Stockholders' Equity | Stockholders' Equity Common Stock During the nine months ended September 30, 2022, the Company issued 7,097 shares of Common Stock as a result of stock option exercises, and received net cash proceeds of approximately $92 thousand. During the nine months ended September 30, 2022, the Company sold 45,236 shares of Common Stock and received net proceeds of $538 thousand after deducting sales commission under its Controlled Equity Offering with Cantor Fitzgerald & Company. During the nine months ended September 30, 2022, the Company issued 51,671 shares of Common Stock for restricted stock units that vested. During the nine months ended September 30, 2022, the Company issued 20,185 shares of Common Stock for performance stock units that vested. Equity Plans 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 from the vesting date. The contractual term of an option is no longer than 10 years. The 2017 Plan also allows the Company to issue restricted stock. As provided in the 2017 Plan, on January 1, 2022 the number of shares available for issuance was increased by 4% of the outstanding stock as of December 31, 2021, which represents an increase of 196,394 shares. As of September 30, 2022, the Company had 92,510 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. 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. On December 9, 2021, the Board of Directors of the Company amended the Inducement Plan to reserve an additional 100,000 shares of the Company’s Common Stock under the Inducement Plan. As of September 30, 2022, the Compan y had 70,250 shares availa ble for grant under the 2021 Inducement Plan. Pre-2017 Non-Qualified Stock Options As of December 31, 2021, the Company had outstanding Pre-2017 Non-Qualified Stock Options to purchase, in the aggregate, 1,950,500 shares of the Company's Common Stock. During the nine months ended September 30, 2022, 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, 2022 is presented in the table below: Number of Shares Weighted-average Exercise Price Weighted-average Remaining Contractual Term (years) Aggregate Intrinsic Value (in thousands) Outstanding at December 31, 2021 1,950,500 $ 7.17 3.4 $ 51,602 Exercised — — Forfeited — — Outstanding at September 30, 2022 1,950,500 $ 7.17 2.65 $ 6,975 A summary of the status of the Company’s non-vested Pre-2017 Non-Qualified Stock Options as of September 30, 2022 is presented in the table below: Number of Options Weighted Average Grant Date Fair Value Vested at September 30, 2022 1,950,500 $ 7.17 During the nine months ended September 30, 2022 and 2021, the Company did not recognize any non-cash expense related to Pre-2017 Non-Qualified Stock Options, and there is 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, 2022, the Company did not grant any options under the 2017 Plan. Stock option activity for options granted under the 2017 Plan during the nine months ended September 30, 2022 is presented in the table below: Number of Options Outstanding Weighted-average Exercise Price Weighted-average Remaining Contractual Term (years) Aggregate Intrinsic Value (in thousands) Balance at December 31, 2021 759,058 $ 19.61 7.31 $ 10,997 Granted — $ — Exercised (7,097) $ 12.91 Forfeited (13,146) $ 13.69 Balance at September 30, 2022 738,815 $ 19.78 6.52 $ 56 A summary of the status of the Company’s vested and non-vested options granted under the 2017 Plan as of September 30, 2022 is presented in the table below: Number of Shares Weighted Average Grant Date Fair Value per Share Vested at September 30, 2022 595,716 $ 20.23 Non-vested at September 30, 2022 143,009 $ 9.54 During the nine months ended September 30, 2022 and 2021, the Company recognized approximately $491 thousand and $1.4 million, respectively of non-cash expense related to options granted under the 2017 Plan. As of September 30, 2022, there was approximately $393 thousand 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, 2022: Number of Shares Weighted Average Fair Value Per Share Restricted stock outstanding and unvested at December 31, 2021 104,416 $ 12.57 Restricted stock granted 147,475 $ 31.04 Restricted stock vested (47,123) $ 12.58 Restricted stock forfeited (6,925) $ 24.76 Restricted stock outstanding and unvested at September 30, 2022 197,843 $ 25.91 The Company has two different