Annual report pursuant to Section 13 and 15(d)

Employee Stock Options

v3.3.1.900
Employee Stock Options
12 Months Ended
Dec. 31, 2015
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]  
Employee Stock Options
14. Employee Stock Options
 
In the first quarter of 2014, prior to the Merger, the Board of Directors and a majority of the stockholders adopted the 2014 Plan allowing for the issuance of 14,410 shares of common stock. On June 10, 2015, the 2014 Plan was amended and restated with approval by the stockholders to increase the maximum number of shares by 11,590 shares to an aggregate of 26,000 shares of common stock. Options previously issued under the Ekso Bionics 2007 Equity Incentive Plan that existed prior to the Merger were converted in connection with the Merger into options to purchase an aggregate of 7,602 shares of the Company’s common stock under the 2014 Plan. As of December 31, 2015, there were 10,542 shares available for future awards.
 
Under the terms of the 2014 Plan, the Board of Directors may award stock, options, or similar rights having either a fixed or variable price related to the fair market value of the shares and with an exercise or conversion privilege related to the passage of time, the occurrence of one or more events, or the satisfaction of performance criteria or other conditions or any other security with the value derived from the value of the shares. Such awards include stock options, restricted stock, restricted stock units, stock appreciation rights and dividend equivalent rights.
 
The Board of Directors may grant stock options under the 2014 Plan at a price of not less than 100% of the fair market value of  the Company’s common stock on the date the option is granted. Incentive stock options granted to employees who, on the date of grant, own stock representing more than 10% of the voting power of all of the Company’s classes of stock, are granted at an exercise price of not less than 110% of the fair market value of the Company’s common stock. The maximum term of incentive stock options granted to employees who, on the date of grant, own stock possessing more than 10% of the voting power of all the Company’s classes of stock, may not exceed five years. The maximum term of an incentive stock option granted to any other participant may not exceed ten years. Subject to the limitations discussed above, the Board of Directors determines the term and exercise or purchase price of other awards granted under the 2014 Plan. To date, no incentive stock options have been granted. The Board of Directors also determines the terms and conditions of awards, including the vesting schedule and any forfeiture provisions. Options granted under the 2014 Plan may vest upon the passage of time, generally four years, or upon the attainment of certain performance criteria established by the Board of Directors. We may from time to time grant options to purchase common stock to non-employees for advisory and consulting services. At each measurement period we re-measure the fair value of these stock options using the Black-Scholes option pricing model and recognize expense ratably over the vesting period of each stock option award. Upon exercise of an option, it is the Company’s policy to issue new shares of common stock.
 
During the year ended December 31, 2014, due to a decline in the Company’s stock price following the Merger, options representing 857 shares of common stock that were granted to 14 employees with original per share exercise prices ranging from $3.57 to $6.50 were modified to a per share exercise price of $2.19. The modification resulted in an incremental compensation cost of $411 that is being recognized over the respective service periods of the original grant.
 
A summary of the option activity as of December 31, 2015 and changes during the fiscal year then ended is presented below:
 
 
 
 
 
 
 
 
 
Weighted
 
 
 
 
 
 
 
 
 
 
 
Average
 
 
 
 
 
 
 
 
Weighted
 
Remaining
 
 
 
 
 
 
 
Average
 
Contractual
 
Aggregate
 
 
 
Options
Outstanding
 
Exercise 
Price
 
Life 
(Years)
 
Intrinsic
Value
 
Outstanding as of December 31, 2014
 
 
10,791
 
$
0.79
 
 
 
 
 
 
 
Granted
 
 
4,705
 
$
1.36
 
 
 
 
 
 
 
Exercised
 
 
(1,407)
 
$
0.51
 
 
 
 
 
 
 
Forfeited
 
 
(232)
 
$
1.02
 
 
 
 
 
 
 
Expired
 
 
(114)
 
$
0.60
 
 
 
 
 
 
 
Outstanding as of December 31, 2015
 
 
13,743
 
$
1.01
 
 
7.78
 
$
2,788
 
Vested and expected to vest at December 31, 2015
 
 
12,679
 
$
0.99
 
 
7.66
 
$
2,774
 
Exercisable as of December 31, 2015
 
 
6,308
 
$
0.70
 
 
6.27
 
$
2,569
 
 
Of the 1,407 shares exercised, 904 were issued on a withhold to cover basis, with 390 shares withheld from option holders to cover the exercise price of awards being exercised. In 2015, we received $224 in cash from exercised stock options.
 
The intrinsic value of options exercised in 2015 was $1,089. The weighted-average grant-date fair value of options granted in 2015 was $0.82 and the total fair value of shares vested during the year was $1,138.
 
As of December 31, 2015, total unrecognized compensation cost related to unvested stock options was $5,386. This amount is expected to be recognized as stock-based compensation expense in the Company’s consolidated statements of operations over the remaining weighted average vesting period of 2.99 years.
 
Shares available for future grant under the 2014 Plan is as follows for the year ended December 31, 2015:
 
 
 
 
Shares
Available For
Grant
 
Available as of December 31, 2014
 
 
3,311
 
Authorized shares increase
 
 
11,590
 
Granted
 
 
(4,705)
 
Forfeited
 
 
232
 
Expired
 
 
114
 
Available as of December 31, 2015
 
 
10,542
 
 
The following table summarizes information about stock options outstanding as of December 31, 2015:
 
 
 
Options Outstanding
 
Options Exercisable
 
 
 
 
 
 
Weighted-Average
 
Weighted
 
 
 
 
Weighted
 
Range of
 
 
 
 
Remaining
 
Average
 
 
 
 
Average
 
Exercise
 
Number of
 
Contractual Life
 
Exercise
 
Number of
 
Exercise
 
Prices
 
Shares
 
(Years)
 
Price
 
Shares
 
Price
 
$0.04 - $0.07
 
 
806
 
 
2.96
 
$
0.05
 
 
806
 
$
0.05
 
$0.39 - $1.00
 
 
6,037
 
 
6.76
 
$
0.69
 
 
4,591
 
$
0.63
 
$1.06 - $1.87
 
 
6,234
 
 
9.36
 
$
1.33
 
 
584
 
$
1.28
 
$2.19 - $2.19
 
 
666
 
 
8.04
 
$
2.19
 
 
327
 
$
2.19
 
 
 
 
13,743
 
 
7.78
 
$
1.01
 
 
6,308
 
$
0.70
 
 
Stock-based compensation is included in the consolidated statements of operations in general and administrative, research and development or sales and marketing expenses, depending upon the nature of services provided. Stock-based compensation expense recorded to operations for stock options for both employees and non-employees was as follows:
 
 
 
Years Ended December 31,
 
 
 
2015
 
2014
 
2013
 
Sales and marketing
 
$
579
 
$
345
 
$
111
 
Research and development
 
 
414
 
 
180
 
 
74
 
General and administrative
 
 
738
 
 
618
 
 
206
 
 
 
$
1,731
 
$
1,143
 
$
391
 
 
The Company recognizes compensation expense using the straight-line method over the requisite service period. The fair value of each stock option grant was estimated on the date of grant using the Black-Scholes option pricing model under the following assumptions:
 
 
 
Years Ended December 31,
 
 
 
2015
 
2014
 
2013
 
Dividend yield
 
 
 
 
Risk-free interest rate
 
1.41% - 2.50%
 
0.97% - 2.61%
 
.83% - 1.93%
 
Expected term (in years)
 
5.52-10
 
3-10
 
5-6
 
Volatility
 
73.21%-75.67%
 
66%-75%
 
65% -71%