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Equity Incentive Plans
6 Months Ended
Jun. 30, 2022
Share-Based Payment Arrangement [Abstract]  
Equity Incentive Plans

12. Equity Incentive Plans

In 2011, the Company adopted the 2011 Equity Incentive Plan (the “2011 Plan”) to permit the grant of share-based awards, such as stock grants and incentives and non-qualified stock options to employees, directors, consultants and advisors. The Board has the authority to determine to whom awards will be granted, the number of shares, the term and the exercise price.

In March 2020, the Company adopted the 2020 Incentive Award Plan (the “2020 Plan”), which became effective in connection with the IPO. As a result, the Company may not grant any additional awards under the 2011 Plan. The 2011 Plan will continue to govern outstanding equity awards granted thereunder. The Company has initially reserved 3,468,048 shares of common stock for the issuance of a variety of awards under the 2020 Plan, including stock options, stock appreciation rights, awards of restricted stock and awards of restricted stock units. In addition, the number of shares of common stock reserved for issuance under the 2020 Plan will automatically increase on the first day of January for a period of up to ten years, commencing on January 1, 2021, in an amount equal to 3% of the total number of shares of the Company’s capital stock outstanding on the last day of the preceding year, or a lesser number of shares determined by the Company’s board of directors. As of June 30, 2022, there were 5,753,764 shares available for issuance under the 2020 Plan, including 1,509,404 additional shares reserved effective January 1, 2022.

2011 Equity Incentive Plan

Stock Options

A summary of stock option activities under the 2011 Plan for the six months ended June 30, 2022 is as follows (intrinsic value in thousands):

 

 

Number of
Awards

 

 

Weighted
Average
Exercise
Price

 

 

Weighted
Average
Fair Value

 

 

Weighted
Average
Remaining
Contractual
Life (in years)

 

 

Intrinsic
Value

 

Outstanding, December 31, 2021

 

 

2,574,354

 

 

$

1.43

 

 

$

1.02

 

 

 

7.07

 

 

$

231,286

 

Exercised

 

 

(551,195

)

 

$

0.91

 

 

$

0.70

 

 

 

 

 

$

42,063

 

Cancelled

 

 

(16,513

)

 

$

2.14

 

 

$

1.30

 

 

 

 

 

$

1,270

 

Outstanding, June 30, 2022

 

 

2,006,646

 

 

$

1.56

 

 

$

1.10

 

 

 

6.62

 

 

$

133,292

 

Vested and exercisable at June 30, 2022

 

 

1,452,085

 

 

$

1.21

 

 

$

0.88

 

 

 

6.47

 

 

$

96,966

 

Vested and expected to vest at June 30, 2022

 

 

1,986,007

 

 

$

1.55

 

 

$

1.09

 

 

 

6.62

 

 

$

131,956

 

The aggregate intrinsic values of options outstanding, vested and exercisable, and vested and expected to vest were calculated as the difference between the exercise price of the options and the estimated fair value of the Company’s common stock.

Restricted Stock Units

In March 2019, the Company granted, under the 2011 Plan, restricted stock unit awards (“RSUs”) to certain employees that vest only upon the satisfaction of both a time-based service condition and a performance-based condition. The performance-based condition is a liquidity event requirement that was satisfied on the effective date of the IPO of the Company’s common stock. The RSUs are subject to a four-year cliff vesting and will vest in March 2023. If the RSUs vest, the actual number of RSUs that will vest will be dependent on the per share value of the Company’s common stock, which is a market-based condition, determined based on the average closing price of the Company’s common stock for the three-month period immediately preceding the satisfaction of the service condition.

There was no activity related to RSUs under the 2011 Plan during the three and six months ended June 30, 2022. As of June 30, 2022 and December 31, 2021, the outstanding balance of RSU under 2011 Plan was 2,712,674 with a weighted average fair value at the time of grant of $0.17.

2020 Incentive Award Plan

Restricted Stock Units

RSUs are share awards that entitle the holder to receive freely tradable shares of the Company’s common stock upon vesting. The RSUs cannot be transferred and the awards are subject to forfeiture if the holder’s employment terminates prior to the release of the vesting restrictions. The RSUs generally vest over a four-year period with straight-line vesting and a 25% one-year cliff or over a three-year period in equal amounts on a quarterly basis, provided the employee remains continuously employed with the Company. The fair value of the RSUs is equal to the closing price of the Company’s common stock on the grant date.

RSU activities under the 2020 Plan is set forth below:

 

 

 

Number of
Awards

 

 

Weighted
Average
Fair Value

 

Outstanding, December 31, 2021

 

 

611,205

 

 

$

88.34

 

Granted

 

 

506,331

 

 

 

74.77

 

Vested

 

 

(123,745

)

 

 

84.15

 

Cancelled

 

 

(26,334

)

 

 

83.21

 

Outstanding, June 30, 2022

 

 

967,457

 

 

$

81.91

 

The total fair value of RSUs vested under both the 2011 Plan and 2020 Plan was $6.3 million and $3.5 million for the three months ended June 30, 2022 and 2021, and $10.8 million and $3.7 million for the six months ended June 30, 2022 and 2021, respectively.

Stock-based Compensation Expense

Total compensation cost for all share-based payment arrangements recognized, including $956,000 and $724,000 for the three months ended June 30, 2022 and 2021 and $1.8 million and $1.3 million for the six months ended June 30, 2022 and 2021, respectively, related to the Employee Stock Purchase Plan, was as follows (in thousands):

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Cost of goods sold

 

$

375

 

 

$

202

 

 

$

740

 

 

$

379

 

Research and development

 

 

1,113

 

 

 

619

 

 

 

2,092

 

 

 

1,021

 

Selling, general and administrative

 

 

5,676

 

 

 

3,783

 

 

 

10,887

 

 

 

7,040

 

 

 

$

7,164

 

 

$

4,604

 

 

$

13,719

 

 

$

8,440

 

 

Total compensation costs as of June 30, 2022 related to all non-vested awards to be recognized in future periods was $68.0 million and is expected to be recognized over the remaining weighted average period of 3.0 years.

Employee Stock Purchase Plan

In May 2020, the Company adopted the 2020 Employee Stock Purchase Plan (“ESPP”), which became effective on the date the ESPP was adopted by the Company’s board of directors. The Company has initially reserved 990,870 shares of common stock for purchase under the ESPP. Each offering to the employees to purchase stock under the ESPP will begin on each August 1 and February 1 and will end on the following January 31 and July 31, respectively. The first offering period began on August 1, 2020 and ends on January 31, 2021. On each purchase date, which falls on the last date of each offering period, ESPP participants will purchase shares of common stock at a price per share equal to 85% of the lesser of (1) the fair market value per share of the common stock on the offering date or (2) the fair market value of the common stock on the purchase date. The occurrence and duration of offering periods under the ESPP are subject to the determinations of the Company’s Compensation Committee, in its sole discretion.

The fair value of the ESPP shares is estimated using the Black-Scholes option pricing model with the following assumptions:

 

 

 

Six Months Ended June 30,

 

 

2022

 

2021

Expected term (in years)

 

0.5

 

0.5

Expected volatility

 

56.09%

 

51.91%

Dividend yield

 

0.00%

 

0.00%

Risk free interest rate

 

0.48%

 

0.08%

As of June 30, 2022, total of 139,857 shares of common stock, including 54,808 shares purchased in January 2022, have been purchased under the ESPP, and a total of 1,846,664 shares of common stock, including 503,135 additional shares effective January 1, 2022, are reserved for future purchases.