Stockholders' Equity | Stockholders' Equity Common Stock During the nine months ended September 30, 2021, the Company issued 340,214 shares of Common Stock as a result of stock option exercises, and received net cash proceeds of approximately $2.2 million. Stock Options On September 8, 2017, the Company held its Annual Meeting of Stockholders (the “Annual Meeting”), at which time the 2017 Long-Term Incentive Plan ("2017 Plan") was approved by stockholder vote. The 2017 Plan allows the Company to grant both incentive stock options (“ISOs”) and non-qualified stock options (“NSOs”) to purchase a maximum of 400,000 shares of the Company's Common Stock. Under the terms of the 2017 Plan, ISOs may only be granted to Company employees and directors, while NSOs may be granted to employees, directors, advisors, and consultants. The Company's Board of Directors (the "Board") has the authority to determine to whom options will be granted, the number of options, the term, and the exercise price. Options are to be granted at an exercise price not less than fair value for an ISO or an NSO. The vesting period is normally over a period of four years, but can also be one year, from the grant date. The contractual term of an option is no longer than 10 years. The 2017 Plan also allows the Company to issue restricted stock units. As provided in the 2017 Plan, on January 1, 2021 the number of shares available for issuance was increased by 4% of the outstanding stock as of December 31, 2020, which represents an increase of 170,324 shares. As of September 30, 2021, the Company had 101,857 shares available for future issuance under the 2017 Plan. Prior to adopting the 2017 Plan, the Company did not have a formal long-term incentive stock plan. Prior to the implementation of the 2017 Plan, the Company had discretion to provide designated employees of the Company and its affiliates, certain consultants, and advisors who perform services for the Company and its affiliates, and non-employee members of the Board and its affiliates with the opportunity to receive grants of non-qualified stock options (the "Pre-2017 Non-Qualified Stock Options"). All of the Pre-2017 Non-Qualified Stock Option Grants were intended to qualify as non-qualified stock options. There were no Pre-2017 Non-Qualified Stock Option Grants that were intended to qualify as incentive stock options. Pre-2017 Non-Qualified Stock Options As of December 31, 2020, the Company had outstanding Pre-2017 Non-Qualified Stock Options to purchase, in the aggregate, 2,465,500 shares of the Company's Common Stock. During the nine months ended September 30, 2021, the Company did not grant any Pre-2017 Non-Qualified Stock Options. Stock option activity for the Pre-2017 Non-Qualified Stock Options for the nine months ended September 30, 2021 is presented in the table below: Number of Shares Weighted- average Exercise Price Weighted- average Remaining Contractual Term (years) Aggregate Intrinsic Value Outstanding at December 31, 2020 2,465,500 $ 6.99 4.09 $ 2,773,190 Exercised (337,693) 5.85 Forfeited (23,332) 10.00 Outstanding at September 30, 2021 2,104,475 $ 7.08 3.59 $ 39,269,107 A summary of the status of the Company’s non-vested Pre-2017 Non-Qualified Stock Options as of September 30, 2021 is presented below: Number of Options Weighted Average Grant Date Fair Value Vested at September 30, 2021 2,092,809 $ 7.06 Non-vested at September 30, 2021 11,666 $ 10.00 During the nine months ended September 30, 2021 and 2020, the Company recognized zero and $1 thousand, respectively, of non-cash expense related to Pre-2017 Non-Qualified Stock Options granted in prior periods. As of September 30, 2021, there was no further compensation expense to be recognized for the Pre-2017 Non-Qualified Stock Options. The 2017 Plan During the nine months ended September 30, 2021, the Company granted options to a number of employees to purchase 159,585 shares of the Company’s Common Stock at exercise prices from $8.20 to $16.41 per share, which represents the closing price of the Company’s Common Stock on the date of the grants. These options were issued under the Company’s 2017 Plan and have ten-year terms. Option grants to existing employees vest as follows: 1/48th of the option shares vest each month through the fourth anniversary of the grant date. Option grants to new employees vest as follows: 25% of the option shares vest on the one year anniversary of the grant date, and then 1/48th of the option shares vest on such date each month thereafter through the fourth anniversary of the grant date. The Company valued these options using the Black-Scholes option pricing model and estimated the aggregate fair value of the option grants to be $1.4 million. The assumptions used in the valuation of options granted under the 2017 Plan during the nine months ended September 30, 2021 were as follows: For the Nine Months Ended September 30, 2021 Market value of stock on measurement date $8.2 to $16.41 Risk-free interest rate 0.5% to 1.11% Dividend yield — Volatility factor 75.92% to 88.79% Term 