Stock-Based Compensation | 9. Stock-Based Compensation In connection with the Company’s Initial Public Offering (“IPO”) of its common stock in January 2015, the Company’s board of directors terminated the Company’s 2012 Stock Incentive Plan (“2012 Plan”) effective as of January 27, 2015 and no further awards may be issued under the 2012 Plan. However, the awards outstanding under the 2012 Plan continue to be governed by the terms of the 2012 Plan. In July 2014, the board of directors and the stockholders of the Company adopted the 2014 Equity and Incentive Plan (“2014 Plan”), which became effective upon the closing of the IPO. As of June 30, 2017, options to purchase 1,632,136 shares of common stock were outstanding under the 2014 Plan with exercises prices ranging from $0.57 to $9.29 and with a weighted average price of $1.40. Pursuant to the “evergreen” provision in the 2014 Plan, an additional 359,008 shares were automatically allocated for distribution under the 2014 Plan as of January 1, 2017 (the “Evergreen Increase”). On September 7, 2016, the Company awarded an inducement option grant to the Company’s Chief Business Officer to purchase 252,000 shares of the Company’s common stock at an exercise price of $0.77 per share. On January 19, 2017, the Company awarded an inducement option to a new employee to purchase 35,000 shares of the Company’s common stock at an exercise price of $1.14 per share. These inducement option grants were issued outside of the existing equity compensation plans in accordance with NASDAQ listing rule 5635(c)(4). The inducement grants have a term of 10 years and vest at the rate of 25% of the shares on the first anniversary of the commencement of such employee’s employment with the Company and monthly, thereafter, so that the option is fully vested on the fourth anniversary of the vesting start date. On November 2, 2016, the Company granted a total of 670,000 conditional stock options at $0.57 per share to certain executive officers. The conditional stock option grants were subject to approval by the Company’s stockholders of an amendment to the 2014 Plan that would increase the number of shares available for issuance by an amount sufficient to cover the new grants. 90,000 of these conditional stock options were forfeited upon the resignation of a former executive prior to stockholder approval of the plan amendment. On May 31, 2017, the stockholders of the Company approved an amendment to the 2014 Plan to increase the number of shares of common stock under the plan by 700,000 (the “Plan Amendment”). On June 5, 2017, the Company filed a Form S-8 Registration Statement which registered: (i) the 287,000 shares of common stock underlying the September 2016 and January 2017 inducement option grants, (ii) 700,000 shares of common stock added to the 2014 Plan pursuant to the Plan Amendment and (iii) 359,008 added to the Plan in connection with the Evergreen Increase. On June 12, 2017, the Company awarded inducement grants to two new employees to purchase an aggregate of 100,000 shares of common stock at an exercise price of $1.36 per share. Each stock option has a ten-year term and vests over four years with 25% of the shares vesting on the first anniversary of the commencement of such employee’s employment with the Company and monthly, thereafter, so that the option is fully vested on the fourth anniversary of the vesting start date. These inducement option grants were issued outside of the existing equity compensation plans in accordance with NASDAQ listing rule 5635(c)(4). The following table summarizes option and award activity, excluding inducement grants, for the six months ended June 30, 2017 (unaudited): Shares Grant Outstanding of Shares Weighted- Price per Weighted- (In Years) Aggregate Balance at December 31, 2016 55,815 1,594,058 $ 1.93 8.45 $ 18,900 Additional shares reserved 1,059,008 - $ - Options granted (1) (603,000) 603,000 $ 0.59 Options exercised - (98,583) $ 1.40 Options cancelled/forfeited/expired 301,407 (301,407) $ 2.30 Restricted stock awards granted (60,000) - $ - Shares expired under 2012 Plan (4,836) - $ - Balance at June 30, 2017 748,394 1,797,068 $ 1.44 7.96 $ 802,756 Exercisable at June 30, 2017 579,023 $ 2.29 5.30 $ 52,974 Vested or expected to vest at June 30, 2017 1,687,080 $ 1.48 7.87 $ 733,743 (1) Includes conditionals grants of 580,000 awarded in November 2016 and subsequently approved by stockholders in May 2017. The aggregate intrinsic values of options outstanding and exercisable, and vested and expected to vest were calculated as the difference between the exercise price of the options and the closing market value of the Company’s common stock as reported on NASDAQ as of June 30, 2017. The following table summarizes the composition of stock options outstanding and exercisable under the 2012 Plan and the 2014 Plan, which excludes inducement grants, as of June 30, 2017 (unaudited): Options Outstanding Options Exercisable Exercise Price Number of Weighted- Average Remaining Weighted Exercise Price Number of Weighted Exercise Price $0.57 - $0.57 670,000 9.34 $ 0.57 52,498 $ 0.57 $0.85 - $0.85 400,000 9.48 $ 0.85 - $ - $1.14 - $2.26 364,742 5.36 $ 1.83 260,532 $ 1.78 $2.34 - $9.13 334,326 6.20 $ 2.83 251,410 $ 2.78 $9.29 - $9.29 28,000 7.89 $ 9.29 14,583 $ 9.29 Stock-Based Compensation Expense Total stock-based compensation expense recognized for grants under the approved option plans and inducement grants, was as follows (unaudited, in thousands): Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Research and development $ 76 $ 136 $ 137 $ 275 General and administrative 107 217 279 390 $ 183 $ 353 $ 416 $ 665 As of June 30, 2017, the Company had $1.3 million of total unrecognized stock-based compensation expense, net of estimated forfeitures, related to outstanding stock options that will be recognized over a weighted-average period of 3.21 years. The Company uses the Black-Scholes model for valuing its options and awards granted to employees and non-employees. The following table illustrates the input assumptions used to value employee stock option grants for the periods presented (unaudited): Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Dividend yield 0% 0% 0% 0% Risk-free interest rate 1.90% 1.06% - 1.54% 1.90% - 2.13% 1.06% - 1.97% Expected volatility 89% 89% 89% 89% Expected term (years) 6.08 6.08 6.08 6.08 |