Quarterly report pursuant to Section 13 or 15(d)

Note 8 - Summary of Stock Options

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Note 8 - Summary of Stock Options
9 Months Ended
Sep. 30, 2015
Notes to Financial Statements  
Disclosure of Compensation Related Costs, Share-based Payments [Text Block]
8.
Summary of Stock Options
 
Stock Option Plans
 
The Company has issued equity awards in the form of stock options from three employee benefit plans. The plans include the Company’s 2005 Stock Incentive Plan (the “2005 Plan”), the Viveve Amended and Restated 2006 Stock Plan (the “2006 Plan”) and the Company’s 2013 Stock Option and Incentive Plan, as amended (the “2013 Plan”).
 
The 2005 Plan was adopted by the Company’s board of directors and approved by its stockholders. As of September 30, 2015, 22,095 shares of common stock remain reserved for issuance under the 2005 Plan. The Company does not intend to grant further awards from the 2005 Plan, however, it will continue to administer the 2005 Plan until all outstanding awards are exercised, expire, terminate or are forfeited. There are currently outstanding stock option awards issued from the 2005 Plan covering a total of 22,095 shares of the Company’s common stock. The weighted average exercise price of the outstanding stock options is $12.83 per share and the weighted average remaining contractual term is 1.61 years.
 
The 2006 Plan was adopted by the board of directors of Viveve and was terminated in conjunction with the Merger. Prior to the Merger, the board of directors voted to accelerate the vesting of all unvested options that were outstanding as of the date of the Merger such that all options would be immediately vested and exercisable by the holders. At the Merger, the Company agreed to assume and administer the 2006 Plan and all outstanding options to purchase shares of Viveve, Inc. common stock issued from the 2006 Plan were converted into options to purchase shares of the Company’s common stock (rounded down to the nearest whole share). The number of shares of the Company’s common stock into which the 2006 Plan options were converted was determined by multiplying the number of shares covered by each 2006 Plan option by the exchange ratio of 0.0080497. The exercise price of each 2006 Plan option was determined by dividing the exercise price of each 2006 Plan option immediately prior to the Merger by the exchange ratio of 0.0080497 (rounded up to the nearest cent). There are currently outstanding stock option awards issued from the 2006 Plan covering a total of 322,069 shares of the Company’s common stock and no shares are available for future awards. The weighted average exercise price of the outstanding stock options is $1.54 per share and the weighted average remaining contractual term is 7.07 years.
 
The 2013 Plan was also adopted by the Company’s board of directors and approved by its stockholders. The 2013 Plan is administered by the Compensation Committee of the Company’s board of directors (the “Administrator”). Under the 2013 Plan, the Company may grant to eligible participants equity awards which may take the form of stock options (both incentive stock options and non-qualified stock options), stock appreciation rights, restricted, deferred or unrestricted stock awards, performance based awards or dividend equivalent rights. Awards may be granted to officers, employees, nonemployee Directors (as defined in the 2013 Plan) and other key persons (including consultants and prospective employees). The term of any stock option award may not exceed 10 years and may be subject to vesting conditions, as determined by the Administrator. Options granted generally vest over four years. Incentive stock options may be granted only to employees of the Company or any subsidiary that is a “subsidiary corporation” within the meaning of Section 424(f) of the Internal Revenue Code. The exercise price of any stock option award cannot be less than the fair market value of the Company’s common stock, provided, however, that an incentive stock option granted to an employee who owns more than 10% of the Company’s outstanding voting power must have an exercise price of no less than 110% of the fair market value of the Company’s common stock and a term that does not exceed five years. On July 22, 2015, the Company’s stockholders approved an amendment to the 2013 Plan increasing the number of shares of common stock authorized for awards under the 2013 Plan from 3,111,587 shares to a total of 10,100,000 shares. As of September 30, 2015, there are outstanding stock option awards issued from the 2013 Plan covering a total of 3,008,619 shares of the Company’s common stock and there remain reserved for future awards 6,769,152 shares of the Company’s common stock. The weighted average exercise price of the outstanding stock options is $0.73 per share, and the remaining contractual term is 9.09 years.
 
Activity under the 2005 Plan, the 2006 Plan and the 2013 Plan is as follows:
 
 
 
Nine Months Ended September 30, 2015
 
 
 
 
 
 
 
 
 
 
 
Weighted
 
 
 
 
 
 
 
 
 
 
 
Weighted
 
 
Average
 
 
Aggregate
 
 
 
Number
 
 
Average
 
 
Remaining
 
 
Intrinsic
 
 
 
of
 
 
Exercise
 
 
Contractual
 
 
Value
 
 
 
Shares
 
 
Price
 
 
Term (years)
 
 
(in thousands)
 
                                 
Options outstanding, beginning of period
    2,291,783     $ 1.02       9.32     $ -  
Options granted
    1,082,000     $ 0.61                  
Options exercised
    -     $ -                  
Options canceled
    (21,000 )   $ 1.00                  
Options outstanding, end of period
    3,352,783     $ 0.89       8.84     $ 686,174  
                                 
Vested and exercisable and expected to vest, end of period
    3,122,622     $ 0.91       8.81     $ 634,288  
                                 
Vested and exercisable, end of period
    864,510     $ 1.70       7.72     $ 104,545  
 
 The aggregate intrinsic value reflects the difference between the exercise price of the underlying stock options and the Company’s closing share price as of September 30, 2015.
  
