SHARE-BASED COMPENSATION
3 Months Ended
Mar. 31, 2021
Share-based Payment Arrangement [Abstract]  
SHARE-BASED COMPENSATION SHARE-BASED COMPENSATION
 
The Company has two stock option plans in existence: the 2012 Omnibus Incentive Plan, as amended (the “Omnibus Plan”) and the Innovate 2015 Stock Incentive Plan (the “Private Innovate Plan”). In addition, the Company assumed 1,014,173 options in accordance with the terms of the RDD Merger Agreement. The Company’s stock options typically vest over a period of three or four years and typically have a maximum term of ten years.

The shares reserved for issuance under the Omnibus Plan automatically increase on the first day of each calendar year beginning in 2019 and ending in 2022 by an amount equal to the lesser of (i) five percent of the number of shares of common stock outstanding as of December 31st of the immediately preceding calendar year or (ii) such lesser number of shares of common stock as determined by the Board (the “Evergreen Provision”). On January 1, 2020, the number of shares of common stock available under the Omnibus Plan automatically increased by 1,973,883, pursuant to the Evergreen Provision. Additionally, on June 30, 2020, stockholders approved an amendment to the Omnibus Plan to increase the aggregate number of shares of common stock available under the Omnibus Plan by 15,000,000 shares. The board of directors elected to forgo the increase from the Evergreen Provision that would have increased the option pool by 5% of the shares of common stock outstanding on January 1, 2021.

Private Innovate Plan

As of March 31, 2021, there were 6,000,518 stock options outstanding under the Private Innovate Plan. Since 2018, the Company has not issued, and does not intend to issue, any additional awards from the Private Innovate Plan.
 
The following table summarizes stock option activity under the Private Innovate Plan:
 Number of
Shares
Weighted-Average
Exercise Price
Aggregate
Intrinsic
Value
Weighted-Average
Remaining
Contractual Life
(in years)
Outstanding at December 31, 20206,028,781 $1.53 $1,080,474 3.2
Options granted— — 
Options forfeited(5,652)2.08 
Options exercised(22,611)2.08 
Outstanding at March 31, 20216,000,518 1.52 1,682,283 2.9
Exercisable at March 31, 20216,000,518 1.52 1,682,283 2.9
Vested and expected to vest at March 31, 20216,000,518 $1.52 $1,682,283 2.9
 
There were no options granted under the Private Innovate Plan during the three months ended March 31, 2021 and 2020.

The total fair value of stock option awards vested during the three months ended March 31, 2021 under the Private Innovate Plan was approximately $49,000. As of March 31, 2021, there was no unrecognized compensation cost related to unvested stock-based compensation arrangements under the Private Innovate Plan as all of the outstanding options are fully vested as of March 31, 2021.

The Private Innovate Plan provides for accelerated vesting under certain change-of-control transactions, if approved by the Company’s board of directors.

Omnibus Plan

As of March 31, 2021, there were options to purchase 13,601,796 shares of the Company’s common stock outstanding under the Omnibus Plan and 6,562,377 shares available for future grants under the Omnibus Plan.  

The range of assumptions used in estimating the fair value of the options granted under the Omnibus Plan using the Black-Scholes option pricing model for the periods presented were as follows:
 Three Months Ended
March 31,
 20212020
Expected dividend yield0%0%
Expected stock-price volatility
68% - 85%
—%
Risk-free interest rate
0.1% - 0.9%
—%
Expected term of options (in years)
5.8 - 6.1 years
0
 
The following table summarizes stock option activity under the Amended Omnibus Plan:
 Number of
Shares
Weighted-Average
Exercise Price
Aggregate
Intrinsic
Value
Weighted-Average
Remaining
Contractual Life
(in years)
Outstanding at December 31, 202010,598,426 $1.01 $1,490,488 9.2
Options granted3,132,130 1.78 
Options forfeited(118,056)0.65 
Options exercised(10,704)0.73 
Outstanding at March 31, 202113,601,796 1.19 3,909,934 9.2
Exercisable at March 31, 20214,657,871 1.34 1,372,237 8.4
Vested and expected to vest at March 31, 202112,856,677 $1.18 $3,718,449 9.1
 
The weighted-average grant date fair value of options granted under the Omnibus Plan was $0.85 during the three months ended March 31, 2021. There were no options granted or exercised under the Omnibus Plan during the three months ended March 31, 2020. The total intrinsic value of options exercised was approximately $13,000 during the three months ended March 31, 2021.

The total fair value of stock option awards vested under the Omnibus Plan was approximately $66,000 during the three months ended March 31, 2021. As of March 31, 2021, there was approximately $5.4 million of total unrecognized compensation cost related to unvested stock-based compensation arrangements under the Omnibus Plan. This cost is expected to be recognized over a weighted average period of 3.6 years.

There were no RSUs granted during the three months ended March 31, 2021 and 2020. There were 203,667 RSUs unvested as of March 31, 2021 and December 31, 2020 with a weighted-average grant date fair value of $1.07 per share. The Company recognized share-based compensation expense for RSUs of approximately $52,000 and $17,000 during the three months ended March 31, 2021 and 2020, respectively.

RDD Option Grants

Pursuant to the RDD Merger Agreement, the Company assumed 1,014,173 option grant agreements awarded to RDD employees upon consummation of the RDD Merger (the “RDD Options”) on April 30, 2020. There were 985,807 RDD Options outstanding as of March 31, 2021 at a weighted-average exercise price of $0.63 per share. All of the RDD Options are fully vested and there were no RDD Options vested during the three months ended March 31, 2021 and 2020.

 Number of
Shares
Weighted-Average
Exercise Price
Aggregate
Intrinsic
Value
Weighted-Average
Remaining
Contractual Life
(in years)
Outstanding at December 31, 20201,014,173 $0.63 $228,860 4.3
Options granted— — 
Options forfeited— — 
Options exercised(28,366)0.74 
Outstanding at March 31, 2021985,807 0.63 532,071 4.1
Exercisable at March 31, 2021985,807 0.63 532,071 4.1
Vested and expected to vest at March 31, 2021985,807 $0.63 $532,071 4.1

During the three months ended March 31, 2021, there were 28,366 RDD Options exercised at a weighted-average exercise price of $0.74. The total intrinsic value of RDD Options exercised was approximately $27,000 during the three months ended March 31, 2021.
Share-based Compensation Expense

Total share-based compensation expense recognized in the accompanying condensed consolidated statements of operations and comprehensive loss was as follows:
 Three Months Ended
March 31,
 20212020
Research and development$162,000 $128,000 
General and administrative260,000 148,000 
Total share-based compensation$422,000 $276,000