Shareholders' Equity | Shareholders’ Equity On November 16, 2015, the Company amended its Amended and Restated Certificate of Incorporation to increase the number of authorized shares of common stock from 149,000,000 to 249,000,000 . The stockholders of the Company approved the increase in authorized shares at a special meeting of the stockholders held on November 16, 2015. On November 18, 2016, upon the stockholder approval of a one-for-forty reverse stock split and the amendment to the Company’s amended and restated certificate of incorporation, the number of authorized shares of common stock was reduced to 25,000,000 . Common Stock In August 2016, the Company raised approximately $6.6 million (after deducting underwriting discount and offering expenses) from the initial sale of 863,750 shares of the Company's common stock, 881,250 base warrants to purchase shares of common stock at an exercise price of $7.68 per share, and 311,250 pre-funded warrants to purchase shares of common stock at an exercise price of $0.40 per share. The underwriters partially exercised their option to purchase additional shares and warrants and purchased an additional 37,500 shares of the Company's common stock at a price of $6.00 per share and 111,965 pre-funded warrants to purchase shares of common stock at an exercise price of $0.40 per warrant. The pre-funded warrants have a term of ten years , and the base warrants have a term of five years from the date of issuance. The base warrants also provide for a weighted average adjustment to the exercise price if the Company issues, or is deemed to issue, additional shares of common stock at a price per share less than the effective price of the warrants, subject to certain exceptions (see "Warrant Liability" below). Due to the potential variability of their exercise price, the base warrants do not qualify for equity treatment. The pre-funded warrants were substantially paid for at the time of the offering and have an exercise price of $0.40 per share. The pre-funded warrants qualify for equity treatment. Through December 31, 2016, 208,750 pre-funded warrants were exercised and resulted in proceeds to the Company of $83,500 . In February 2015, the Company raised approximately $14.5 million (after commissions and offering expenses) from the sale of 666,250 shares of common stock and warrants to purchase 466,375 shares of common stock at an exercise price of $26.40 per share, to various investors in an underwritten public offering. Each unit, consisting of one share of common stock and 0.7 warrant, was priced at $24.00 . The warrants have a term of five years from the date of issuance. The warrants also provide for a weighted-average adjustment to the exercise price if the Company issues or is deemed to issue additional shares of common stock at a price per share less than the then effective price of the warrants, subject to certain exceptions (see “Warrants and Warrant Liabilities” below.) Controlled Equity Offering On April 18, 2013, the Company entered into a Controlled Equity Offering SM Sales Agreement (the Sales Agreement) with Cantor Fitzgerald & Co., as agent (Cantor), pursuant to which the Company may offer from time to time through Cantor, shares of our common stock having an aggregate offering price of up to $25.0 million (of which $17.0 million was initially registered for offer and sale). Under the Sales Agreement, Cantor may sell shares by any method permitted by law and deemed to be an “at-the-market” offering as defined in Rule 415 promulgated under the Securities Act, as amended, including sales made directly on the NYSE MKT, on any other existing trading market for our common stock or to or through a market maker. The Company may instruct Cantor not to sell shares if the sales cannot be effected at or above the price designated by us from time to time. The Company is not obligated to make any sales of the shares under the Sales Agreement. The offering of shares pursuant to the Sales Agreement will terminate upon the earlier of (a) the sale of all of the shares subject to the Sales Agreement or (b) the termination of the Sales Agreement by Cantor or the Company, as permitted therein. Cantor will receive a commission rate of 3% of the aggregate gross proceeds from each sale of shares and the Company has agreed to provide Cantor with customary indemnification and contribution rights. The Company will also reimburse Cantor for certain specified expenses in connection with entering into the Sales Agreement. On April 22, 2013, NYSE MKT approved the listing of 264,831 shares of our common stock in connection with the Sales Agreement. As of September 21, 2015, the registration statement previously filed with the SEC to facilitate the sale of registered shares of the Company's common stock under