the ESPP, beginning with the 2016 fiscal year, by an amount equal to the lesser of (A) 1% of the shares of the Company’s common stock outstanding on the date of the adoption of the plan or (B) a lesser amount determined by the Company’s Board of Directors. In the first quarter of 2016, in accordance with the “evergreen” provision, the number of shares available for grant under the ESPP increased in the amount of 17 shares, resulting in a total of 217 shares of common stock reserved for issuance under the ESPP. During the three months ended March 31, 2016 the Company did not issue shares of its common stock to participants under the 2015 ESPP. However, the Company recognized $49 in stock-based compensation related to the ESPP. |