Annual report pursuant to Section 13 and 15(d)

STOCK-BASED COMPENSATION AND WARRANTS (Tables)

v3.20.2
STOCK-BASED COMPENSATION AND WARRANTS (Tables)
12 Months Ended
Jun. 30, 2020
STOCK-BASED COMPENSATION AND WARRANTS  
Schedule of the number of shares authorized, outstanding, and available for future grants under stock option

Presented below is a summary of the number of shares authorized, outstanding, and available for future grants under each of the Company’s stock option plans (in thousands):

 

 

 

 

 

 

 

 

 

 

    

Termination

    

Number of Shares

Description

    

Date

    

Authorized

    

Outstanding

    

Available

2014 Plan

 

March  2019

 

44

 

44

 

 —

2015 Plan

 

February 2020

 

95

 

95

 

 —

2016 Plan

 

October 2021

 

560

 

524

 

36

2019 Plan

 

July 2029

 

300

 

300

 

 —

Total

 

  

 

999

 

963

 

36

 

Schedule of options granted to executive officers and other employees

As of July 31, 2019, the number of shares subject to stock options, the related fair value and compensation that was immediately recognized for options that immediately vested are as follows (in thousands):

 

 

 

 

 

 

 

 

 

 

 

 

    

Time-Based Vesting

    

Unvested

    

  

 

 

Number of Shares

 

Hybrid

 

 

 

    

Vested

    

Unvested

    

Options

    

Total

Executive officers

 

 

72

(1)

 

231

(1)

151

(2)

454

Other employees

 

 

18

(1)

 

133

(1)

74

(2)

225

Total

 

 

90

 

 

364

 

225

(5)

679

Total fair value

 

$

817

(3)

$

3,297

(4)

 

 

 

 

(1)

Stock options that are subject to time-based vesting become exercisable (i) for employees who were employed by the Company for more than one year as of the grant date, 25% of such options were immediately exercisable, and for employees that were employed by the Company for less than one year as of the grant date, 25% of such options will vest on the one year anniversary of the employee's hire date, and (ii) the remaining 75% of the stock options will vest ratably over a period of 36 months beginning on the vesting date for the initial 25% tranche.

(2)

Stock options that commence vesting upon the achievement of market, performance and service conditions (‘Hybrid Options”) will vest ratably over a period of 36 months beginning on the date that all of the following have occurred: (i) the option recipient has been employed by the Company for at least one year, (ii) the Company’s shares of Common Stock have been listed for trading on a national stock exchange, and (iii) such date no later than July 31, 2023, when the Company’s closing stock price exceeds $29.00 per share for 20 trading days in any consecutive 30 day period.

(3)

Represents the aggregate grant date fair value for stock options that were immediately vested on the grant date, which is included in stock-based compensation expense for the year ended June 30, 2020.

(4)

Represents the aggregate grant date fair value for stock options that were not immediately vested on the grant date and are being charged to expense from the grant date through the respective vesting dates through July 2023.

(5)

The Company has not recognized any expense related to these stock options for the year ended June 30, 2020, since it is not yet probable that the performance condition will be achieved. The Company will begin recognizing compensation expense at such time that the performance condition is probable and continuing through the end of the requisite service period. Determination of the requisite service period for the Hybrid Options will be calculated on the date that the performance condition is considered probable using grant date fair value.

Schedule of summary of combined stock option activity

The following table sets forth a summary of the combined stock option activity under all of the Company’s stock option plans for the years ended June 30, 2020 and 2019 (shares in thousands):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2020

 

2019

 

    

Shares

    

Price (1)

    

Term (2)

    

Shares

    

Price (1)

    

Term (2)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Outstanding, beginning of fiscal year

 

277

 

$

79.88

 

6.4

 

388

 

$

77.50

 

7.8

Stock options granted:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Awards with time-based vesting

 

497

 

 

14.50

 

 

 

23

 

 

26.00

 

 

Awards with performance-based vesting

 

225

 

 

14.50

 

 

 

 —

 

 

 —

 

 

Stock options forfeited:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Awards with time-based vesting

 

(25)

 

 

24.39

 

 

 

(134)

 

 

76.50

 

 

Awards with performance-based vesting

 

(11)

 

 

14.50

 

 

 

 —

 

 

 —

 

 

Outstanding, end of fiscal year

 

963

 

 

33.06

 

8.1

 

277

 

 

79.88

 

6.4

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Vested, end of fiscal year

 

431

 

 

53.14

 

6.9

 

192

 

 

92.50

 

5.7


(1)

Represents the weighted average exercise price.