5.50 to 6.25 years Stock option activity for options granted under the 2017 Plan during the nine months ended September 30, 2021 is presented in the table below: Number of Options Outstanding Weighted-average Exercise Price Weighted-average Remaining Contractual Term (years) Aggregate Intrinsic Value Balance at December 31, 2020 611,760 $ 21.39 7.85 $ — Granted 159,585 $ 12.11 Exercised (2,521) $ 9.03 Forfeited (6,044) $ 11.38 Balance at September 30, 2021 762,780 $ 19.53 7.57 $ 6,307,064 A summary of the status of the Company’s vested and non-vested options granted under the 2017 Plan as of September 30, 2021 is presented in the following table: Number of Shares Weighted Average Grant Date Fair Value Per Share Vested at September 30, 2021 481,750 22.31 Non-vested at September 30, 2021 281,030 $ 10.29 During the nine months ended September 30, 2021 and 2020, the Company recognized approximately $1.4 million and $1.6 million, respectively of non-cash expense related to options granted under the 2017 Plan. As of September 30, 2021, there was approximately $1.3 million of unrecognized compensation costs related to non-vested stock options that were granted under the 2017 Plan. Restricted Stock Activity The following summarizes the restricted stock activity under the Company's 2017 Plan during the nine months ended September 30, 2021: Number of Shares Weighted Average Fair Value Per Share Restricted stock outstanding and unvested at December 31, 2020 49,600 $ 12.00 Restricted stock granted 76,268 $ 12.47 Restricted stock vested (19,902) $ 10.79 Restricted stock outstanding and unvested at September 30, 2021 105,966 $ 12.57 Twenty-five percent (25%) of the restricted stock units will vest on the one year anniversary of the vesting commencement date, and twenty-five percent (25%) will vest annually thereafter on the same day as the vesting commencement date. During the nine months ended September 30, 2021, the Company recognized approximately $563 thousand of non-cash expense related to restricted stock units. As of September 30, 2021, there was $0.7 million of total unrecognized compensation cost related to restricted stock units. Inducement Equity Incentive Plan On July 8, 2021, the Board of Directors of the Company adopted the 2021 Inducement Equity Incentive Plan (the “Inducement Plan”) and, subject to the adjustment provisions of the Inducement Plan, reserved 100,000 shares of the Company’s common stock for issuance pursuant to equity awards granted under the Inducement Plan. During July 2021 the Company issued options to purchase 56,500 shares of common stock, and restricted stock units for 18,200 shares of common stock under the Inducement Plan. The assumptions used in the valuation of options granted under the Inducement Plan during the nine months ended September 30, 2021 were as follows: For the Nine Months Ended September 30, 2021 Market value of stock on measurement date $ 16.41 Risk-free interest rate 0.84 % Dividend yield — Volatility factor 76.26 % Term 6.25 years Stock option activity for options granted under the Inducement Plan during the nine months ended September 30, 2021 is presented in the table below: Number of Options Outstanding Weighted-average Exercise Price Weighted-average Remaining Contractual Term (years) Aggregate Intrinsic Value Balance at December 31, 2020 — Granted 56,500 $ 16.41 Exercised — Forfeited — Balance at September 30, 2021 56,500 $ 16.41 9.8 $ 527,145 During the three months ended September 30, 2021, the Company recognized approximately $91 thousand of non-cash expense related to options granted under the Inducement Plan. As of September 30, 2021, there was approximately $0.5 million of total unrecognized compensation cost related to the non-vested stock options that were granted under the 2021 Inducement Equity Incentive Plan. The following summarizes the restricted stock activity under the Inducement Plan during the nine months ended September 30, 2021: Number of Shares Weighted Average Fair Value Per Share Restricted stock outstanding and unvested at December 31, 2020 — Restricted stock granted 18,200 $ 16.41 Restricted stock vested Restricted stock outstanding and unvested at September 30, 2021 18,200 $ 16.41 During the three months ended September 30, 2021, the Company recognized approximately $39 thousand of non-cash expense related to restricted stock units. As of September 30, 2021, there was approximately $260 thousand of total unrecognized compensation cost related to restricted stock units. Warrants During the nine months ended September 30, 2021, the Company did not issue any warrants. Warrant activity for the nine months ended September 30, 2021 is presented in the table below: Number of Shares Weighted- average Exercise Price Weighted- average Remaining Contractual Term (years) Aggregate Intrinsic Value Outstanding at December 31, 2020 278,800 $ 9.72 3.51 $ 1,164,000 Exercised — $ — Forfeited — $ — Outstanding at September 30, 2021 278,800 $ 9.72 2.76 $ 4,465,912 Exercisable at September 30, 2021 278,800 $ 9.72 2.76 $ 4,465,912 |