Stock-based Awards | 6. Stock-based Awards In January 2013, the Company adopted its Stock Plan (the “2013 Plan”) and in July 2015, the Company adopted a new Stock Plan (the “2015 Plan”). 4,681,544 shares of the Company’s common stock are initially reserved under the 2015 Plan for the issuance of stock options and restricted stock to employees, directors, and consultants under terms and provisions established by the Board of Directors and approved by the Company’s stockholders. Upon consummation of the Company’s IPO, the 2013 Plan was terminated and no further shares are reserved for issuance under the 2013 Plan. As of September 30, 2015 and and 639,625 and th th th The 2013 Plan allowed employees to exercise a stock option in exchange for cash before the requisite service is provided (e.g., before the award is vested under its original terms); however, such arrangements permit the Company to subsequently repurchase such shares at the exercise price if the vesting conditions are not satisfied. Such an exercise is not substantive for accounting purposes. Therefore, the payment received by the Company for the exercise price is recognized as an early exercise liability on the balance sheets and will be transferred to common stock and additional paid-in capital as such shares vest. As of September 30, 2015 and Activity under the Plan is set forth below: Options Outstanding Shares Available for Grant Number Options and Unvested Shares Weighted- Average Exercise Price Weighted Average Remaining Contractual Life (in years) Aggregate Intrinsic Value (in thousands) Balance, December 31, 2014 639,625 2,566,559 $ 0.14 9.19 Additional shares authorized 7,908,194 Shares retired upon adoption of 2015 Plan (230,978 ) Options granted (3,980,328 ) 3,980,328 $ 5.47 Options exercised and shares vested (1,464,016 ) $ 0.16 Options repurchased 211,793 (211,793 ) $ 0.14 Options cancelled — — Balances – September 30, 2015 4,548,306 4,871,078 $ 4.49 9.59 $ 101,441 Options vested and expected to vest as of September 30, 2015 (unaudited) 4,489,667 $ 4.73 9.17 $ 92,439 Options exercisable as of September 30, 2015 (unaudited) 3,967,049 $ 4.82 9.59 $ 81,316 The aggregate intrinsic values of options outstanding, exercisable, and vested and expected to vest were calculated as the difference between the exercise price of the options and the market price for shares of the Company’s common stock as of September 30, 2015. The 2013 Plan provided for early exercise, therefore, all the Company’s outstanding stock options issued under that plan are exercisable. Stock Options Granted Stock options granted during the three months ended September 30, 2015 and 2014 had a weighted-average grant-date fair value of $11.05and $0.09, respectively. Stock options granted during the nine months ended September 30, 2015 and 2014 had a weighted-average grant-date fair value of $5.77 and $0.09, respectively. The fair value is being expensed over the vesting period of the options, which is either four years or two years on a straight-line basis as the services are being provided. No tax benefits were realized from options during the periods. The Company issued one grant totaling 213,354 options to a non-employee during the three and nine-months ended September 30, 2015. The fair value of the non-employee options was measured using the Black-Scholes option-pricing model reflecting the same assumptions as applied to employee options, other than the expected life, which is assumed to be the remaining contractual life of the option. As of September 30, 2015 and and $120,000, The fair value of employee stock options was estimated using the Black-Scholes pricing model, with the following weighted-average assumptions (unaudited): Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Expected volatility 71.22 % 79.62 % 74.47 % 79.62 % Risk free interest rate 1.79 % 1.51 % 1.72 % 1.51 % Dividend yield — — — — Expected term (in years) 5.95 4.65 5.98 4.65 Determining Fair Value of Stock Options The fair value of each grant of stock options was determined by the Company using the methods and assumptions discussed below. The determination of each of these inputs is subjective and generally requires significant judgment. Expected volatility —The expected stock price volatility assumption was determined by examining the historical volatilities of a group of industry peers, as the Company did not have any trading history for the Company’s common stock. The Company will continue to analyze the historical stock price volatility and expected term assumptions as more historical data for the Company’s common stock becomes available. Expected term —The expected term of stock options represents the weighted average period the stock options are expected to be outstanding. The Company’s option grants are considered “plain vanilla.” Therefore, the Company has opted to use the simplified method for estimating the expected term as provided by the Securities and Exchange Commission. The simplified method calculates the expected term as the average time- to-vesting and the contractual life of the options. Expected dividend —The expected dividend assumption was based on the Company’s history and expectation that it will not declare dividend payout for the near future. Risk-free interest rate —The risk-free interest rate is based on the U.S. Treasury zero coupon issues in effect at the time of grant for periods corresponding with the expected terms. Fair value of common stock —Prior to the Company’s IPO, the fair value of the shares of common stock underlying the stock options was the responsibility of and determined by the Company’s board of directors. Because there was no public market for the Company’s common stock, the board of directors determined fair value of common stock at the time of grant of the option by considering a number of objective and subjective factors including independent third-party valuations of the Company’s common stock, sales of convertible preferred stock to unrelated third parties, operating and financial performance, the lack of liquidity of capital stock and general and industry specific economic outlook, amongst other factors. Following the IPO, the market traded price of the shares of common stock underlying the stock options is the fair value of the Company’s stock as reported on the NASDAQ Global Select Market on the grant date. Stock-based compensation expense, net of estimated forfeitures, is reflected in the statements of operations (in thousands, unaudited): Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Research and development $ 300 $ 5 $ 396 $ 14 General and administrative 1,462 12 2,355 34 Total stock-based compensation expense $ 1,762 $ 17 $ 2,751 $ 48 During the three and nine months ended September 30, 2015, the Company recorded $0 and approximately $562,000 of stock compensation expense related to the acceleration of certain former executives’ stock options. |