Stock-Based Compensation | 6. Stock-Based Compensation Equity Incentive Plan In January 2013, we adopted our Stock Plan (the “2013 Plan”) and in July 2015, we adopted a new Stock Plan (the “2015 Plan”). Upon consummation of our IPO, the 2013 Plan was terminated and no further shares are reserved for issuance under the 2013 Plan. As of September 30, 2018, there were 4.4 million shares reserved for future issuance under our 2015 Plan. As of September 30, 2018, there were 7.3 million shares subject to outstanding options under our 2013 Plan and 2015 Plan. Prior to its termination, the 2013 Plan allowed employees to exercise stock options in exchange for cash before the requisite service was provided (e.g., before the award is vested under its original terms); however, such arrangements permit us 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 us for the exercise price is recognized as an early exercise liability on the consolidated balance sheets and will be transferred to common stock and additional paid-in capital as such shares vest. As of September 30, 2018 and Option activity under the 2015 Plan and 2013 Plan is set forth below: Options Outstanding Number Options and Unvested Shares Weighted- Average Exercise Price Weighted Average Remaining Contractual Life (in years) Aggregate Intrinsic Value (in thousands) Balance, December 31, 2017 6,629,111 $ 14.15 8.2 $ 156,900 Options granted 2,163,700 $ 32.05 Options exercised and shares vested (952,231 ) $ 7.75 Options cancelled (497,273 ) $ 20.34 Balance, September 30, 2018 7,343,307 $ 19.83 8.0 $ 54,674 Options vested and expected to vest as of September 30, 2018 7,061,816 $ 19.55 7.9 $ 54,570 Options exercisable as of September 30, 2018 3,421,849 $ 12.86 8.0 $ 49,338 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 our common stock as of September 30, 2018. The 2013 Plan provided for early exercise, therefore, all our outstanding stock options issued under that plan are exercisable. As of September 30, 2018 and 2017, there was $59.0 million and $44.3 million, respectively, of unrecognized stock-based compensation expense related to stock options, which is expected to be recognized over the weighted-average remaining vesting period of 2.6 years and 2.7 years, respectively. Restricted stock unit, or RSU, activity under the 2015 Plan is set forth below: Shares Weighted Average Grant Date Fair Value Unvested Balance, December 31, 2017 16,638 $ 35.41 Awarded 346,962 33.44 Released (4,160 ) 39.55 Forfeited (20,189 ) 34.07 Unvested Balance, September 30, 2018 339,251 $ 33.63 RSUs are measured based on the fair market value of the underlying stock on the date of grant and recognized as expense on a straight-line basis over the employee’s requisite service period (generally the vesting period). As of September 30, 2018 In connection with the expansion and extension of our long-term exclusive commercial supply agreement with GPC, we issued 300,000 shares of restricted common stock in January 2018 (see Note 5). The restricted common stock vests in four tranches over a 3.5 year period and is measured based on the fair market value of the underlying stock as the shares vest. As of September 30, 2018, 75,000 shares had vested, and the remaining shares were restricted. As of September 30, 2018, total estimated unrecognized expense related to these restricted shares was $5.7 million based upon the fair market value of our common stock on September 30, 2018, which is expected to be recognized over the remaining vesting period of 2.8 years as general and administrative expense. Stock-based compensation expense recognized during the quarter and nine months ended September 30, 2018 related to these shares was $0.7 million and $2.6 million, respectively. Valuation Assumptions The weighted-average assumptions used to estimate the fair value of stock options using the Black-Scholes option valuation model and the resulting weighted average fair value of stock options granted were as follows : Quarter Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 Expected term (in years) 6.1 6.0 6.0 6.0 Expected volatility 66.5 % 71.1 % 68.2 % 73.3 % Risk free interest rate 2.8 % 2.1 % 2.4 % 2.1 % Dividend yield — % — % — % — % Weighted average estimated fair value $ 17.19 $ 14.57 $ 20.09 $ 12.89 Stock-Based Compensation Expense Stock-based compensation expense, net of estimated forfeitures, reflected in the condensed consolidated statements of comprehensive loss is as follows (in thousands): Quarter Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 Research and development $ 2,406 $ 1,305 $ 7,376 $ 3,482 General and administrative 5,976 2,774 17,287 8,389 Total stock-based compensation expense $ 8,382 $ 4,079 $ 24,663 $ 11,871 During the quarter and nine months ended September 30, 2018, we recorded approximately $0.7 million and $2.8 million of stock-based compensation expense related to the acceleration of certain former executives’ stock options. |