STOCK-BASED COMPENSATION | STOCK-BASED COMPENSATION 2021 Equity Incentive Plan The 2021 Equity Incentive Plan (the “2021 Plan”), which provides for the grant of incentive stock options to employees, and the grant of nonstatutory stock options, stock appreciation rights, restricted stock awards, restricted stock unit awards, performance awards and other forms of stock awards to employees, directors and consultants, became effective on June 30, 2021. The 2021 Plan is a successor to the Company’s Amended and Restated Stock Performance Plan that was adopted by the Company’s Board of Directors (the “Board”) and stockholders on April 8, 2013 (as amended from time to time, most recently on November 20, 2020, the “2013 Plan”). The maximum number of shares of common stock that may be issued upon the exercise of incentive stock options under the 2021 Plan is 12,000,000. Following the effectiveness of the 2021 Plan, no further grants may be made under the 2013 Plan; however, any outstanding equity awards granted under the 2013 Plan continue to be governed by the terms of the 2013 Plan. As of March 31, 2024, there were 3,231,274 options outstanding under the 2013 Plan. The number of shares of common stock reserved for issuance under the 2021 Plan automatically increases on January 1 of each calendar year through January 1, 2031, in an amount equal to 5% of the total number of shares of common stock outstanding on December 31 of the fiscal year before the date of each automatic increase, or a lesser number of shares determined by the Board prior to the applicable January 1. On January 1, 2024, the number of shares of common stock reserved for issuance under the 2021 Plan automatically increased by 2,895,523 shares. As of March 31, 2024, a total of 14,668,721 shares were authorized for issuance under the 2021 Plan and 2,882,485 shares remained available for issuance under the 2021 Plan. The Company recorded stock-based compensation expense in the following expense categories of its condensed statements of operations for the periods shown (in thousands): Three Months Ended March 31, 2024 2023 General and administrative $ 1,646 $ 958 Research and development 838 432 Total stock-based compensation $ 2,484 $ 1,390 Stock Options The Black-Scholes option-pricing model was used to estimate the fair value of stock options granted during the three months ended March 31, 2024 and 2023 with the following weighted average assumptions: Three Months Ended March 31, 2024 2023 Risk-free interest rate 3.82% - 4.33% 3.58% - 4.13% Expected term (in years) 5.3 - 6.1 5.8 - 6.1 Expected volatility 101% - 104% 90% Expected dividend yield 0% 0% The weighted average grant date fair value of options granted during the three months ended March 31, 2024 and 2023, was $3.18 per share and $4.52 per share, respectively. Stock options granted after December 31, 2017 generally vest monthly over a range of 12 to 48 months or vest monthly over a total of 48 months following a one-year cliff and all have a 10-year contractual term. Beginning in 2022, the Company has also issued annual option awards to its Board that vest in full on the first anniversary of the grant date. Stock options granted prior to December 31, 2017 were either fully vested upon grant or generally vested monthly over a range of three its own historical volatility. Due to the lack of historical exercise history, the expected term of the Company’s stock options has been determined using the “simplified” method for awards. The risk-free interest rate is determined by reference to the U.S. Treasury yield curve in effect at the time of grant of the award for time periods approximately equal to the expected term of the award. Expected dividend yield is zero based on the fact that the Company has never paid cash dividends and does not expect to pay any cash dividends in the foreseeable future. The following table reflects summarized stock option activity: Stock Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life (in years) Aggregate Intrinsic Value (in thousands) Outstanding as of December 31, 2023 7,523,947 $ 4.01 Granted 2,491,550 $ 3.87 Outstanding as of March 31, 2024 10,015,497 $ 3.98 8.0 $ 10,392 Vested and exercisable as of March 31, 2024 4,516,852 $ 3.30 7.0 $ 8,062 As of March 31, 2024, total unrecognized compensation costs related to unvested stock option awards was approximately $18.3 million, which the Company expects to recognize over a weighted-average period of approximately 2.7 years. Restricted Stock Units In January 2024 and 2023, the Company granted a restricted stock unit (“RSU”) award to each of its then-current employees. These RSU awards vest in equal annual installments on the first three anniversaries of the grant date. Number of Shares Weighted Average Grant Date Fair Value Unvested as of December 31, 2023 328,500 $ 6.11 Granted 1,204,640 $ 4.15 Vested (109,493) $ 6.11 Unvested as of March 31, 2024 1,423,647 $ 4.45 As of March 31, 2024, total unrecognized compensation costs related to unvested RSUs was approximately $5.8 million, which the Company expects to recognize over a weighted-average period of approximately 2.6 years. Employee Stock Purchase Plan |