7. EQUITY COMPENSATION PLANS

9 Months Ended

Jan. 31, 2019

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

EQUITY COMPENSATION PLANS

7.       equity compensation plans

Stock Incentive Plans

On October 4, 2018, our stockholders approved the Avid Bioservices, Inc. 2018 Omnibus Incentive Plan (the “2018 Plan”) which provides, among other things, the ability for us to grant stock options, RSUs, stock appreciation rights and other forms of share-based awards.

The number of shares of our common stock authorized for issuance under the 2018 Plan is the sum of (A) 2,350,000 and (B) the aggregate number of shares of common stock available for the grant of awards under our 2009, 2010, and 2011 Stock Incentive Plans (the “Prior Plans”) as of October 4, 2018 (the “Effective Date” of the 2018 Plan). The 2018 Plan replaced the Prior Plans, and no new awards will be granted under the Prior Plans as of the Effective Date. However, any awards outstanding under the Prior Plans on the Effective Date will remain subject to and be paid under the applicable Prior Plan, and any shares subject to outstanding awards under the Prior Plans that subsequently expire, terminate, or are surrendered or forfeited for any reason without issuance of shares will automatically become available for issuance under the 2018 Plan.

As of January 31, 2019, we had an aggregate of 7,294,508 shares of our common stock reserved for issuance under our stock incentive plans, of which, 3,507,748 shares were subject to outstanding options and RSUs and 3,786,760 shares were available for future grants of stock-based awards.

Stock Options

The following summarizes our stock option transaction activity for the nine months ended January 31, 2019:

Stock Options	Shares			Weighted Average Exercisable Price
Outstanding, May 1, 2018		3,597,738		$	8.74
Granted		925,939		$	5.04
Exercised		(343,359	)	$	3.47
Canceled or expired		(878,820	)	$	11.53
Outstanding, January 31, 2019		3,301,498		$	7.51

Restricted Stock Units (“RSUs”)

During the nine months ended January 31, 2019, the Compensation Committee of the Board of Directors granted an aggregate of 217,200 RSUs to substantially all of our employees, excluding executive officers, which entitles the employee the right to be issued a share of our common stock upon the vesting of each RSU. The RSUs have an aggregate grant date fair value of $929, based on the closing market price of our common stock on the date of grant, and vest at the rate of one-fourth of the shares underlying the RSUs granted on each anniversary of the date of grant.

The following summarizes our RSU transaction activity for the nine months ended January 31, 2019:

RSUs	Shares			Weighted Average Grant Date Fair Value
Outstanding, May 1, 2018		–		$	–
Granted		217,200			4.28
Vested		–			–
Forfeited		(10,950	)		3.62
Outstanding, January 31, 2019		206,250		$	4.31

Employee Stock Purchase Plan

We have reserved a total of 2,142,857 shares of our common stock to be purchased under our Employee Stock Purchase Plan (“ESPP”), of which 1,231,699 shares remained available to purchase at January 31, 2019, and are subject to adjustment as provided in the ESPP for stock splits, stock dividends, recapitalizations and other similar events. Under the ESPP, we sell shares to participants at a price equal to the lesser of 85% of the fair market value of our common stock at the (i) beginning of a six-month offering period, or (ii) end of the six-month offering period. The ESPP provides for two six-month offering periods each year; the first offering period begins on the first trading day on or after each May 1; the second offering period begins on the first trading day on or after each November 1. During the nine months ended January 31, 2019, 39,710 shares of our common stock were purchased under the ESPP at a purchase price of $2.87 per share.

Stock-Based Compensation

Total stock-based compensation expense related to stock-based awards issued under our equity compensation plans is included in the accompanying unaudited condensed consolidated statements of operations and comprehensive loss as follows:

	Three Months Ended January 31,				Nine Months Ended January 31,
	2019		2018		2019		2018
Cost of contract manufacturing	$	147	$	139	$	317	$	277
Selling, general and administrative		311		259		763		589
Discontinued operations		–		14		–		340
Total	$	458	$	412	$	1,080	$	1,206
Share-based compensation from:
Stock options	$	385	$	374	$	914	$	1,070
RSUs		40		–		82		–
ESPP		33		38		84		136
Total	$	458	$	412	$	1,080	$	1,206

As of January 31, 2019, the total estimated unrecognized compensation cost related to non-vested employee stock options and non-vested RSUs was $4,287 and $807, respectively. These costs are expected to be recognized over a weighted average vesting periods of 2.87 years and 3.59 years, respectively.