the Controlled Equity Offering expired. The Company filed a new registration statement with the SEC that was declared effective on January 19, 2016 to facilitate the sale of additional shares under the Controlled Equity Offering. Under the terms of the prospectus, the Company may sell up to $15,081,494 of the Company's common stock through the aforementioned Controlled Equity Offering. Pursuant to Instruction I.B.6 to Form S-3 (the Baby Shelf Rules), the Company may not sell more than the equivalent of one-third of its public float during any 12 consecutive months so long as the Company's public float is less than $75.0 million . During the year ended December 31, 2016 , the Company sold 77,141 shares of our common stock under the Sales Agreement that resulted in net proceeds to the Company of approximately $691,187 of which $48,977 represented the recovery of deferred offering costs that had been incurred as of December 31, 2015. As of December 31, 2016, the Company had approximately $14.3 million available to be sold under the Sales Agreement. Stock Options In February 2005, the Company adopted an Equity Incentive Plan (Plan). Pursuant to the Plan, a committee appointed by the Board of Directors may grant, at its discretion, qualified or nonqualified stock options, stock appreciation rights and may grant or sell restricted stock to key individuals, including employees, nonemployee directors, consultants and advisors. Option prices for qualified incentive stock options (which may only be granted to employees) issued under the plan 100% of the fair market value of the common stock on the date the option is granted (unless the option is granted to a person who, at the time of grant, owns 10% of the total combined voting power of all classes of stock of the Company; in which case the option price may not be 110% of the fair market value of the common stock on the date the option is granted). Option prices for nonqualified stock options issued under the Plan are at the discretion of the committee and may be equal to, greater or less than fair market value of the common stock on the date the option is granted. The options vest over periods determined by the Board of Directors and are exercisable no later than ten years from date of grant (unless they are qualified incentive stock options granted to a person owning more than 10% of the total combined voting power of all classes of stock of the Company, in which case the options are exercisable no later than five years from date of grant). Initially, the Company reserved 150,000 shares of common stock for issuance under the Plan which was subsequently increased to 300,000 shares. Options to purchase 110,846 common shares have been granted under the Plan and are outstanding as of December 31, 2016 . Additionally, 6,500 shares of restricted common stock have been granted to management and 1,000 shares of restricted common stock have been granted to members of the Company's board of directors. The plan expired in January 2016. On March 11, 2016, the Company's Board of Directors adopted the 2016 Equity Incentive Plan (the 2016 Plan) and reserved 250,000 shares of common stock for issuance under the 2016 Plan. The 2016 Plan was approved by the Company's stockholders at its 2016 Annual Meeting of Stockholders. During the year ended December 31, 2016, the Company's Board of Directors granted 48,444 stock options and 7,862 restricted stock units to certain directors, officers and employees. The options have an exercise price equal to the closing stock price on the date of grant. The stock options vest over a period of four years and the restricted stock units vest over a period of two years . The following table summarizes stock option activity for the Company during the three years ended December 31, 2016 : Options Weighted Average Exercise Price Weighted Average Contractual Term Aggregate Intrinsic Value Outstanding December 31, 2013 261,667 $ 54.80 Granted 13,678 $ 51.20 Exercised (15,601 ) $ 94.40 Forfeited or expired (26,875 ) $ 43.20 Outstanding December 31, 2014 232,869 $ 53.20 Granted 46,075 $ 21.60 Exercised (1,250 ) $ 10.80 Forfeited or expired (9,697 ) $ 70.40 Outstanding December 31, 2015 267,997 $ 47.20 Granted 48,444 $ 11.61 Exercised — $ — Forfeited or expired (153,776 ) $ 40.63 Outstanding December 31, 2016 162,665 $ 43.11 6.30 $ — Vested or expected to vest at December 31, 2015 102,020 As of December 31, 2016 , the total unrecognized compensation cost related to unvested stock options amounted to $727,856 , which will be amortized over the weighted-average remaining requisite service period of approximately 11 months . Warrants Accounted for As Equity In connection with the January 2012 underwritten public offering, the Company issued to the investors warrants to purchase 