Common Stock

12 Months Ended

Dec. 31, 2022

Common Stock

Common Stock

8. Common Stock

As of December 31, 2022, the amended and restated certificate of incorporation authorizes the Company to issue 290 million shares of common stock and 10 million shares of preferred stock.

Each share of common stock is entitled to one vote. Common stockholders are entitled to dividends if and when declared by the board of directors. As of December 31, 2022, no dividends on common stock had been declared.

In March 2020, the Company entered into an open market sale agreement (the “2020 Sales Agreement”) with Jefferies LLC (“Jefferies”) to sell shares of the Company’s common stock, from time-to-time, with aggregate gross sales proceeds of up to $50,000,000, through an at-the-market equity offering program under which Jefferies will act as its sales agent. In November 2021, the Company entered into another Sale Agreement (“2021 Sales Agreement”) with Jefferies to sell shares of our common stock from time-to-time, with aggregate gross sales proceeds of up to $40,000,000. The issuance and sale of shares of common stock by the Company pursuant to the Sales Agreements are deemed an “at-the-market” offering under the Securities Act of 1933, as amended. Jefferies is entitled to compensation

for its services equal to up to 3.0% of the gross proceeds of any shares of common stock sold through Jefferies under the Sales Agreements.

During the year ended December 31, 2022, the Company did not sell any shares of common stock under its at-the-market offering program. As of December 31, 2022, the Company had sold 6,920,339 shares of common stock for gross proceeds of $31.1 million under the 2020 Sales Agreement. As of December 31, 2022, $18.9 million remained for sale under the 2020 Sales Agreement and $40.0 million remained for sale under the 2021 Sales Agreement.

The Company has reserved shares of common stock, for issuance as follows:

	December 31,
	2022	2021	2020
Exchange warrants	—	—	1,458,000
Shares available for future option grants	4,017,011	2,806,953	1,692,753
Outstanding options	7,006,250	6,354,308	6,664,173
Shares reserved for employee stock purchase plan	400,000	400,000	400,000
Total	11,423,261	9,561,261	10,214,926