Equity Incentive Plans and ESPP | EQUITY INCENTIVE PLANS AND ESPPIn September 2015, the Company adopted the 2015 Omnibus Incentive Plan (the “2015 Plan”). Under the 2015 Plan, the Company can issue various types of equity compensation awards such as share options, restricted shares, performance shares, restricted share units (“RSUs”), performance-based share units (“PSUs”), long-term cash awards and other share-based awards. Options granted under the 2015 Plan generally have a four three three six A summary of the status of the Company’s option plans as of June 30, 2020 and changes during the period then ended is presented below: Six months ended June 30, 2020 Unaudited Number Weighted Outstanding at beginning of year 10,350,810 $ 20.40 Granted 748,247 68.99 Exercised (583,753) 14.06 Forfeited and canceled (172,913) 18.40 Outstanding as of June 30, 2020 10,342,391 $ 24.30 Exercisable options 5,360,242 $ 16.08 For the six months ended June 30, 2020, options to purchase 583,753 ordinary shares were exercised, resulting in the issuance of 583,753 ordinary shares. A summary of the status of the Company’s RSUs and PSUs as of June 30, 2020 and changes during the period then ended is presented below. Six months ended June 30, 2020 Unaudited Number Weighted Unvested at beginning of year 1,474,395 $ 30.26 Granted (1) 3,804,611 53.63 Vested (875,458) 19.85 Forfeited and cancelled (17,587) 45.05 Unvested as of June 30, 2020 4,385,961 52.55 (1) Includes RSUs and PSUs granted on March 3, 2020 as follows: (a) 527,041 RSUs that are expensed based on their grant date fair value of $69.37 per RSU over the service period of three years; (b) 408,539 PSUs that have a mix of service and clinical milestone vesting conditions, cliff-vest in pre-determined increments, and that have been deemed probable to vest and are therefore expensed beginning in the first quarter of 2020 based on their grant date fair value of $69.37 per PSU; (c) 108,113 PSUs that have a mix of service and clinical milestone vesting conditions, cliff-vest in pre-determined increments, and that will begin to be expensed at $69.37 per PSU when it becomes probable that the milestones will be achieved, and (d) 2,703,852 PSUs that have a mix of service, market and other milestone performance vesting conditions (including but not limited to new FDA approved indications), cliff-vest in pre-determined increments, and have a compensation cost of $48.16 per PSU that will not be recognized until the performance condition becomes probable. The PSUs vest no earlier than three years from the date of grant and no later than six years from the date of grant. The grant date fair value of PSUs with market vesting conditions were obtained by using Monte Carlo simulations. The Company accounts for stock-based compensation in accordance with ASC 718. In September 2015, the Company adopted an employee share purchase plan (“ESPP”) to encourage and enable eligible employees to acquire ownership of the Company’s ordinary shares purchased through accumulated payroll deductions on an after-tax basis. In the United States, the ESPP is intended to be an “employee stock purchase plan” within the meaning of Section 423 of the Internal Revenue Code and the provisions of the ESPP are construed in a manner consistent with the requirements of such section. As of June 30, 2020, 4,017,014 ordinary shares were available to be purchased by eligible employees under the ESPP and 447,634 shares had been issued under the ESPP. The fair value of share-based awards was estimated using the Black-Scholes model for all equity grants. For market condition awards, the Company also applied the Monte-Carlo simulation model. We assessed fair value using the following underlying assumptions: Six months ended June 30, Year ended December 31, 2020 2019 Unaudited Audited Stock Option Plans Expected term (years) 5.50-6.25 5.50-6.50 5.50-6.5 Expected volatility 54%-56% 55%-57% 55%-61% Risk-free interest rate 0.39%-0.86% 2.21%-2.40% 1.73%-2.40% Dividend yield 0.00 % 0.00 % 0.00 % ESPP Expected term (years) 0.50 0.50 0.50 Expected volatility 47% 62% 44%-62% Risk-free interest rate 1.57% 2.51% 2.10%-2.51% Dividend yield 0.00 % 0.00 % 0.00 % The total non-cash share-based compensation expense related to all of the Company’s equity-based awards recognized for the three and six months ended June 30, 2020 and 2019 and the year ended December 31, 2019 was: Three months ended June 30, Six months ended June 30, Year ended December 31, 2020 2019 2020 2019 Unaudited Unaudited Audited Cost of revenues $ 559 $ 595 $ 1,149 $ 1,021 $ 2,231 Research, development and clinical trials 3,779 1,813 7,173 3,001 7,570 Sales and marketing 4,769 3,255 8,385 5,217 11,897 General and administrative 9,663 8,069 18,620 14,142 30,718 Total share-based compensation expense $ 18,770 $ 13,732 $ 35,327 $ 23,381 $ 52,416 |