Quarterly report pursuant to Section 13 or 15(d)

Equity

v3.23.1
Equity
9 Months Ended
Mar. 31, 2023
Equity [Abstract]  
Equity

Note 12. Equity

 

Equity Offering Program

 

On May 2, 2022, the Company entered into an ATM Sales Agreement with Oppenheimer & Co. Inc., Craig-Hallum Capital Group LLC, and Roth Capital Partners, LLC pursuant to which the Company may sell from time-to-time shares of its common stock having an aggregate offering price of up to $50,000,000 (the “2022 Equity Offering Program”). On May 25, 2022, the Company announced that it was suspending sales under the 2022 Equity Offering Program. If, in the future, the Company determines to resume sales pursuant to the 2022 Equity Offering Program, it intends to notify investors by the filing of a Current Report on Form 8-K or other public announcement.

 

Underwritten Offering of Common Stock

 

On January 19, 2023, the Company closed an underwritten public offering of 12,545,454 shares of its common stock at a price to the public of $2.75 per share pursuant to an underwriting agreement with B. Riley Securities, Inc., as representative of the several underwriters named therein. The shares of common stock issued at closing included 1,636,363 shares issued pursuant to the underwriters’ over-allotment option, which was exercised in full. Gross proceeds totaled $34.5 million before deducting the underwriting discount and offering expenses of approximately $2.5 million resulting in net proceeds from the offering of approximately $32.0 million. Certain of the Company’s directors and officers participated in the offering by purchasing shares on the same terms and conditions as other investors.

 

Equity Incentive Plans

 

During the nine months ended March 31, 2023, the Company granted employees options to purchase an aggregate of approximately 0.28 million shares of common stock. The fair values of the Company’s options were estimated at the dates of grant using a Black-Scholes option pricing model with the following assumptions:

 

    Nine Months
Ended
March 31,
2023
 
Exercise price   $ 2.83 – 4.23  
Expected term (years)     4.00 - 4.75  
Volatility     67 – 70 %
Risk-free interest rate     3.77 – 4.59 %
Dividend yield     0 %
Weighted Average Grant Date Fair Value of Options granted during the period   $ 1.96  

 

During the nine months ended March 31, 2023 the Company awarded certain employees and directors grants of an aggregate of approximately 2.0 million restricted stock units (“RSUs”) with a weighted average grant date fair value of $3.21. The RSUs will be expensed over the requisite service period. The terms of the RSUs include vesting provisions based solely on continued service. If the service criteria are satisfied, the RSUs will generally vest over 4 – 5 years.

 

During the nine months ended March 31, 2023 the Company awarded certain employees grants of an aggregate of approximately 0.42 million restricted stock units with market value appreciation conditions (“MVSUs”) with a weighted average grant date fair value of $7.60. The MVSUs will be expensed over the requisite service period. The terms of the MVSUs include vesting provisions based on continued service. The number of shares of the Company’s common stock earned at vesting is based on the Company’s stock price performance with amounts earned subject to a vesting multiplier ranging from 0% to 200%. If the service criteria are satisfied, the MVSUs will vest over 3 years.

 

Compensation expense related to our stock-based awards described above was as follows (in thousands):

 

    Three Months Ended
March 31,
    Nine months ended
March 31,
 
    2023     2022     2023     2022  
Research and Development   $ 1,120     $ 1,327     $ 3,171     $ 4,275  
General and Administrative     2,090       1,179       4,283       3,479  
Total   $ 3,210     $ 2,506     $ 7,454     $ 7,754  

 

Unrecognized stock-based compensation expense and weighted-average years to be recognized are as follows (in thousands):

 

    As of March 31, 2023  
    Unrecognized
stock-based
compensation
    Weighted-
average years
to be recognized
 
Options   $ 2,225       1.97  
Restricted stock units   $ 11,725       2.14