Stock-Based Compensation | 8. Stock-Based Compensation Equity Incentive Plans On November 5, 2018, the Company adopted the 2018 Equity Incentive Plan (the “2018 Plan”) which permits the granting of stock awards and incentive and nonstatutory stock options to employees, directors and consultants of the Company. In July 2019, the Company’s board of directors and stockholders approved and adopted the 2019 Equity Incentive Plan (the “2019 Plan”). The 2019 Plan became effective on July 17, 2019. Under the 2019 Plan, the Company may grant stock options, stock appreciation rights, restricted stock, restricted stock units and other stock or cash-based awards to individuals who are then employees, officers, directors or consultants of the Company. A total of 1,401,443 shares of common stock were approved to be initially reserved for issuance under the 2019 Plan, including 101,443 shares that remained available for issuance under the 2018 Plan as of July 17, 2019. Shares subject to outstanding awards under the 2018 Plan as of the effective date of the 2019 Plan that are subsequently canceled, forfeited or repurchased by the Company will be added to the shares reserved under the 2019 Plan. In addition, the number of shares of common stock available for issuance under the 2019 Plan will be automatically increased on the first day of each calendar year during the ten-year term of the 2019 Plan, beginning with January 1, 2020 and ending with January 1, 2029, by an amount equal to 5% of the outstanding number of shares of the Company’s common stock on December 31st of the preceding calendar year or such lesser amount as determined by the Company’s board of directors. As of March 31, 2020, 1,191,892 shares of common stock were available for issuance under the 2019 Plan. On March 18, 2020, the compensation committee of the Company’s board of directors approved and adopted the 2020 Inducement Plan (the “2020 Inducement Plan”). Under the 2020 Inducement Plan, the Company may grant nonstatutory stock options, stock appreciation rights, restricted stock and restricted stock units to new employees entering into employment with the Company in accordance with Nasdaq Listing Rule 5635(c)(4) . The 2020 Inducement Plan authorized 750,000 shares of the Company’s common stock for future issuance. As of March 31, 2020, no awards had been granted under the 2020 Inducement Plan. Stock Options 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. Due to the Company’s limited operating history and a lack of company specific historical and implied volatility data, the Company estimated expected volatility based on the historical volatility of a group of similar companies that are publicly traded. The historical volatility data was computed using the daily closing prices for the selected companies’ shares during the equivalent period of the calculated expected term of the stock-based awards. 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 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. The following assumptions were used to estimate the fair value of stock option awards granted during the following periods: Three Months Ended March 31, 2020 2019 Exercise price $10.40 - $24.52 $ 2.94 Expected term (in years) 5.50 - 6.08 6.25 Expected volatility 77.07% - 88.11% 74.53% Risk-free interest rate 0.51% - 1.73% 2.46% Expected dividend yield — — Grant date fair value of options granted $7.38 - $16.59 $ 4.35 The following table summarizes stock option activity during the three months ended March 31, 2020 (in thousands, except share and per share data): Number of Shares Weighted- Average Exercise Price Weighted- Average Remaining Contractual Life (in Years) Aggregate Intrinsic Value Outstanding as of December 31, 2019 3,366,812 $ 5.14 9.3 $ 65,235 Granted 1,115,300 $ 18.68 9.8 Canceled and forfeited (45,250 ) $ 10.28 9.4 Outstanding as of March 31, 2020 4,436,862 $ 8.50 9.3 $ 29,809 Vested and exercisable as of March 31, 2020 499,844 $ 3.35 9.0 $ 5,390 Intrinsic value is calculated as the difference between the exercise price of the underlying options and the fair value of the common stock for the options that had exercise prices that were lower than the per share fair value of the common stock on the date of exercise. As of March 31, 2020, the total unrecognized stock-based compensation related to unvested stock option awards granted was $33.4 million, which the Company expects to recognize over a weighted-average period of approximately 3.2 years. Restricted Stock On November 5, 2018, in connection with the issuance of the Series A Preferred Stock, the Company’s founders agreed to modify their outstanding shares of common stock to include vesting provisions that require continued service to the Company in order to vest in those shares. As such, the 562,500 modified shares of common stock became compensatory upon such modification. The total compensation cost resulting from the modification was $1.7 million. The modified shares have a four-year vesting period and a measurement date fair value of $2.936 per share. For the three months ended March 31, 2020 and 2019, 33,398 and 35,156 shares vested, respectively. As of March 31, 2020, the total unrecognized compensation expense related to unvested restricted stock was $1.0 million expected to be recognized over a weighted-average period of approximately 2.7 years. Stock-based compensation expense is reflected in the unaudited condensed consolidated statements of operations (in thousands): Three Months Ended March 31, Three Months Ended March 31, 2020 2019 General and administrative $ 1,532 $ 147 Research and development 1,041 71 Total $ 2,573 $ 218 2019 Employee Stock Purchase Plan In July 2019, the Company’s board of directors and stockholders approved and adopted the 2019 Employee Stock Purchase Plan (the “ESPP”). The ESPP became effective on July 17, 2019. A total of 500,000 shares of common stock were approved to be initially reserved for issuance under the ESPP. In addition, the number of shares of common stock available for issuance under the ESPP will be automatically increased on the first day of each calendar year during the first ten-years of the term of the ESPP, beginning with January 1, 2020 and ending with January 1, 2029, by an amount equal to the lessor of (i) 1% of the outstanding number of shares of common stock on December 31st of the preceding calendar year, (ii) 1,500,000 shares of common stock or (iii) such lesser amount as determined by the Company’s board of directors. As of March 31, 2020, the ESPP was not activated and there were 729,899 shares available for future issuance. |