Quarterly report pursuant to Section 13 or 15(d)

Stock Based Compensation

v3.22.1
Stock Based Compensation
3 Months Ended
Mar. 31, 2022
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]  
Stock Based Compensation
10.
Stock-Based Compensation

 

In December 2012, the Company adopted the 2012 Stock Option and Grant Plan (the “Plan”) under which the Company may grant stock options to purchase shares of its common stock to certain employees and nonemployees of the Company. The 2012 Plan was terminated as of the Closing, and accordingly, no additional awards will be granted under the 2012 Plan thereafter.

In connection with the Closing, the Company adopted the 2021 Equity Incentive Plan (the “2021 Plan”) and the 2021 Employee Stock Purchase Plan (“2021 ESPP”). The number of shares available for issuance under the 2021 Plan will be increased on the first day of each fiscal year, beginning on January 1, 2022, in an amount equal to the lesser of (i) 23,951,000 shares of New Spire's Class A common stock, (ii) a number of shares of New Spire's Class A common stock equal to 5% of the total number of shares of all of New Spire's Class A common stock outstanding as of the last day of the immediately preceding fiscal year, or (iii) such number of shares of New Spire's Class A common stock as the Company’s board of directors or its designated committee may determine no later than the last day of the immediately preceding fiscal year.

The 2021 Plan permits the grant of incentive stock options, nonstatutory stock options, stock appreciation rights, restricted stock, restricted stock units, and performance awards to employees, directors, or consultants under the 2021 Plan. Under the 2021 ESPP, the Company can grant stock options to employees to purchase shares of Class A common stock at a purchase price which equals 85% of the lower of (i) the fair market value of common stock on the first trading day of the offering period or (ii) the fair market value of common stock on the exercise date. As of March 31, 2022, 8,863,749 and 3,194,000 shares were available for grant under the 2021 Plan and 2021 ESPP, respectively.

The following table summarizes stock option activity under the Plan:

 

 

 

Number of
Options

 

 

Weighted-
Average
Exercise
Price

 

 

Weighted-
Average
Remaining
Contractual
Term

 

 

 

 

 

 

 

 

 

(in years)

 

Options outstanding as of December 31, 2021

 

 

21,263,847

 

 

$

2.40

 

 

 

7.2

 

Granted

 

 

 

 

$

 

 

 

 

Exercised

 

 

(492,064

)

 

$

1.61

 

 

 

 

Forfeited, canceled, or expired

 

 

(667,556

)

 

$

4.38

 

 

 

 

Options outstanding as of March 31, 2022

 

 

20,104,227

 

 

$

2.35

 

 

 

7.1

 

Vested and expected to vest at March 31, 2022

 

 

20,104,227

 

 

$

2.35

 

 

 

7.1

 

Exercisable at March 31, 2022

 

 

12,968,830

 

 

$

1.96

 

 

 

6.4

 

 

 

The Company’s option award quantities and prices prior to the Merger have been retroactively restated to reflect the exchange ratio of approximately 1.8282 established in the Merger.

The Company received $638 and $295 in cash proceeds from options exercised during the years ended March 31, 2022 and 2021, respectively. The weighted-average grant date fair value of options granted for the three months ended March 31, 2021 was $3.46. There were no options granted for the three months ended March 31, 2022.

The following table summarizes stock RSU activity under the Plan:

 

 

 

 

 

Number of Shares

 

 

Weighted Average Grant Date Fair Value per Share

 

Outstanding as of December 31, 2021

 

 

 

 

783,902

 

 

$

3.94

 

RSU granted

 

 

 

 

7,786,850

 

 

$

2.89

 

RSU vested

 

 

 

 

(4,014

)

 

$

3.57

 

RSU forfeited

 

 

 

 

(95,900

)

 

$

3.35

 

Outstanding as of March 31, 2022

 

 

 

 

8,470,838

 

 

$

2.98

 

For RSUs with service-based vesting conditions, the fair value is calculated based upon the Company’s closing stock price on the date of grant, and the stock-based compensation expense is recognized over the four-year vesting period.

As of March 31, 2022, there was
$35,931 of total unrecognized compensation expense related to options and RSUs expected to be recognized over a weighted average-period of 2.68 years.

The following table summarizes the components of total stock-based compensation expense based on roles and responsibilities of the employees within the Condensed Consolidated Statements of Operations:

 

 

 

Three Months Ended March 31,

 

 

 

2022

 

 

2021

 

Cost of revenue

 

$

77

 

 

$

18

 

Research and development

 

 

711

 

 

 

585

 

Sales and marketing

 

 

616

 

 

 

316

 

General and administrative

 

 

885

 

 

 

1,588

 

 

 

$

2,289

 

 

$

2,507