Quarterly report pursuant to Section 13 or 15(d)

Share-Based Compensation

v3.21.2
Share-Based Compensation
6 Months Ended
Jun. 30, 2021
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]  
Share-Based Compensation

12. Share-Based Compensation

On November 18, 2015, the Company’s Board of Directors adopted and approved the 2015 Equity Incentive Plan (the 2015 Plan), which authorized the Company to grant up to 223,424 ordinary shares in the form of incentive share options, nonstatutory share options, share appreciation rights, restricted share awards, restricted share units and other share awards. The types of share-based awards, including the rights, amount, terms, and exercisability provisions of grants are determined by the Company’s Board of Directors. The purpose of the 2015 Plan is to provide the Company with the flexibility to issue share-based awards as part of an overall compensation package to attract and retain qualified personnel. On May 18, 2017, the Company amended the 2015 Plan to increase the number of ordinary shares available for issuance under the 2015 Plan by 219,605 shares to 443,029 shares.

On March 14, 2018, the Company’s Board of Directors adopted and approved the 2018 Equity Incentive Plan (the 2018 Plan), which became effective upon the execution and delivery of the underwriting agreement related to the Company’s IPO in May 2018. No further grants will be made under the 2015 Plan. The ordinary shares underlying any options that are forfeited, cancelled, repurchased or are otherwise terminated by the Company under the 2015 Plan will not be added back to the ordinary shares available for issuance.

The 2018 Plan authorizes the Company to grant up to 1,018,459 ordinary shares in the form of incentive share options, nonstatutory share options, share appreciation rights, restricted share awards, restricted share units, performance share awards, performance cash awards and other share awards. The types of share-based awards, including the amount, terms, and exercisability provisions of grants are determined by the Company’s Board of Directors. The ordinary shares underlying any options that are forfeited, cancelled, repurchased or are otherwise terminated by the Company under the 2018 Plan will be added back to the ordinary shares available for issuance under the 2018 Plan.

On December 5, 2018, pursuant to powers delegated to it by the Board of Directors of the Company, the Compensation Committee approved an increase in the number of ordinary shares available to be granted pursuant to the 2018 Plan by 4% of the total number of shares of the Company’s issued share capital on December 31, 2018, being 574,081 ordinary shares.

On February 14, 2020, pursuant to powers delegated to it by the Board of Directors of the Company, the Compensation Committee approved, by written resolution, an increase of 594,758 ordinary shares to the number of ordinary shares available to be granted pursuant to the 2018 Plan, being just under 4% of the total number of the Company’s ordinary shares outstanding shares on December 31, 2019, in accordance with the terms of the 2018 Plan.

On June 10, 2020, at the Company’s annual general meeting of shareholders, the shareholders approved and adopted an amended and restated 2018 Plan which, among other things includes an increase of 2,250,000 ordinary shares in the number of ordinary shares reserved for issuance under the 2018 Plan. 

On June 23, 2021, at the Company’s annual general meeting of shareholders, the shareholders approved and adopted an amended and restated 2018 Plan which, among other things includes an increase of 15,000,000 ordinary shares in the number of ordinary shares reserved for issuance under the 2018 Plan.

Share Options

The Company granted 13,374,412 and 64,840 share options to employees and directors during the six months ended June 30, 2021 and 2020, respectively, under the 2018 Plan. There were 13,516,250 and 550,521 unvested employee options outstanding as of June 30, 2021 and June 30, 2020, respectively. Total expense recognized related to employee share options was $277 and $441 for the three and six months ended June 30, 2021, respectively, and $316 and $663 for the three and six months ended June 30, 2020, respectively. Total unamortized compensation expense related to employee share options was $23,927 and $2,336 as of June 30, 2021 and June 30, 2020, respectively, which is expected to be recognized over a remaining average vesting period of 3.92 years and 2.09 years as of June 30, 2021 and June 30, 2020, respectively.

