Equity Incentive Plans | 8. EQUITY INCENTIVE PLANS 2015 Equity Incentive Plan In March 2015, the Company’s board of directors and stockholders approved and adopted the 2015 Equity Incentive Plan (“2015 EIP”). Under the 2015 EIP, the Company may grant stock options, stock appreciation rights, restricted stock, restricted stock units, and other awards to individuals who are employees, officers, directors, or consultants of the Company. A total of 1,829,020 shares of common stock were reserved for issuance under the 2015 EIP. The number of shares of stock available for issuance under the 2015 EIP will be automatically increased each January 1, beginning on January 1, 2016, by 4% of the outstanding number of shares of the Company’s common stock on the immediately preceding December 31 or such lesser number as determined by the Company’s board of directors. Terms of stock award agreements, including vesting requirements, are determined by the board of directors, subject to the provisions of the 2015 EIP. Stock options granted by the Company generally vest over a three- or four-year year period. Certain stock options are subject to acceleration of vesting in the event of certain change of control transactions. The stock options may be granted for a term of up to ten years from the date of grant. The exercise price for stock options granted under the 2015 EIP must be at a price no less than 100% of the estimated fair value of the shares on the date of grant as determined by the board of directors, provided that for an incentive stock option granted to an employee who at the time of grant owns stock representing more than 10% of the voting power of all classes of stock of the Company, the exercise price shall be no less than 110% of the estimated value on the date of grant. As of December 31, 2015, the Company had 1,788,396 shares available for future issuance to employees, nonemployee directors, and consultants of the Company under the 2015 EIP. 2015 Employee Stock Purchase Plan In March 2015, the Company’s board of directors and stockholders approved and adopted the 2015 Employee Stock Purchase Plan (“ESPP”). A total of 245,168 shares of common stock were initially reserved for issuance under the ESPP. In addition, the number of shares of stock available for issuance under the ESPP will be automatically increased each January 1, beginning on January 1, 2016, by the lesser of (i) 1% of the outstanding number of shares of the Company’s common stock on the immediately preceding December 31, or (ii) 490,336 shares. The ESPP allows substantially all employees to purchase the Company’s common stock through a payroll deduction at a price equal to 85% of the lower of the fair market value of the stock as of the beginning or the end of each purchase period. An employee’s payroll deductions under the under the ESPP are limited to 15% of the employee’s eligible compensation. During the year ended December 31, 2015, 19,164 shares were issued pursuant to the ESPP. Restricted Stock The Company permits early exercise of certain stock options. Any unvested shares are restricted and subject to repurchase by the Company until the conditions for vesting are met. At December 31, 2015 and 2014, the liabilities for the cash received from the early exercise of stock options were $341,000 and $736,000, respectively, and were classified in accrued liabilities on the balance sheet. The Company reduces the liability as the underlying shares vest in accordance with the vesting terms outlined in the stock option agreements which, generally, is 4 years. At December 31, 2015, 156,235 unvested shares were subject to repurchase by the Company. Stock Options The following table summarizes stock option activity during the year ended December 31, 2015: Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Life in Years Total Aggregate Intrinsic Value Outstanding at December 31, 2014 709,136 $ 2.29 9.73 $ 2,522 Options granted 899,728 8.56 Options exercised (67,468 ) 2.40 Options canceled (103,813 ) 2.58 Outstanding at December 31, 2015 1,437,583 $ 6.19 8.94 $ 15,774 Vested and expected to vest at December 31, 2015 1,437,583 $ 6.19 8.94 $ 15,774 Vested at December 31, 2015 809,879 $ 2.82 8.38 $ 11,615 Exercisable at December 31, 2015 1,114,318 $ 5.19 8.98 $ 13,342 The following table summarizes the Black-Scholes option pricing model assumptions used to estimate the fair value of stock options granted to employees under our equity incentive plans and the shares purchasable under our 2015 ESPP during the periods presented: For the years ended December 31, 2015 2014 2015 EIP Risk-free interest rate 1.53% - 1.91% 0.04% - 1.98% Expected dividend yield 0% 0% Expected volatility 78% - 80% 71% - 78% Expected term (years) 5.00 - 6.08 5.00 - 6.08 2015 ESPP Risk-free interest rate 0.35% - 0.94% - Expected dividend yield 0% - Expected volatility 65% - 101% - Expected term (years) 0.50 - 2.00 - Stock-based compensation expense recognized for stock options and the ESPP has been reported in the statements of operations and comprehensive loss as follows (in thousands): Years ended December 31, 2015 2014 Research and development $ 1,586 $ 108 General and administrative 1,447 124 Total $ 3,033 $ 232 The weighted-average grant date fair value of stock options granted to employees during the year ended December 31, 2015 was $5.81 per share. The total grant date fair value of stock options that vested during the year ended December 31, 2015 was $2.2 million. As of December 31, 2015, total unrecognized share-based compensation expense related to unvested employee stock options of the Company was approximately $4.7 million. This unrecognized compensation cost is expected to be recognized over a weighted-average period of approximately 2.7 years. As of December 31, 2015, total unrecognized compensation expense related to the Company’s ESPP was approximately $0.5 million. This unrecognized compensation cost is expected to be recognized over approximately 1.9 years. Common Stock Reserved for Future Issuance Common stock reserved for future issuance is as follows (in common stock equivalent shares): Years ended December 31, 2015 2014 Conversion of Series A preferred - 3,839,604 Stock options issued and outstanding 1,437,583 709,136 Authorized for future stock awards 1,788,396 12,062 Awards available under the ESPP 226,004 - Total 3,451,983 4,560,802 |