STOCKHOLDERS' EQUITY | STOCKHOLDERS' EQUITY Redeemable Convertible Preferred Stock As of December 31, 2018, the Company’s redeemable convertible preferred stock (the “Preferred Stock”) consisted of the following (in thousands, except for share data): December 31, 2018 Preferred Preferred Carrying Liquidation Common Series A preferred stock 5,874,334 5,761,539 $ 11,235 $ 11,235 3,127,870 Series B preferred stock 4,737,041 4,737,041 12,250 12,250 2,571,679 Series B-1 preferred stock 1,084,441 1,084,441 2,998 3,000 588,730 Series C preferred stock 6,969,044 6,969,044 70,062 70,248 3,783,401 Series D preferred stock 2,997,179 2,997,179 42,434 42,500 1,702,785 Series E preferred stock 6,266,786 5,282,002 58,863 59,000 2,867,532 27,928,825 26,831,246 $ 197,842 $ 198,233 14,641,997 Upon closing of the IPO, all outstanding Preferred Stock converted into an aggregate of 14,641,997 shares of common stock. The holders of the Company’s Preferred Stock had certain voting, dividend, and redemption rights, as well as liquidation preferences and conversion privileges. All rights, preferences, and privileges associated with the preferred stock were terminated at the time of the Company’s IPO in conjunction with the conversion of all outstanding shares of Preferred Stock into shares of common stock. Common Stock As of December 31, 2018, the Company had authorized 47,000,000 shares of common stock, $0.001 par value. In May 2019, the Company restated its certificate of incorporation, which, among other things: (i) authorized 160,000,000 shares, consisting of (i) 150,000,000 shares of common stock, $0.001 par value per share, and (ii) 10,000,000 shares of undesignated preferred stock, $0.001 par value per share. As of December 31, 2019, no preferred stock was outstanding. Initial Public Offering In May 2019, the Company issued 3,571,428 common shares at a public offering price of $20.00 per share for net proceeds of $64.5 million, after deducting underwriting discounts and commissions and other offering expenses. 2010 Stock Option and Incentive Plan The Company’s 2010 Stock Incentive Plan (the “2010 Plan”) provided for the Company to issue incentive stock options or nonqualified stock options, restricted stock, and other equity awards to employees, directors and consultants of the Company. Upon effectiveness of the 2019 Plan, no future issuances will be made under the 2010 Plan. The awards granted under the 2010 Plan have terms that are the same as those of the 2019 Plan. 2019 Stock Option and Incentive Plan The 2019 Stock Option and Incentive Plan (the "2019 Plan") was approved by our board of directors on April 29, 2019 and became effective upon the IPO. The 2019 Plan provides for the grant of incentive stock options, nonqualified stock options, stock appreciation rights, restricted stock units, restricted stock awards, unrestricted stock awards and cash-based awards to the Company's officers, employees, directors and consultants. The number of shares initially reserved for issuance under the 2019 Plan is 905,000, which shall be cumulatively increased on January 1, 2020 and each January 1 thereafter by 4% of the number of shares of the Company's common stock outstanding on the immediately preceding December 31, or such lesser number of shares determined by the Company's board of directors or compensation committee of the board of directors. The number of options available for future grant under the 2019 Plan was 36,466 as of December 31, 2019. 2019 Employee Stock Purchase Plan The 2019 Employee Stock Purchase Plan (the "2019 ESPP") was approved by our board of directors on April 29, 2019 and became effective upon the IPO. A total of 237,181 shares of common stock were initially reserved for issuance under this plan, which shall be cumulatively increased on January 1, 2020 and each January 1 thereafter by 1% of the number of shares of the Company's common stock outstanding on the immediately preceding December 31, or such lesser number of shares determined by the Company's board of directors or compensation committee of the board of directors. The total number of common shares that may be issued under the ESPP is 237,181 shares. As of December 31, 2019, the initial purchase period under the ESPP has not yet commenced. Stock Option Valuation Given the absence of an active market for the Company’s common stock prior to the IPO, the Company and its board of directors (the “Board”), the members of which the Company believes have extensive business, finance, and venture capital experience, were required to estimate the fair value of the Company’s common stock at the time of each grant of a stock-based award. The Company and the Board determined the estimated fair value of the Company’s equity instruments based on a number of factors, including external market conditions affecting the biotechnology industry sector. These estimates and assumptions include a number of objective and subjective factors in determining the value of the Company’s common stock at each grant date, including: (1) prices paid for the Company’s redeemable convertible preferred stock, which the Company had sold to outside investors in arm’s-length transactions, and the rights, preferences, and privileges of the Company’s redeemable convertible preferred stock and common stock; (2) valuations performed by an independent valuation specialist; (3) the Company’s stage of development; (4) the fact that the grants of stock-based awards involved illiquid securities in a private company; and (5) the likelihood of achieving a liquidity event for the common stock underlying the stock-based awards, such as an IPO or sale of the Company, given prevailing market conditions. The fair value of each stock option award is estimated on the date of grant using the Black-Scholes option pricing model. As there was no public market for its common stock prior to May 9, 2019, which was the first day of trading, and as the trading history of the Company’s common stock was limited through December 31, 2019, the Company determined the volatility for awards granted based on an analysis of reported data for a group of guideline companies that issued options with substantially similar terms. The expected volatility has been determined using a weighted-average of the historical volatility measures of this group of guideline companies. The Company expects to continue to do so until such time as it has adequate historical data regarding the volatility of its own traded stock price. The expected term of the Company’s stock options has been determined utilizing the “simplified” method for awards that qualify as “plain-vanilla” options. 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. The Company has not paid, and does not anticipate paying, cash dividends on its common stock; therefore, the expected dividend yield is assumed to be zero. The assumptions that the Company used to determine the grant-date fair value of stock options granted were as follows: Year Ending December 31, 2019 2018 Risk-free interest rate 2.09 % 1.93% - 3.02% Expected option life (in years) 6.16 0.25 - 6.25 Expected dividend yield 0 % 0 % Expected volatility 71 % 65 % The following table summarizes the Company’s stock option activity for the year ended December 31, 2019: Options Weighted Weighted Intrinsic Outstanding as of January 1, 2019 4,039,464 $ 5.67 Granted 1,620,351 11.07 Exercised (155,043) 2.19 Canceled (327,828) 7.66 Outstanding as of December 31, 2019 5,176,944 $ 7.35 7.9 $ 1,490 Exercisable as of December 31, 2019 2,202,669 $ 5.57 6.7 $ 1,268 Vested or expected to vest as of December 31, 2019 5,176,944 $ 7.35 7.9 $ 1,490 The intrinsic value of options exercised during the years ended December 31, 2019 and 2018 was $0.4 million and $0, respectively. The weighted-average grant date fair value of the options granted during the years ended December 31, 2019 and 2018, was $7.21 and $3.63 per share, respectively. Stock-based compensation related to stock options and unvested stock awards are classified as follows (in thousands): December 31, 2019 2018 Research and development $ 2,461 $ 1,088 General and administrative 3,363 1,690 $ 5,824 $ 2,778 |