vesting terms for RSUs. For most grants, twenty five percent or (1/4) of the restricted stock units will vest on the one year anniversary of the vesting commencement date, and twenty-five percent or (1/4) will vest annually thereafter on the same day as the vesting commencement date, and for others approximately thirty-three percent (1/3) of the restricted stock units will vest on the one year anniversary of the vesting commencement date, and approximately thirty-three percent or (1/3) will vest annually thereafter on the same day as the vesting commencement date. During the nine months ended September 30, 2022 and 2021, the Company recognized approximately $2.3 million and $563 thousand, respectively of non-cash expense related to restricted stock units. As of September 30, 2022, there was $2.7 million of total unrecognized compensation cost related to restricted stock units. Performance Stock Unit Activity During the nine months ended September 30, 2022, the Company granted 80,735 performance stock units to certain employees. The performance stock units vest upon meeting various performance criteria established by the Compensation and Human Capital Committee of the Board of Directors. Performance stock unit activity granted under the 2017 Plan during the nine months ended September 30, 2022 is presented in the table below: Number of Shares Weighted Average Fair Value Per Share Performance stock outstanding and unvested at December 31, 2021 — $ — Performance stock granted 80,735 $ 32.85 Performance stock vested (20,185) $ 32.85 Performance stock forfeited (40,365) $ 32.85 Performance stock outstanding and unvested at September 30, 2022 20,185 $ 32.85 During the nine months ended September 30, 2022, the Company recognized approximately $1.1 million of non-cash expense related to performance stock units under the 2017 Plan. As of September 30, 2022, there was $0.4 million of total unrecognized compensation cost related to performance stock units under the 2017 Plan. Inducement Plan During the nine months ended September 30, 2022, the Company did not grant any options under the Inducement Plan. Stock option activity for options granted under the Inducement Plan during the nine months ended September 30, 2022 is presented in the table below: Number of Options Outstanding Weighted-average Exercise Price Weighted-average Remaining Contractual Term (years) Aggregate Intrinsic Value (in thousands) Balance at December 31, 2021 56,500 $ 16.41 9.55 $ 973 Granted — $ — Exercised — $ — Forfeited — $ — Balance at September 30, 2022 56,500 $ 16.41 8.8 $ — During the nine months ended September 30, 2022, the Company recognized approximately $232 thousand of non-cash expense related to options granted under the Inducement Plan. As of September 30, 2022, there was approximately $205 thousand of total unrecognized compensation cost related to the non-vested stock options that were granted under the Inducement Plan. Restricted Stock Activity The following summarizes the restricted stock activity under the Inducement Plan during the nine months ended September 30, 2022: Number of Shares Weighted Average Fair Value Per Share Restricted stock outstanding and unvested at December 31, 2021 49,800 $ 26.98 Restricted stock granted 30,450 $ 13.89 Restricted stock vested (4,550) $ 16.41 Restricted stock forfeited (5,450) $ 32.11 Restricted stock outstanding and unvested at September 30, 2022 70,250 $ 21.59 During the nine months ended September 30, 2022, the Company recognized approximately $540 thousand of non-cash expense related to restricted stock units granted under the Inducement Plan. As of September 30, 2022, there was $0.9 million of total unrecognized compensation cost related to restricted stock units granted under the Inducement Plan. Warrants During the nine months ended September 30, 2022, the Company did not issue any warrants. Warrant activity for the nine months ended September 30, 2022 is presented in the table below: Number of Shares Weighted-average Exercise Price Weighted-average Remaining Contractual Term (years) Aggregate Intrinsic Value (in thousands) Outstanding at December 31, 2021 278,800 $ 9.72 2.51 $ 6,666 Exercised — $ — Forfeited — $ — Outstanding at September 30, 2022 278,800 $ 9.72 1.76 $ 107 Exercisable at September 30, 2022 278,800 $ 9.72 1.76 $ 107 |