STOCK-BASED COMPENSATION | NOTE 11. STOCK-BASED COMPENSATION On September 23, 2021, the 2021 Equity Incentive Plan (“2021 Plan”) and the 2021 Employee Stock Purchase Plan (“ESPP”) became effective upon the prior approval of Old Jasper’s board of directors and stockholders. The 2021 Plan and ESPP provide for annual automatic increases in the number of shares reserved under each plan, beginning on January 1, 2022. The number of shares available for issuance under the 2021 Plan will increase annually in an amount equal to the least of (i) 2,750,000 shares, (ii) a number of shares equal to 4% of the total number of shares of all classes of common stock of the Company outstanding on the last day of the immediately preceding fiscal year, or (iii) such lesser number of shares determined by the Company’s Board of Directors (“Board”) no later than the last day of the immediately preceding fiscal year. The number of shares of common stock available for issuance under the ESPP will increase annually in an amount equal to the least of (i) 550,000 shares of common stock, (ii) a number of shares of common stock equal to 1% of the total number of shares of all classes of common stock of the Company on the last day of the immediately preceding fiscal year, or (iii) such number of shares determined by the Board. As of June 30, 2022, 5,895,669 shares were reserved for issuance under the 2021 Plan, of which 4,147,046 shares were available for future grant and 1,748,623 shares were subject to outstanding options and restricted stock units (“RSUs”), including performance-based awards. As of June 30, 2022, no shares have been issued under the ESPP and 928,551 shares were reserved and available for future issuance. On March 14, 2022, the compensation committee of the board adopted the 2022 Inducement Equity Incentive Plan (the “2022 Inducement Plan”) under which the Company may grant equity awards to new employees. The only persons eligible to receive grants under the 2022 Inducement Plan are individuals who satisfy the standards for inducement grants under Nasdaq guidance. As of June 30, 2022, 3,000,000 shares were reserved for issuance under the 2022 Inducement Plan, of which 1,295,672 shares were available for future grant and 1,704,328 shares were subject to an outstanding stock option. Under the 2021 Plan, the Company can grant incentive stock options, nonstatutory stock options, restricted stock awards, stock appreciation rights, restricted stock units, performance awards and other awards to employees, directors and consultants. Under the 2022 Inducement Plan, the Company can grant nonstatutory stock options, restricted stock awards, stock appreciation rights, RSUs, performance awards and other awards, but only to an individual, as a material inducement to such individual to enter into employment with the Company or an affiliate of the Company, who (i) has not previously been an employee or director of the Company or (ii) is rehired following a bona fide period of non-employment with the Company. Under the ESPP, the Company can grant purchase rights to employees to purchase shares of common stock at a purchase price which equal to 85% of the fair market value of common stock on the offering date or on the exercise date, whichever is lower. Stock options under the 2021 Plan and the 2022 Inducement Plan may be granted for periods of up to 10 years and at prices no less than 100% of the fair market value of the shares on the date of grant, provided, however, that the exercise price of an ISO (which cannot be granted pursuant to the 2022 Inducement Plan) granted to a 10% stockholder may not be less than 110% of the fair market value of the shares. Stock options granted to employees and non-employees generally vest ratably over four years. Stock Options The following table summarizes the activity under the 2021 Plan, the 2022 Inducement Plan and the 2019 Plan for the six months ended June 30, 2022: Options Outstanding Shares Number of Weighted Weighted - Aggregate Balance, January 1, 2022 4,422,480 2,660,383 $ 0.81 8.54 $ 18,731,908 Shares authorized 4,514,204 Options granted (3,604,553 ) 3,604,553 $ 3.48 Options exercised - (36,211 ) $ 0.71 Options cancelled/forfeited 205,559 (205,559 ) $ 3.11 Balance, June 30, 2022 5,537,690 6,023,166 $ 2.33 8.15 $ 3,000,546 Vested and expected to vest, June 30, 2022 6,023,166 $ 2.33 8.15 $ 3,000,546 Exercisable – June 30, 2022 1,991,961 $ 1.04 6.89 $ 2,126,054 The aggregate intrinsic value represents the difference between the estimated fair value of the underlying common stock and the exercise price of outstanding, in-the-money options. The total intrinsic value of the options exercised during the six months ended June 30, 2022 was $0.1 million. The total fair value of options that vested during the six months ended June 30, 2022 was $0.8 million. The weighted-average grant date fair value of options granted during the six months ended June 30, 2022 was $1.91 per share. Future stock-based compensation for unvested options as of June 30, 2022 was $6.3 million, which is expected to be recognized over a weighted-average period of 3.0 years. Restricted Stock Units (RSUs) The following table provides a summary of RSUs activity under the 2021 Plan during the six months ended June 30, 2022: Number of Weighted Unvested restricted stock units at January 1, 2022 - $ - Granted 94,972 3.54 Vested (91,222 ) 3.54 Unvested restricted stock units at June 30, 2022 3,750 3.54 Vested and unreleased 1,250 3.54 Outstanding restricted stock units at June 30, 2022 5,000 $ 3.54 Unamortized stock-based compensation for restricted stock units as of June 30, 2022 was less than $0.1 million, which is expected to be recognized over a weighted-average period of 0.8 years. Employee Stock Purchase Plan The first offering period commenced in June 2022 and will end in December 2022. The Company did not issue any common stock shares under the ESPP as of June 30, 2022. The Company recorded less than $0.1 million in accrued liabilities related to contributions withheld as of June 30, 2022. Unamortized stock-based compensation for shares issuable under the ESPP as of June 30, 2022 was less than $0.1 million, which is expected to be recognized over a weighted-average period of 0.5 years. Stock-Based Compensation Expense The following table presents stock-based compensation expenses related to options and RSUs granted to employees and non-employees, ESPP awards and restricted common stock shares issued to founders (in thousands): Three Months Ended Six Months Ended 2022 2021 2022 2021 General and administrative $ 480 $ 129 $ 1,036 $ 257 Research and development 585 166 807 365 Total $ 1,065 $ 295 $ 1,843 $ 622 On March 15, 2022, William Lis, who had been serving as the Company’s Chief Executive Officer and Executive Chairman, transitioned to the position of non-employee Chairperson of the Board. During the three and six months ended June 30, 2022, in connection with Mr. Lis’ transition, the Company recognized zero and $0.4 million, respectively, of general and administrative expense on certain stock options and RSUs granted to Mr. Lis for his Chief Executive Officer and Executive Chairman services to the Company. Valuation of Stock Options The grant date fair value of stock options was estimated using a Black-Scholes option-pricing model with the following assumptions: Three Months Six Months 2022 2022 2021 Expected term (in years) 2.68 - 6.07 1.00 – 6.08 5.29 – 6.08 Expected volatility 57.39% - 58.66% 43.25% – 60.35% 75.27% – 75.79% Risk-free interest rate 2.72% - 2.84% 1.40% – 2.84% 0.65% – 0.80% Expected dividend yield — — — No stock options were granted during the three months ended June 30, 2021. Valuation of ESPP Awards The grant date fair value of ESPP awards was estimated using a Black-Scholes option-pricing model with the following assumptions: Three Months Ended Six Months Ended 2022 2022 Expected term (in years) 0.50 0.50 Expected volatility 75.60 % 75.60 % Risk-free interest rate 1.81 % 1.81 % Expected dividend yield — — |