Equity Incentive Plans | EQUITY INCENTIVE PLANS In 2011, the Company adopted the 2011 Equity Incentive Plan (the “2011 Plan”) to permit the grant of share-based awards, such as stock grants and incentives and non-qualified stock options to employees and directors. The Board has the authority to determine to whom awards will be granted, the number of shares, the term and the exercise price. In March 2020, the Company adopted the 2020 Incentive Award Plan (the “2020 Plan”), which became effective in connection with the Company’s initial public offering in May 2020. As a result, the Company may not grant any additional awards under the 2011 Plan. The 2011 Plan will continue to govern outstanding equity awards granted thereunder. In addition, the number of shares of common stock reserved for issuance under the 2020 Plan will automatically increase on the first day of January for a period of up to ten years, commencing on January 1, 2021, in an amount equal to 3% of the total number of shares of the Company’s capital stock outstanding on the last day of the preceding year, or a lesser number of shares determined by the Company’s board of directors. As of September 30, 2024, there were 7,183,239 shares available for issuance under the 2020 Plan, including 1,732,872 additional shares reserved effective January 1, 2024. 2011 Equity Incentive Plan Stock Options A summary of stock option activity under the 2011 Plan for the nine months ended September 30, 2024 is as follows (intrinsic values in thousands): Number of Options Weighted Weighted Intrinsic Outstanding, December 31, 2023 937,696 $ 2.24 5.2 $ 58,778 Exercised (170,540) 2.02 $ 8,211 Cancelled (29) 9.05 Outstanding, September 30, 2024 767,127 2.28 4.5 $ 29,884 Vested and exercisable at September 30, 2024 767,127 2.28 4.5 $ 29,884 Vested and expected to vest at September 30, 2024 767,127 $ 2.28 4.5 $ 29,884 The aggregate intrinsic values of options outstanding, vested and exercisable, and vested and expected to vest were calculated as the difference between the exercise price of the options and the estimated fair market value of the Company’s common stock. 2020 Incentive Award Plan Restricted Stock Units Restricted stock units (“RSUs”) are share awards that entitle the holder to receive freely tradable shares of the Company’s common stock upon vesting. The RSUs cannot be transferred and the awards are subject to forfeiture if the holder’s employment terminates prior to the release of the vesting restrictions. The RSUs generally vest over a four-year period with straight-line vesting and a 25% one-year cliff or over a three-year period in equal amounts on a quarterly basis, provided the employee remains continuously employed with the Company. The fair value of the RSUs is equal to the closing price of the Company’s common stock on the grant date. RSU activity under the 2020 Plan is set forth below: Number of Weighted Outstanding, December 31, 2023 1,307,998 $ 67.91 Granted 1,006,244 46.95 Vested (456,160) 67.69 Cancelled (104,090) 61.87 Outstanding, September 30, 2024 1,753,992 $ 56.30 The total fair value of RSUs vested under the 2020 Plan was $7.7 million and $6.9 million for the three months ended September 30, 2024 and 2023, respectively, and $23.9 million and $21.0 million for the nine months ended September 30, 2024 and 2023, respectively. Performance Stock Units During the nine months ended September 30, 2024, the Company granted performance stock units (“PSUs”) to certain employees that are eligible to vest three years from the award date, based on achieving certain revenue based performance targets. The number of shares that may be earned can range from 0% to 200% of the target amount. The fair value of PSUs is determined by the closing stock price of the Company’s common stock on the awards’ grant date. The share-based compensation expense associated with PSUs is recognized on a straight-line basis based on the estimated number of awards that are expected to vest. At each reporting period, the Company monitors the probability of achieving the performance targets and adjusts the share-based compensation expense associated with PSUs accordingly. PSU activity under the 2020 Plan is set forth below: Number of Weighted Outstanding, December 31, 2023 — $ — Granted 90,488 55.48 Outstanding, September 30, 2024 90,488 $ 55.48 Stock Options The Company grants non-qualified stock options to certain employees with vesting over a four-year period on a quarterly basis. The fair value of the stock options was calculated using the Black-Scholes option pricing model. The fair value for options granted was calculated using the following weighted average assumptions: Nine Months Ended September 30, 2024 2023 Expected term (in years) 4.5 4.6 Expected volatility 48.7% to 48.9% 50.4% Dividend yield 0.0% 0.0% Risk free interest rate 4.2% to 4.3% 4.1% Weighted-average fair value of options granted $24.89 per share $25.98 per share A summary of stock option activities under the 2020 Plan for the nine months ended September 30, 2024 is as follows (intrinsic values in thousands): Number of Options Weighted Weighted Intrinsic Outstanding, December 31, 2023 166,203 $ 56.00 6.1 $ 1,483 Granted 210,188 54.83 Exercised (270) 56.00 $ — Cancelled (7,157) 56.00 Outstanding, September 30, 2024 368,964 55.33 5.9 $ — Vested and exercisable at September 30, 2024 86,548 55.65 5.6 $ — Vested and expected to vest at September 30, 2024 343,736 $ 55.35 5.9 $ — Employee Stock Purchase Plan In May 2020, the Company adopted the 2020 Employee Stock Purchase Plan (“ESPP”), which became effective on the date the ESPP was adopted by the Company’s board of directors. Each offering to the employees to purchase stock under the ESPP will begin on each August 1 and February 1 and will end on the following January 31 and July 31, respectively. The first offering period began on August 1, 2020. On each purchase date, which falls on the last date of each offering period, ESPP participants will purchase shares of common stock at a price per share equal to 85% of the lesser of (1) the fair market value per share of the common stock on the offering date or (2) the fair market value of the common stock on the purchase date. The occurrence and duration of offering periods under the ESPP are subject to the determinations of the Compensation Committee, in its sole discretion. The number of shares available for issuance under the ESPP increases automatically on January 1 of each calendar year of the Company beginning in 2021 and ending in 2030, in an amount equal to the lesser of (i) 1% of the aggregate number of outstanding shares of the Company’s common stock on the final day of the immediately preceding calendar year and (ii) such smaller number of shares determined by the Company’s board of directors. The fair value of the ESPP shares is estimated using the Black-Scholes option pricing model with the following assumptions: Nine Months Ended September 30, 2024 2023 Expected term (in years) 0.5 0.5 Expected volatility 57.0% - 60.8% 42.1% - 49.9% Dividend yield 0.0% 0.0% Risk free interest rate 5.1% - 5.2% 4.8% - 5.5% As of September 30, 2024, a total of (i) 639,355 shares of common stock, including 133,430 shares purchased in July 2024 and 82,816 shares purchased in January 2024, have been purchased under the ESPP, and (ii) 2,465,007 shares of common stock are reserved under the ESPP for future purchases, including 577,624 additional shares, which were automatically added to the reserve on January 1, 2024 pursuant to the terms of the ESPP. Share-based Compensation Expense Total compensation cost for all share-based payment arrangements recognized, including $1.2 million and $0.7 million for the three months ended September 30, 2024 and 2023, respectively, and $3.5 million and $2.9 million for the nine months ended September 30, 2024 and 2023, respectively, of share-based compensation expense related to the ESPP, was as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 Cost of goods sold $ 537 $ 393 $ 1,570 $ 1,232 Research and development 1,779 1,587 5,347 4,981 Selling, general and administrative 10,635 7,864 31,943 24,323 Total share-based compensation expense $ 12,951 $ 9,844 $ 38,860 $ 30,536 Total compensation costs as of September 30, 2024 related to all non-vested awards to be recognized in future periods was $87.4 million and is expected to be recognized over the remaining weighted average period of 2.6 years. |