The range of assumptions that the Company used to determine the grant date fair value of employee and director options granted were as follows:

 

 

Six months ended

 

 

2021

 

 

June 30, 2020

Volatility

 

 

120

%

 

90.3% - 99.5%

Expected term in years

 

5.5 - 6.25

 

 

5.5 - 6.25

Dividend rate

 

 

0

%

 

0%

Risk-free interest rate

 

0.90% - 1.29%

 

 

0.18% - 0.78%

Share price

 

$1.99 - $2.01

 

 

$1.68 - $2.03

Fair value of option on grant date

 

$1.70 - $1.75

 

 

$1.27 - $1.52

 

The following table summarizes the number of options outstanding and the weighted-average exercise price as of June 30, 2021:

 

 

Number of

Shares

 

 

Weighted

Average Exercise

Price

 

 

Weighted

Average

Remaining

Contractual Life

in Years

 

 

Aggregate

Intrinsic

Value

(in thousands)

 

Options outstanding December 31, 2020

 

 

953,377

 

 

$

7.36

 

 

 

5.41

 

 

$

 

Granted

 

 

13,374,412

 

 

 

2.01

 

 

 

 

 

 

 

 

 

Exercised

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Forfeited

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Expired

 

 

(262,644

)

 

$

8.55

 

 

 

 

 

 

 

 

 

Options outstanding June 30, 2021

 

 

14,065,145

 

 

$

2.25

 

 

 

9.83

 

 

$

 

Exercisable at June 30, 2021 (unaudited)

 

 

548,895

 

 

$

6.72

 

 

 

6.76

 

 

$

 

 

Restricted Share Units (RSUs)

The Company granted 1,345,328 RSUs to employees and directors during the six months ended June 30, 2021. No RSUs were granted to employees and directors during the six months ended June 30, 2020.

The table below shows the number of RSUs outstanding covering an equal number of the Company’s ordinary shares and the weighted-average grant date fair value of the RSUs outstanding as of June 30, 2021:

 

 

 

Number of

Shares

 

 

Weighted Average

Grant Date Fair

Value per Share

 

RSUs outstanding December 31, 2020

 

 

 

 

 

 

 

Granted

 

 

1,345,328

 

 

$

1.60

 

Shares vested

 

 

(30,000

)

 

$

1.60

 

Forfeited

 

 

 

 

 

 

 

RSUs outstanding June 30, 2021

 

 

1,315,328

 

 

$

1.60

 

 

The fair value of the RSUs is determined on the date of grant based on the market price of the Company’s ordinary shares on that date. The fair value of RSUs is expensed ratably over the vesting period, which is generally one year for directors and two years for employees. Total expense recognized related to the RSUs was $282 and $364 for the three and six months ended June 30, 2021, respectively, and $38 and $62 for the three and six months ended June 30, 2020, respectively. Total unamortized compensation expense related to RSUs was $1,771 as of June 30, 2021, which is expected to be recognized over a remaining average vesting period of 1.57 years as of June 30, 2021.

No RSUs, which are subject to certain performance-based vesting conditions (Performance RSUs), were awarded to employees or directors during the six months ended June 30, 2021. The Company awarded 1,079,000 Performance RSUs to certain employees during the six months ended June 30, 2020.

The table below shows the number of Performance RSUs outstanding covering an equal number of the Company’s ordinary shares and the weighted-average grant date fair value of the Performance RSUs outstanding as of June 30, 2021:

 

 

Number of

Shares

 

 

Weighted Average

Grant Date Fair

Value per Share

 

Performance RSUs outstanding December 31, 2020

 

 

983,000

 

 

$

2.20

 

Granted

 

 

 

 

 

 

 

Shares vested

 

 

(478,500

)

 

$

2.08

 

Expired

 

 

(97,500

)

 

$

2.08

 

Performance RSUs outstanding June 30, 2021

 

 

407,000

 

 

$

2.39

 

The weighted average grant date fair value of Performance RSUs with a market condition was determined using the Monte Carlo simulation model. The fair value of Performance RSUs is expensed evenly over the vesting period. No expense was recognized related to Performance RSUs for the three months ended June 30, 2021, total expense recognized related to Performance RSUs was $35 for the six months ended June 30, 2021 and $832 and $1,058 for the three and six months ended June 30, 2020, respectively. All RSUs were fully expensed as of June 30, 2021. Total unamortized compensation expense related to Performance RSUs was $1,247 as of June 30, 2020, which is expected to be recognized over a remaining average vesting period of 0.45 years as of June 30, 2020.

The Company’s share-based compensation expense was classified in the condensed consolidated statements of operations and comprehensive loss as follows:

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

 

 

(unaudited)

 

 

(unaudited)

 

Research and development expense

 

$

169

 

 

$

367

 

 

$

178

 

 

$

580

 

General and administrative expense

 

 

390

 

 

 

819

 

 

 

662

 

 

 

1,203

 

 

There was a total of $25,698 and $3,583 unamortized share-based compensation expense for options, RSUs and Performance RSUs as of June 30, 2021 and June 30, 2020, respectively, which is expected to be recognized over a remaining average vesting period of 3.62 years and 0.99 years as of June 30, 2021 and June 30, 2020, respectively.