Equity | 9. Equity In June 2019, the Company entered into a Stock Purchase Agreement with Bayer AG pursuant to which, in connection with the closing in July 2019, the Company issued and sold to Bayer AG 1,346,313 shares of the Company’s common stock (the Shares) for a contractually stated purchase price of approximately $32.5 million. The value of the shares of the Company’s common stock was based on the average of the Company’s In the Fourth Amendment to the Company’s Incentive Share Plan (the Incentive Plan) adopted in March 2018, the Company was authorized to issue up to an aggregate of 6,199,477 incentive units pursuant to the Incentive Plan. Generally, incentive units were granted at no less than fair value as determined by the board of managers and had vesting periods ranging from one to four years. The Incentive Plan was terminated in September 2018. In September 2018, the Company’s board of directors adopted and the Company’s stockholders approved the 2018 Stock Incentive Plan (the 2018 Plan), which became effective upon the effectiveness of the registration statement on Form S-1 for the Company’s IPO. The number of common shares initially available for issuance under the 2018 Plan is the sum of (1) 4,067,007 shares of common stock; plus (2) the number of shares of common stock (up to 1,277,181) issued in respect of incentive units granted under the Incentive Plan that are subject to vesting immediately prior to the effectiveness of the registration statement that expire, terminate or are otherwise surrendered, cancelled, forfeited or repurchased by the Company at their original issuance price pursuant to a contractual repurchase right; plus (3) an annual increase on the first day of each fiscal year beginning with the fiscal year ending December 31, 2019 and continuing to, and including, the fiscal year ending December 31, 2028, equal to the lowest of 4,989,593 shares of the Company’s common stock, 4% of the number of shares of the Company’s common stock outstanding on the first day of the fiscal year and an amount determined by the Company’s board of directors. The increase in the number of authorized shares for the fiscal year ending December 31, 2019 was 1,293,510. Common shares subject to outstanding equity awards that expire or are terminated, surrendered, or canceled without having been fully exercised or are forfeited in whole or in part shall be available for future grants of awards. During the nine months ended September 30, 2019, the Company granted 1,344,337 stock options to purchase shares of common stock to employees and directors at a weighted average fair value of $12.95 per share. During the nine months ended September 30, 2019, the Company also granted 192,882 restricted stock units, which vest annually over four years. During the nine months ended September 30, 2019, the Company recognized compensation expense of $14,049,075 relating to the issuance of employee and director incentive awards, and at September 30, 2019, there was $17,051,723 of compensation expense that is expected to be amortized over a weighted average period of approximately two years. During the nine months ended September 30, 2019, the Company granted 51,695 stock options to purchase shares of common stock to consultants at a weighted average fair value of $23.89. During the nine months ended September 30, 2019, the Company recognized compensation expense of $1,042,194 relating to incentive share awards for consultants and at September 30, 2019, there was $1,195,887 of compensation expense remaining to be amortized over a weighted average period of approximately 1.3 years. The fair value of the incentive units granted during the nine months ended September 30, 2018 was determined using the Black-Scholes option pricing model with the following assumptions: September 30, 2018 Expected volatility 66.0-71.0% Expected term (years) 5.6-6.1 Risk free interest rate 2.5-2.9% Expected dividend yield 0 % Fair value of underlying common units $1.08-8.48 The fair value of the underlying common units was utilized as the exercise price within the Black-Scholes option pricing model. The fair value of the stock options granted during the nine months ended September 30, 2019 was determined using the Black-Scholes option pricing model with the following assumptions: September 30, 2019 Expected volatility 69.6-70.5% Expected term (years) 5.5-7.0 Risk free interest rate 1.4-2.7% Expected dividend yield 0 % Exercise price $17.29-26.58 Given the Company’s common stock has not been trading for a sufficient period of time, the Company utilizes a collection of volatilities of peer companies to estimate the expected volatility of its common stock. The expected term is calculated utilizing the simplified method. The following table provides a summary of the restricted stock grant activity under the Incentive Plan during the nine months ended September 30, 2019. These amounts include restricted stock granted to employees, directors and consultants. Shares Weighted Average Grant Date Fair Value Per Share Unvested restricted stock at December 31, 2018 1,102,289 $ 16.00 Vested (383,695 ) $ 16.00 Forfeited (46,699 ) $ 16.00 Unvested restricted stock at September 30, 2019 671,895 $ 16.00 The following table provides a summary of the stock option activity under the 2018 Plan during the nine months ended September 30, 2019. These amounts include stock options granted to employees, directors and consultants. Options Weighted Average Fair Value Outstanding at December 31, 2018 2,273,024 $ 9.88 Granted 1,396,032 $ 13.01 Exercised (111,091 ) $ 9.56 Forfeited (159,866 ) $ 11.09 Outstanding at September 30, 2019 3,398,099 $ 11.11 Exercisable at September 30, 2019 903,468 $ 9.86 The following table provides a summary of the restricted stock unit activity under the 2018 Plan during the nine months ended September 30, 2019. These amounts include restricted stock units granted to employees. Shares Weighted Average Grant Date Fair Value Per Share Unvested restricted stock units at December 31, 2018 — $ — Granted 192,882 $ 19.96 Forfeited (11,510 ) $ 19.36 Unvested restricted stock units at September 30, 2019 181,372 $ 20.00 At September 30, 2019, there were 559,770 restricted shares under the Incentive Plan, 3,031,039 stock options under the 2018 Plan, and 141,381 restricted stock units under the 2018 Plan that vested and are expected to vest. |