(2)

Represents the weighted average remaining contractual term until the stock options expire.

Schedule of the fair value of stock options was estimated on the date of grant using the BSM option-pricing model using following weighted-average assumptions

 

 

 

 

 

 

 

 

 

 

 

 

    

2020

 

2019

 

 

 

Time-Based

 

Hybrid

 

Time-Based

 

Market price of common stock on grant date

 

$

10.23

 

$

10.61

 

$

26.00

 

Expected volatility

    

 

118

%

 

118

%

 

84

%

Risk free interest rate

 

 

1.9

%

 

2.0

%

 

2.8

%

Expected term (years)

 

 

5.7

 

 

8.0

 

 

7.0

 

Dividend yield

 

 

 0

%

 

 0

%

 

 0

%

 

Schedule of Stock-based compensation expense

Stock-based compensation expense for the fiscal years ended June 30, 2020 and 2019 is included in compensation and benefits under the following captions in the consolidated statements of operations (in thousands):

 

 

 

 

 

 

 

 

    

2020

    

2019

 

 

 

 

 

 

 

Research and development

 

$

1,589

 

$

538

General and administrative

 

 

1,728

 

 

2,098

Total

 

$

3,317

 

$

2,636

 

Schedule of warrant activity

Presented below is a summary of grants, modifications and expirations for the fiscal years ended June 30, 2020 and 2019 (shares in thousands):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2020

 

2019

 

    

Shares

    

Price (1)

    

Term (2)

    

Shares

     

Price (1)

    

Term (2)

Outstanding, beginning of fiscal year

 

920

  

$

66.80

 

3.4

 

913

  

$

68.29

 

3.4

Warrants issued for consulting services

 

14

(3)

 

14.50

 

  

 

 —

  

 

 —

 

  

Modification for debt discount to

 

  

  

 

  

 

  

 

  

  

 

  

 

  

former member of Board of Directors:

 

  

  

 

  

 

  

 

  

  

 

  

 

  

Replacement warrant

 

 —

 

 

 —

 

  

 

24

(4)

 

9.00

 

  

Canceled warrant

 

 —

 

 

 —

 

  

 

(10)

(4)

 

25.94

 

  

Warrant expirations

 

(316)

  

 

82.78

 

  

 

(7)

  

 

120.27

 

  

Outstanding, end of fiscal year

 

618

  

 

57.46

 

2.3

 

920

  

 

66.80

 

3.4


(1)

Represents the weighted average exercise price.

(2)

Represents the weighted average remaining contractual term for the number of years until the warrants expire.

(3)

Represents warrants granted for consulting services in November 2019 with an expiration date in November 2024. The fair value of the warrants of $67,000 was determined using the BSM model. Since the warrants were immediately vested, this entire amount is included in consulting and outside services under research and development expenses for the year ended June 30, 2020. Key assumptions for the valuation of these warrants included the closing price of the Company’s shares of Common Stock of $14.50 on the grant date, the exercise price of $6.50 per share, historical volatility of 119%, and an expected term of 5.0 years.

In January 2019, the Company agreed to modify a warrant originally issued in June 2018 for 10,000 shares that was exercisable at $25.94 per share. This warrant was originally issued in connection with one of the Fiscal 2018 Notes issued to a former member of the Board of Directors. The difference between the fair value of the modified warrant and the fair value of the canceled warrant amounted to $138,000, which was accounted for as an additional debt discount that was charged to interest expense upon repayment of the Fiscal 2018 Notes on January 30, 2019. Key assumptions for valuation of the modified warrant and the canceled warrant included the fair value of Company's Common Stock on the modification date of $11.50 per share, expected volatility of 100%, a risk-free interest rate of 2.5%, and an estimated remaining term of 4.0 years.