Share-based Compensation | 13. Share-based Compensation 2016 Equity Incentive Plan A total of 11,668,905 shares of the Company’s common stock were authorized and reserved for issuance under the Company’s 2016 Equity Incentive Plan, as amended (the “2016 Equity Plan”) at December 31, 2018. This reserve automatically increased to 16,194,138 on January 1, 2019 and will automatically increase each subsequent anniversary through January 1, 2025, by an amount equal to the smaller of (a) 4% of the number of shares of common stock issued and outstanding on the immediately preceding December 31, or (b) an amount determined by the Company’s board of directors. At June 30, 2019 , there were options to purchase an aggregate of 10,578,920 shares of common stock outstanding at a weighted average price of $5.80 per share under the 2016 Equity Plan. Total unrecognized compensation expense related to unvested options granted under the Company’s share-based compensation plan was $5.7 million and $6.8 million at June 30, 2019 and December 31, 2018 , respectively. That expense is expected to be recognized over a weighted average period of 1.3 years and 1.5 years as of June 30, 2019 and December 31, 2018 , respectively. The Company recorded share-based compensation expense under the 2016 Equity Plan of $ 4.1 million and $5.6 million for the six months ended June 30, 2019 and 2018 , respectively, and $1.9 million and $3.0 million for the three months ended June 30, 2019 and 2018 , respectively. The following table summarizes information about stock options outstanding, not including performance stock options, at June 30, 2019 and December 31, 2018 : Options Outstanding Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term (years) Aggregate Intrinsic Value (in thousands) Balance, December 31, 2018 9,764,539 $ 6.24 7.84 $ — Granted 1,293,973 2.25 Exercised — — Forfeited (479,592) 5.16 Balance, June 30, 2019 10,578,920 $ 5.80 7.92 $ — Options vested and exercisable, June 30, 2019 5,798,171 $ 8.23 6.88 $ — The aggregate intrinsic value in the table above represents the total pre-tax intrinsic value calculated as the difference between the fair value of the Company’s common stock at June 30, 2019 ( $2.06 per share) and the exercise price, multiplied by the related in-the-money options that would have been received by the option holders had they exercised their options at the end of the period. This amount changes based on the fair value of the Company’s common stock. There were no options exercised during the six months ended June 30, 2019 and 2018 . There were 1,293,973 stock options granted during the six months ended June 30, 2019 with a weighted-average exercise price of $2.25 . During the six months ended June 30, 2018 , 80,924 stock options were granted with a weighted ‑average exercise price of $7.75 . The fair value of each stock option award, not including performance stock options, was estimated at the date of grant using the Black-Scholes option-pricing model and the assumptions noted in the following table: Six Months Ended Six Months Ended June 30, 2019 June 30, 2018 Weighted average fair value of grants $1.50 $2.30 Expected volatility 76.32% - 77.73% 72.94% - 75.14% Risk-free interest rate 2.18% - 2.61% 2.44% - 2.75% Expected life (years) 5.5 - 6.0 5.6 - 6.0 Expected dividend yield 0% 0% Performance Awards On April 3, 2018 , the Company granted 1,597,500 nonqualified performance-based stock options ( the “Performance Options”) to certain executive officers (each, a “Grantee”) under the 20 16 Equity Plan, which represent the maximum number of Performance Options that may be earned if all three performance milestones (each, a “Performance Goal”) are achieved during the three -year period following the g rant d ate (the “Performance Period”). The Performance Options may be earned based on the achievement of three separate Performance Goals related to the Company’s operating and research and development activities during the Performance Period, subject to the Grantee’s employment through the achievement date. If no Performance Goals are achieved during the Performance Period, the Performance Options will be forfeited. Each Performance Option was granted with an exercise price of $4.06 per share and does not contain any voting rights. No other Performance Options have been granted under the 2016 Equity Plan. The weighted-average fair value of the Performance Options granted was $2.71 and was estimated at the date of grant using the Black-Scholes option-pricing model with the following assumptions: risk-free interest rate of 2.67% , expected term of 6.0 years, expected volatility of 74.50% and a dividend rate of 0% . Compensation expense for the Performance Options is recognized on a straight-line basis over the awards’ requisite service period. The Performance Options vest upon the satisfaction of both a service condition and the satisfaction of one or more performance conditions, therefore the Company initially determined which outcomes are probable of achievement. The Company believes that the three-year service condition (explicit service period) and all three performance conditions (implicit service periods) will be satisfied. The requisite service period would be three years as that is the longest period of both the explicit service period and the implicit service periods. The first two performance conditions were satisfied during 2018 and the third performance condition is expected to be satisfied in the third quarter of 2019. During the year ended December 31, 2018, 307,500 Performance Options were forfeited. A total of 1,290,000 Performance Options are outstanding at both June 30, 2019 and December 31, 2018 with an exercise price of $4.06 per share and no intrinsic value. The weighted average remaining contractual life of outstanding Performance Options at June 30, 2019 was 8.8 years. At June 30, 2019 , there was $0.9 million of total unrecognized compensation expense related to unvested Performance Options, which is expected to be recognized over a weighted-average period of 1.5 years. As of June 30, 2019 , 430,002 Performance Options had vested and became exercisable during the second quarter of 2019 in accordance with the terms of the awards. S tock Appreciation Rights A total of 835,000 stock appreciation rights (“SARs”) were outstanding at both June 30, 2019 and December 31, 2018 , with an exercise price of $3.64 per share and no intrinsic value. The weighted average remaining contractual life of outstanding SARs at June 30, 2019 was 8.5 years. Compensation expense for SARs is recognized on a straight-line basis over the awards’ requisite service period. At June 30, 2019 , there was $1.0 million of total unrecognized compensation cost related to unvested SARs which is expected to be recognized over a weighted-average period of 1.4 years. At both June 30, 2019 and December 31, 2018 , 278,335 SARs had vested and no SARs ha d been exercised. 2 014 Long-term Incentive Plan ( the “LTIP”) A total of 9,750 units have been granted under the LTIP as of both June 30, 2019 and December 31, 2018 . The LTIP is payable upon the fair market value of the Company’s common stock exceeding 333% of the $6.00 grant price ( $20.00 ) per share prior to December 7, 2024. The holders of the LTIP awards have no right to demand a particular form of payment, and the Company reserves the right to make payment in the form of cash or common stock. No LTIP awards were exercisable or ha d been exercised at June 30, 2019 . 2016 Employee Stock Purchase Plan A total of 2,551,180 shares of the Company’s common stock were reserved for issuance under the 2016 Employee Stock Purchase Plan, as amended (the “2016 ESPP”) at December 31, 2018 . The Board elected not to increase the shares reserved for issuance under the 2016 ESPP on January 1, 2019. The Company issued 32,273 and 22,958 shares under the 2016 ESPP during the six months ended June 30, 2019 and 2018 , respectively. No meaningful compensation expense was recognized for the ESPP during the six months ended June 30, 2019 and 2018 . |