Stock-Based Compensation | Note 7—Stock-Based Compensation In June 2018, the Board adopted and approved the 2018 Equity Incentive Plan (the “IPO Plan”), which amended and restated the Company’s prior 2013 Equity Incentive Plan (the “2013 Plan”) and became effective in connection with the IPO pricing on June 19, 2018. Prior to the effectiveness of the IPO Plan, the 2013 Plan provided for the grant of share-based awards to employees, directors and consultants of the Company. As a result of the effectiveness of the IPO Plan, no further grants may be made under the 2013 Plan. The IPO Plan provides for the grant of incentive stock options to employees, and for the grant of nonstatutory stock options, stock appreciation rights, restricted stock awards, restricted stock unit awards, performance-based stock awards and other forms of stock awards to employees, including officers, consultants and directors. The IPO Plan also provides for the grant of performance-based cash awards to employees, including officers, consultants and directors. The Company has initially reserved 3,738,199 shares of common stock for issuance under the IPO Plan, which is the sum of (1) 2,198,198 new shares, plus (2) the number of shares reserved for issuance under the 2013 Plan at the time the IPO Plan became effective, plus (3) any shares subject to outstanding stock options or other stock awards that would have otherwise returned to the 2013 Plan (such as upon the expiration or termination of a stock award prior to exercise). The number of shares of common stock reserved for issuance under the IPO Plan will automatically increase on January 1 each year, for a period of ten years, from January 1, 2019 through January 1, 2028, by 4% of the total number of shares of the Company’s common stock outstanding on December 31 of the preceding calendar year, or a lesser number of shares as may be determined by the Board. As of September 30, 2018, 1,989,033 shares were available for grant under the IPO Plan. Stock Options The Company’s employee stock options generally vest as follows: 25% after 12 months of continuous services and the remaining 75% on a ratable basis over a 36-month period from 12 months after the grant date. Stock options granted during the nine months ended September 30, 2018 have a maximum contractual term of 10 years. The stock options are subject to time vesting requirements through 2022, are nontransferable, and have term expiration dates set to expire through 2028. The fair value of each employee and non-employee stock option grant is estimated on the date of grant using the Black-Scholes option-pricing model. The Company historically has been a private company and lacks company-specific historical and implied volatility information. Therefore, it estimates its expected stock volatility based on the historical volatility of a publicly traded set of peer companies. Due to the lack of historical exercise history, the expected term of the Company’s stock options for employees has been determined utilizing the “simplified” method for awards. The expected term of stock options granted to non-employees is equal to the contractual term of the option award. 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. Expected dividend yield is zero based on the fact that the Company has never paid cash dividends and does not expect to pay any cash dividends in the foreseeable future. Prior to the Company’s IPO, in order to determine the fair value, the Company considered, among other things, contemporaneous valuations of the Company’s common stock, the Company’s business, financial condition and results of operations, including related industry trends affecting its operations; the likelihood of achieving a liquidity event, such as an initial public offering, or IPO, or sale, given prevailing market conditions; the lack of marketability of the Company’s common stock; the market performance of comparable publicly traded companies; and U.S. and global economic and capital market conditions. The grant date fair value of employee stock option awards is determined using the Black-Scholes option-pricing model. The following assumptions were used during the three and nine months ended September 30, 2018 and 2017 to estimate the fair value of employee stock option awards: For the Three Months Ended September 30, For the Nine Months Ended September 30, 2018 2017* 2018 2017 Exercise price $14.36 - $16.32 — $6.52 - $16.32 $0.90 Risk-free rate of interest 2.80% - 3.03% — 2.58% - 3.03% 1.92% - 2.23% Expected term (years) 6.19 — 6.13 6.25 Expected stock price volatility 79.31% - 83.18% — 70.58% - 83.67% 79.02% - 79.12% Weighted average estimated fair value share price $10.90 — $6.91 $0.12 Dividend yield — — — — * The Company did not grant stock options during the three months ended September 30, 2017. Non-employee options are remeasured to fair value each period through operations using a Black-Scholes option-pricing model until the options vest. There were no stock options granted to non-employees during the three and nine months ended September 30, 2018 and 2017. Key assumptions used to estimate the fair value of the non-employee stock options measured during the three and nine months ended September 30, 2018 and 2017 are as follows: For the Three Months Ended September 30, For the Nine Months Ended September 30, 2018 2017 2018 2017 Exercise price $0.90 $0.90 $0.90 $0.90 Risk-free rate of interest 2.81% - 3.01% 2.16% - 2.33% 2.33% - 3.01% 2.16% - 2.48% Expected term (years) 7.54 8.54 7.67 8.61 Expected stock price volatility 79.34% - 83.81% 77.92% - 78.84% 68.98% - 83.81% 77.92% - 79.12% Weighted average share price $15.78 $0.15 $13.92 $0.15 Dividend yield — — — — The following table summarizes the Company’s employee stock option activity under the 2013 Plan and the IPO Plan for the nine months ended September 30, 2018: Weighted average Weighted average remaining contractual Aggregate intrinsic Number of shares exercise price life (in years) value Outstanding as of December 31, 2017 17,502 $ 0.90 Options granted 1,416,839 8.31 Outstanding as of September 30, 2018 1,434,341 $ 8.22 9.4 $ 11,517,050 Options vested and exercisable as of September 30, 2018 7,294 $ 0.90 8.3 $ 111,963 The following table summarizes the Company’s non-employee stock option activity under the 2013 Plan and the IPO Plan for the nine months ended September 30, 2018: Weighted average Weighted average remaining contractual Aggregate intrinsic Number of shares exercise price life (in years) value Outstanding as of December 31, 2017 72,927 $ 0.90 Options granted — — Outstanding as of September 30, 2018 72,927 $ 0.90 7.5 $ 1,119,429 Options vested and exercisable as of September 30, 2018 52,265 $ 0.90 7.5 $ 802,268 The aggregate intrinsic value in the above table is calculated as the difference between fair value of the Company’s common stock price and the exercise price of the stock options. The weighted average grant date fair value per share for the employee stock option grants during the nine months ended September 30, 2018 and 2017 was $6.91 and $0.12, respectively. As of September 30, 2018, the total unrecognized compensation related to unvested employee and non-employee stock option awards granted was $7.0 million, which the Company expects to recognize over a weighted-average period of 1.5 years. Restricted Stock The following table summarizes restricted stock award activities for the nine months ended September 30, 2018: Weighted Average Grant Date Fair Number of Shares Value Nonvested at December 31, 2017 848,859 $ 0.33 Granted — — Nonvested at September 30, 2018 848,859 $ 0.33 As of September 30, 2018, the total unrecognized compensation expense related to the nonvested shares was $0.3 million. No compensation expense has been recognized for these nonvested shares as these shares are performance-based and the triggering event was not determined to be probable as of September 30, 2018. Stock-based compensation expense, which includes expense for both employees and non-employees, has been reported in the Company’s condensed statements of operations for the three and nine months ended September 30, 2018 and 2017 as follows (in thousands): For the Three Months Ended September 30, For the Nine Months Ended September 30, 2018 2017 2018 2017 Research and development $ 40 $ — $ 507 $ 3 General and administrative 1,476 — 2,592 — Total stock-based compensation $ 1,516 $ — $ 3,099 $ 3 |