Quarterly report pursuant to Section 13 or 15(d)

Note 5 - Stock Incentive Plan

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Note 5 - Stock Incentive Plan
9 Months Ended
Sep. 30, 2023
Notes to Financial Statements  
Share-Based Payment Arrangement [Text Block]

Note 5 - Stock Incentive Plan

 

In April 2016, the Company’s Board of Directors and stockholders representing a majority of the Company’s outstanding stock at that time, approved the Monopar Therapeutics Inc. 2016 Stock Incentive Plan, as amended (the “Plan”), allowing the Company to grant up to an aggregate 700,000 shares of stock-based awards in the form of stock options, restricted stock units, stock appreciation rights and other stock-based awards to employees, non-employee directors and consultants. In October 2017, the Company’s Board of Directors voted to increase the stock award pool to 1,600,000 shares of common stock, which subsequently was approved by the Company’s stockholders. In April 2020, the Company’s Board of Directors voted to increase the stock award pool to 3,100,000 (an increase of 1,500,000 shares of common stock), which was approved by the Company’s stockholders in June 2020. In April 2021, the Company’s Board of Directors voted to approve an amendment to the 2016 Stock Incentive Plan to remove certain individual award limits and other provisions related to I.R.C. Section 162(m) and to update the limit on Incentive Stock Options to no more that 100% of the maximum aggregate number of shares which may be granted under the plan, which was approved by the Company’s stockholders in June 2021. In March 2022, the Company’s Board of Directors voted to increase the stock award pool to 5,100,000 (an increase of 2,000,000 shares of common stock), which was approved by the Company’s stockholders in June 2022.

 

There were no stock awards granted during the three months ended September 30, 2023.

 

Under the Plan, the per share exercise price for the shares to be issued upon exercise of an option shall be determined by the Plan Administrator, except that the per share exercise price shall be no less than 100% of the fair market value per share on the grant date. Fair market value is the Company’s closing price on the grant date on Nasdaq. Stock options generally expire after 10 years.

 

Stock option activity under the Plan was as follows: 

 

   

Options Outstanding

 
   

Number of Shares Subject to Options

   

Weighted-Average Exercise Price

 

Balances at December 31, 2022

    1,642,950       4.28  

Granted(1)

    508,902       3.14  

Forfeited(2)

    (42,851 )     3.93  

Balances at September 30, 2023

    2,109,001       4.01  

Unvested options outstanding expected to vest(3)

    685,120       3.41  

 

(1)

508,902 options vest as follows: options to purchase 443,182 shares of the Company’s common stock vest 6/48ths on the six-month anniversary of grant date and 1/48th per month thereafter; options to purchase 55,720 shares of the Company’s common stock vest quarterly over one year; and options to purchase 10,000 shares of the Company’s common stock vest monthly over one year.

 

 

(2)

Forfeited options represent unvested shares and vested, unexercised and expired shares related to employee terminations.

 

 

(3)

Forfeitures only include known forfeitures to-date as the Company accounts for forfeitures as they occur due to a limited history of forfeitures.

 

A summary of options outstanding as of September 30, 2023, is shown below:

 

Exercise Prices

 

Number of Shares Subject to Options Outstanding

   

Weighted-Average Remaining Contractual Term in Years

   

Number of Shares Subject to Options Fully Vested and Exercisable

   

Weighted-Average Remaining Contractual Term in Years

 

$0.001 - $5.00

    1,371,895       7.21       762,978       5.79  

$5.01 - $10.00

    617,942       5.75       543,017       5.51  

$10.01 - $15.00

    113,039       6.34       111,761       6.34  

$15.01 - $20.00

    6,125       6.34       6,125       6.34  
      2,109,001       6.73       1,423,881       5.73  

 

Restricted stock unit activity under the Plan was as follows:

 

           

Weighted- Average

 
   

Restricted

   

Grant Date

 
   

Stock Units

   

Fair Value

 
   

(#)

   

per Unit ($)

 

Unvested balance at December 31, 2022

    272,650       4.00  

Granted

    368,345       3.16  

Vested

    (169,167 )     3.84  

Unvested Balance at September 30, 2023

    471,828       3.83  

 

 

 

 

Stock option grants and fair values under the Plan were as follows:

 

   

Three Months Ended September 30,

   

Nine Months Ended September 30,

 
   

2023

   

2022

   

2023

   

2022

 
                                 

Stock options granted

          4,000       508,902       582,064  

Fair value of shares vested

  $ 226,054     $ 205,397     $ 754,414     $ 757,976  

 

As of  September 30, 2023, the aggregate intrinsic value of outstanding vested stock options was approximately $0.2 million (there were no unvested stock options that had intrinsic value) and the weighted-average exercise price in aggregate was $4.01 which includes $4.30 for fully vested stock options and $3.41 for stock options expected to vest. As of  September 30, 2023, unamortized unvested balance of stock-based compensation was $3.1 million, to be amortized over the following 2.6 years.

 

During the three months ended  September 30, 2023 and 2022, the Company recognized $256,670 and $ 204,360 of employee, non-employee director and consultant stock-based compensation expense as general and administrative expenses, respectively, and $217,468 and $186,382 as research and development expenses, respectively. During the nine months ended  September 30, 2023 and 2022, the Company recognized $757,303 and $613,525 of employee, non-employee director and consultant stock-based compensation expense as general and administrative expenses, respectively, and $666,340 and $634,321 as research and development expenses, respectively. The stock-based compensation expense is allocated on a departmental basis, based on the classification of the stock-based award holder. No income tax benefits have been recognized in the condensed consolidated statements of operations and comprehensive loss for stock-based compensation arrangements.