118,618 shares of the Company’s common stock at $56.40 per share. The warrants had a term of five years from the date of issuance. These warrants qualify for equity treatment since they do not have any provisions that would require the Company to redeem them for cash or that would result in an adjustment to the number of warrants. As of December 31, 2016 , warrants to purchase 35,454 shares of the Company’s common stock were outstanding. In January 2017 the remaining warrants expired (See Subsequent Events Note 10). In connection with the October 2012 underwritten public offering, the Company issued to the investors warrants to purchase 112,500 shares of the Company’s common stock at $106.00 per share. The warrants have a term of five years from the date of issuance. These warrants qualify for equity treatment since they do not have any provisions that would require the Company to redeem them for cash or that would result in an adjustment to the number of warrants. As of December 31, 2016 , warrants to purchase 111,119 shares of the Company’s common stock remain outstanding relating to this public offering. In connection with the August 2016 underwritten public offering, the Company issued 311,250 pre-funded warrants to purchase shares of common stock to certain investors. These pre-funded warrants were substantially paid for at the time of issuance, have a term of ten years from the date of issuance and an exercise price of $0.40 per share. During 2016, pre-funded warrants to purchase 208,750 shares of common stock were exercised and pre-funded warrants to purchase 102,500 shares of common stock remain outstanding as of December 31, 2016. These pre-funded warrants qualify for equity treatment since they do not have any provisions that would require the Company to redeem them for cash or that would result in an adjustment to either the exercise price or the number of shares that would be issuable upon exercise. Warrants Accounted for as Liabilities The Company’s warrant liability is adjusted to fair value each reporting period and is influenced by several factors, including but not limited to, the price of the Company’s common stock as of the balance sheet date. On December 31, 2016 , the price per share of Company’s common stock was $2.05 per share compared to $14.40 per share at December 31, 2015 and $29.20 per share at December 31, 2014 . In connection with the sale of Preferred stock in May 2010, the Company issued warrants to purchase 33,750 shares of the Company’s common stock at an exercise price of $100.00 per share. Of the total proceeds from the May 2010 preferred stock sale, $5,710,500 was allocated to the freestanding warrants associated with the units based upon the fair value of these warrants determined under the Black Scholes option pricing model. The warrants contain a provision whereby the warrant may be settled for cash in connection with a change of control with a private company. Due to their potential cash settlement, these warrants do not qualify for equity treatment, and therefore are recognized as a liability. The warrant liability is adjusted to fair value each reporting period and any change in value is recognized in the statement of operations. Prior to 2011 , the Company concluded that the Black-Scholes method of valuing the price adjustment feature does not materially differ from the valuation of such warrants using the Monte Carlo or binomial lattice simulation models, and therefore, the use of the Black-Scholes valuation model was considered a reasonable method to value the warrants. The assumptions used in the Black Scholes model for determining the initial fair value of the warrants were as follows: (i) dividend yield of 0% ; (ii) expected volatility of 102% , (iii) risk-free interest rate of 2.50% , and (iv) contractual life of five years . Effective January 1, 2011, the Company determined that it was more appropriate to value the warrants using a binomial lattice simulation model. For the years ended December 31, 2014 and 2015, the Company recorded a credit to other income of $260,781 and $7,746 respectively. During 2015, the remaining warrants expired. In February 2011, the Company completed a common stock private placement and issued warrants to purchase 70,467 shares of the Company’s common stock at $90.00 per share. The warrants contained a provision whereby the warrant exercise price would be decreased in the event that certain future common stock issuances are made at a price less than $62.00 . Due to the potential variability of their exercise price, these warrants do not qualify for equity treatment, and therefore are recognized as a liability. As a result of the January 2012, October 2012, and February 2015 financings and shares sold through the Company's Controlled Equity Offering, the