Stockholders' Equity | Note 6—Stockholders’ Equity: Stock-Based Compensation: The Company’s 2011 Plan was adopted by the Board of Directors on September 15, 2011. Pursuant to the 2011 Plan, the Company may grant incentive stock options and nonqualified stock options, as well as other forms of equity-based compensation. Incentive stock options may be granted only to employees, while consultants, employees, officers and directors are eligible for the grant of nonqualified options under Employee stock-based compensation for the three and nine months ended September 30, 2016 and 2015 were as follows (in thousands, except share and per share data): Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Stock-based compensation: Options - Research and development, or R&D $ 20,258 $ 19,867 $ 66,376 $ 60,594 General and administrative, or G&A 6,802 4,747 18,852 12,173 Restricted stock units - R&D 1,754 — 1,754 — G&A 869 — 869 — Performance shares - R&D 68 342 139 487 Total stock-based compensation expense $ 29,751 $ 24,956 $ 87,990 $ 73,254 Impact on basic and diluted net loss per share $ 0.92 $ 0.77 $ 2.71 $ 2.29 Weighted average shares (basic and diluted) 32,497,168 32,303,203 32,489,584 32,018,869 Performance Shares: During January 2014, performance share awards that provide for a maximum of 28,411 shares of common stock to be issued were granted to certain employees. These shares vest over three years on the first, second and third anniversary of December 15, 2013. On each vesting date, if the Company’s closing common stock price is equal to $102.46 per share, one-third of the 28,411 shares will be awarded. If the Company’s closing common stock price on a vesting date is either lesser or greater than $102.46 per share, the number of shares of common stock to be issued will be adjusted to be less than one-third of the 28,411 shares. No shares will be awarded on a vesting date if the Company’s closing common stock price is less than $47.53 per share at such vesting dates. The performance shares are valued on the grant date and the fair value of the performance award is equal to the market price of the Company’s common stock on the grant date. The performance share expense is recognized based on the Company’s estimate of a range of probabilities that the Company’s closing common stock price will be lower or higher than $102.46 on the vesting dates. Based on the range of probabilities, the expense is calculated and recognized over the three-year vesting period. On December 15, 2015, the second vesting occurred and the calculations were performed. As a result, 6,530 shares of common stock were issued to the employees and 2,943 performance shares were cancelled. The third and final vesting event will occur on December 15, 2016. Weighted Average Grant-Date Performance shares Shares Fair Value Nonvested shares at December 31, 2015 9,469 $ 102.46 Granted — — Vested/Issued — — Cancelled — — Nonvested shares at September 30, 2016 9,469 $ 102.46 Stock Options: The fair value of options granted to employees was estimated using the Black-Scholes Option Pricing Method (see Note 2—Significant Accounting Policies) with the following weighted-average assumptions used during the nine months ended September 30, 2016 and 2015: 2016 2015 Dividend yield 0.0 % 0.0 % Expected volatility 67.3 % 63.4 % Risk-free interest rate 1.4 % 1.6 % Expected life in years 5.72 5.85 Activity with respect to options granted under the 2011 Plan is summarized as follows: Shares Weighted Average Exercise Price Weighted Contractual Term (years) Aggregate Intrinsic Value (in thousands) Outstanding at December 31, 2015 5,542,285 $ 105.59 8.6 $ 87,632 Granted 712,417 $ 45.02 9.0 — Forfeited (416,501 ) $ 123.67 Exercised (36,250 ) $ 9.71 $ 1,268 Expired (71,800 ) $ 169.60 Outstanding at September 30, 2016 5,730,151 $ 96.55 7.9 $ 79,721 Nonvested at September 30, 2016 2,736,716 $ 99.35 9.0 $ 16,048 Exercisable at September 30, 2016 2,993,435 $ 94.00 7.0 $ 63,673 At September 30, 2016, total estimated unrecognized employee compensation cost related to nonvested stock options and performance shares granted prior to that date were approximately $138.8 million and $0.3 million, respectively. These unrecognized expenses are expected to be recognized over a weighted-average period of 1.7 years for stock options and 0.3 years for performance shares. The weighted-average grant date fair value of options granted during the nine months ended September 30, 2016 and 2015, were $26.79 per share and $89.17 per share, respectively. Weighted Average Grant-Date Stock options Shares Fair Value Nonvested shares at December 31, 2015 3,572,202 $ 73.59 Granted 712,417 26.79 Vested/Issued (1,131,402 ) 85.08 Forfeited (416,501 ) 74.02 Nonvested shares at September 30, 2016 2,736,716 59.27 Restricted stock units: On October 14, 2016, restricted stock units were awarded to certain employees. These restricted stock units vest over three years in six equal installments on each six month anniversary of the vesting start date, July 19, 2016. Because the service period began on the vesting start date of July 19, 2016, and the award date did not occur until October 14, 2016, the restricted stock units are valued using the fair value on September 30, 2016, and will be adjusted to the fair value on the award date, October 14, 2016. Weighted Average Grant-Date Restricted stock units Shares Fair Value 1 Nonvested shares at December 31, 2015 — $ — Granted 640,644 54.35 Vested/Issued — — Cancelled — — Nonvested shares at September 30, 2016 640,644 $ 54.35 1 As the service inception date preceded the grant date, the Company’s accrual of compensation cost for the periods before the grant date was based on the fair value of the awards at the reporting date. |