Quarterly report pursuant to Section 13 or 15(d)

Stockholders' Equity

v3.19.1
Stockholders' Equity
3 Months Ended
Mar. 31, 2019
Stockholders' Equity Note [Abstract]  
Stockholders' Equity Note Disclosure [Text Block]
Note 9 - Stockholders’ Equity
 
Common Stock 
 
Pursuant to the Company’s Second Amended and Restated Certificate of Incorporation, on January 1, 2019, the Company issued 709,314 shares of common stock to Fortress, which equaled 2.0%, on a pro rata basis, of the fully diluted outstanding equity of the Company at the time of issuance, for the annual stock dividend. The Company recorded an expense of approximately $2.1 million in research and development licenses-acquired related to these issuable shares during the year ended December 31, 2018.
 
Under the terms of the Second Amended and Restated Founders Agreement, which became effective July 22, 2016, Fortress will receive a grant of shares of our common stock equal to two and one-half percent (2.5%) of the gross amount of any equity or debt financing. On March 29, 2019, the Company issued 108,069 shares of common stock to Fortress, which equaled 2.5% of the gross funded amount of the Horizon note. The Company recorded an expense of approximately $0.4 million in general and administrative expenses related to these shares during the three months ended March 31, 2019.
 
Stock Awards
 
Stock Options
 
The Company has in effect the 2016 Incentive Plan (the “Incentive Plan”). The Incentive Plan was adopted in 2016 by our stockholders and the compensation committee of the Company’s board of directors and is authorized to grant stock-based awards to directors, officers, employees and consultants. The plan initially authorized grants to issue up to 2,000,000 shares of authorized but unissued common stock and expires 10 years from adoption and limits the term of each option to no more than 10 years from the date of grant. In June 2018, the Company’s stockholders approved an amendment to the Incentive Plan to increase the number of authorized shares issuable by 3,000,000 shares, for a total of 5,000,000 shares. Total shares available for the issuance of stock-based awards under the Incentive Plan was 2,049,689 shares at March 31, 2019.
 
The following table summarizes stock option activities for the three months ended March 31, 2019:
 
 
 
Stock Options
 
 
Weighted Average

Exercise Price
 
 
Weighted Average

Remaining

Contractual Life
(in 
years)
 
Outstanding at December 31, 2018
 
 
1,241,675
 
 
$
5.73
 
 
 
8.31
 
Options granted
 
 
-
 
 
 
-
 
 
 
 
 
Outstanding at March 31, 2019
 
 
1,241,675
 
 
 
5.73
 
 
 
8.06
 
Options vested and exercisable at March 31, 2019
 
 
271,615
 
 
$
5.73
 
 
 
8.06
 
 
As of March 31, 2019, the Company had unrecognized stock-based compensation expense related to options of $1.0
million, which is expected to be recognized over the remaining weighted average vesting period of approximately
1.8 years.
 
Restricted Stock
 
The following table summarizes restricted stock award activities for the three months ended March 31, 2019: 
 
 
 
Number
of
Shares
 
 
Weighted Average

Grant Date
Fair 
Value
 
Nonvested at December 31, 2018
 
 
502,636
 
 
$
5.76
 
Granted
 
 
-
 
 
 
-
 
Nonvested at March 31, 2019
 
 
502,636
 
 
$
5.76
 
 
As of March 31, 2019, the Company had unrecognized stock-based compensation expense related to restricted stock of $1.7 million, 
which is expected to be recognized over the remaining weighted average vesting period of approximately
2.4 years.
 
Restricted Stock Units
 
Certain employees and consultants have been awarded restricted stock units with time-based vesting. The following table summarizes restricted stock units activities for the three months ended March 31, 2019:
 
 
 
Number
of
Units
 
 
Weighted Average

Grant Date
Fair 
Value
 
Nonvested at December 31, 2018
 
 
1,032,084
 
 
$
7.77
 
Granted
 
 
-
 
 
 
-
 
Forfeited
 
 
(201,250
)
 
 
8.03
 
Vested
 
 
(76,000
)
 
 
10.81
 
Nonvested at March 31, 2019
 
 
754,834
 
 
$
7.39
 
 
As of March 31, 2019, the Company had unrecognized stock-based compensation expense related to restricted stock units of approximately $3.0 million, which is expected to be recognized over
the remaining
weighted average
vesting
period of approximately 2.1 years.
 
The following table summarizes stock-based compensation expense for the three months ended March 31, 2019 and 2018 (in thousands).
 
 
 
For the three months ended March 31,
 
 
 
2019
 
 
2018
 
General and administrative
 
$
336
 
 
$
705
 
Research and development
 
 
96
 
 
 
1,290
 
Total stock-based compensation expense
 
$
432
 
 
$
1,995
 
 
Warrants
 
A summary of warrant activities for three months ended March 31, 2019 is presented below:
 
 
 
Warrants
 
 
Weighted Average

Exercise Price
 
 
Weighted Average

Remaining

Contractual Life
(in 
years)
 
Outstanding as of December 31, 2018
 
 
5,210,698
 
 
$
8.32
 
 
 
3.10
 
Granted
 
 
288,184
 
 
 
3.47
 
 
 
10.00
 
Exercised
 
 
(57,867
)
 
 
-
 
 
 
-
 
Outstanding as of March 31, 2019
 
 
5,441,015
 
 
$
8.15
 
 
 
3.17
 
 
Upon the exercise of warrants, the Company will issue new shares of common stock.