exercise price of the warrants was adjusted to $57.60 and the number of warrants was proportionately increased to 91,670 net of exercises. The warrant liability is adjusted to fair value each reporting period, and any change in value is recognized in the statement of operations. The Company initially valued these warrants using a binomial lattice simulation model assuming (i) dividend yield of 0.0% ; (ii) expected volatility of 146.0% ; (iii) risk free rate of 1.96% and (iv) expected term of five years . Based upon those calculations, the Company allocated $2,476,790 of the private placement proceeds to the freestanding warrants. The lattice simulation model used by the Company at December 31, 2015 assumed (i) dividend yield of 0.0% ; (ii) expected volatility of 148.0% ; (iii) risk free rate of 0.31% and (iv) expected term of 1.14 years . For the years ended December 31, 2014 and 2015, the Company recorded a credit to other expense of $268,993 and $678,912 respectively. The remaining warrants expired on February 24, 2016. The Company did not record a credit or charge to change in fair value of warrant liability in other income during 2016. In connection with the February 2015 underwritten public offering, the Company issued to the investors warrants to purchase 466,369 shares of the Company’s common stock at $26.40 per share. The warrants contain a provision whereby the warrant exercise price would be decreased in the event that certain future common stock issuances are made at a price less than $26.40 . Due to the potential variability of their exercise price, these warrants do not qualify for equity treatment, and therefore are recognized as a liability. During 2016, the exercise price of these warrants was adjusted to $20.00 to reflect the shares sold under the Company's controlled equity offering and the August 2016 public offering. The Company initially valued these warrants using a binomial lattice simulation model assuming (i) dividend yield of 0% ; (ii) expected volatility of 97% ; (iii) risk free rate of 1.53% and (iv) expected term of five years . Based upon these calculations, the Company allocated $4,197,375 of the underwritten public offering to the freestanding warrants. As of December 31, 2015, the Company revalued the warrants using the binomial lattice simulation model assuming (i) dividend yield of 0% ; (ii) expected volatility of 91% ; (iii) risk free rate of 1.56% and (iv) expected term of 4.11 years . For the year ended December 31, 2015, the Company recorded a credit to other income of $ 2,238,600 . As of December 31, 2016, the Company revalued the warrants using the binomial lattice simulation model assuming (i) dividend yield of 0% ; (ii) expected volatility of 89% ; (iii) risk free rate of 1.5% and expected term of 3.11 years . For the year ended December 31, 2016, the Company recorded a credit to other income of $2,024,611 . As of December 31, 2016, the carrying value of the warrant liability is $76,952 . In connection with the August 2016 underwritten public offering, the Company issued to the investors 993,115 warrants to purchase shares of the common stock with an initial exercise price of $7.68 per share. The warrants contain a provision whereby the warrant exercise price would be proportionately decreased in the event that future common stock issuances are made at a price less than $7.68 per share. Due to the potential variability of their exercise price, these warrants do not qualify for equity treatment, and therefore are recognized as a liability. These warrants are traded on the NYSE MKT (symbol IMUC.WS). The Company initially valued these warrants using the closing price on August 12, 2016 at $2.30 , which was the first day the warrants were traded on the NYSE MKT. Accordingly, the Company allocated 2,284,395 of the total proceeds from the August 2016 offering to the base warrants. As of December 31, 2016, the warrants were valued using the last trading price of the year at $0.50 , accordingly, the warrant liability was adjusted to $496,608 and the Company recorded a credit to other income of $1,787,787 . The below table summarizes the warrant liability activity for the years ended December 31, 2016 , 2015 and 2014 . The gain included in net loss is reflective of several changes in the assumptions used in the computation of fair value, including the decrease in the Company's stock price, during the years ended December 31, 2016 , 2015 and 2014 . 2016 2015 2014 Beginning Balance, January 1 $ 1,958,775 $ 597,719 $ 1,064,810 Issuance of warrants and effect of repricing 2,427,183 4,286,314 62,683 Exercise of warrants — — — (Gain) or loss included in earnings (3,812,398 ) (2,925,258 ) (529,774 ) Transfers in and/or out of Level 3 — — — Ending Balance December 31, $ 573,560 $ 1,958,775 $ 597,719 |