The options outstanding and exercisable as of September 30, 2015 are as follows:
 
 
   
 
Options Outstanding
 
 
 
 
 
 
 
 
 
 
Options Exercisable
 
 
 
 
 
 
   
 
 
 
 
 
 
 
 
 
Weighted
 
 
 
 
 
 
 
 
 
 
   
 
Number
 
 
Weighted
 
 
Average
 
 
Number
 
 
Weighted
 
 
   
 
Outstanding
 
 
Average
 
 
Remaining
 
 
Exercisable
 
 
Average
 
Range of
 
as of
 
 
Exercise
 
 
Contractual
 
 
as of
 
 
Exercise
 
Exercise Prices
 
Sept 30, 2015
 
 
Price
 
 
Term (Years)
 
 
Sept 30, 2015
 
 
Price
 
                                             
 
$0.33       100,000     $ 0.33       9.62       -     $ -  
$0.46
- $0.47     635,000     $ 0.47       9.36       -     $ -  
 
$0.60       1,881,476     $ 0.60       9.00       475,203     $ 0.60  
$0.89
- $0.99     347,000     $ 0.96       9.85       -     $ -  
 
$1.24       312,373     $ 1.24       7.15       312,373     $ 1.24  
$7.00
- $9.00     57,603     $ 8.64       2.08       57,603     $ 8.64  
$12.00
- $18.63     19,081     $ 15.29       2.57       19,081     $ 15.29  
 
$37.00       250     $ 37.00       1.98       250     $ 37.00  
          3,352,783     $ 0.89       8.84       864,510     $ 1.70  
 
Stock-Based Compensation
 
During the three months ended September 30, 2015, the Company granted stock options to employees to purchase 347,000 shares of common stock with a weighted average grant date fair value of $0.51 per share. During the nine months ended September 30, 2015, the Company granted stock options to employees to purchase 1,082,000 shares of common stock with a weighted average grant date fair value of $0.32 per share. During the three and nine months ended September 30, 2014, the Company granted stock options to employees to purchase 1,901,476 shares of common stock with a weighted average grant date fair value of $0.32 per share. Stock-based compensation expense recognized during the three months ended September 30, 2015 and 2014 was $55,000 and $113,000, respectively. Stock-based compensation expense recognized during the nine months ended September 30, 2015 and 2014 was $145,000 and $144,000, respectively. As of September 30, 2015, the total unrecognized compensation cost in connection with unvested stock options was approximately $701,000. These costs are expected to be recognized over a weighted average period of approximately 3.24 years.
 
The Company estimated the fair value of stock options using the Black-Scholes option pricing model. The fair value of employee stock options is being amortized on a straight-line basis over the requisite service period of the awards. The fair value of employee stock options granted was estimated using the following assumptions: 
 
 
 
Three Months Ended
 
 
Nine Months Ended
 
 
 
September 30,
 
 
September 30,
 
 
 
2015
 
 
2014
 
 
2015
 
 
2014
 
Expected term (in years)
          5             5  
Average volatility
  61% - 62%     61%     61% - 62%     61%  
Risk-free interest rate
  1.50% - 1.69%     1.80%     1.29% - 1.69%     1.80%  
Dividend yield
    0%       0%       0%       0%  
 
Option-pricing models require the input of various subjective assumptions, including the option’s expected life and the price volatility of the underlying stock. The expected stock price volatility is based on analysis of the Company’s stock price history over a period commensurate with the expected term of the options, trading volume of comparable companies’ stock, look-back volatilities and Company specific events that affected volatility in a prior period. The expected term of employee stock options represents the weighted average period the stock options are expected to remain outstanding and is based on the history of exercises and cancellations on all past option grants made by the Company, the contractual term, the vesting period and the expected remaining term of the outstanding options. The risk-free interest rate is based on the U.S. Treasury interest rates whose term is consistent with the expected life of the stock options. No dividend yield is included as the Company has not issued any dividends and does not anticipate issuing any dividends in the future.
  
The following table shows stock-based compensation expense included in the condensed consolidated statements of operations for the three and nine months ended September 30, 2015 and 2014 (in thousands):
 
 
 
Three Months Ended
 
 
Nine Months Ended
 
 
 
September 30,
 
 
September 30,
 
 
 
2015
 
 
2014
 
 
2015
 
 
2014
 
                                 
Research and development
  $ 5     $ -     $ 13     $ 1  
Selling, general and administrative
    50       113       132       143  
Total
  $ 55     $ 113     $ 145     $ 144