Quarterly report pursuant to Section 13 or 15(d)

Stockholders??? Equity

v3.24.3
Stockholders’ Equity
 9 Months Ended
Sep. 30, 2024
Equity [Abstract]  
Stockholders' Equity
8. Stockholders’ Equity
2024 Public Offering
In March 2024, the Company completed a public offering of 2,653,848 shares of its common stock, composed of 2,307,694 shares of common stock offered at a public offering price of $6.50 per share and an additional 346,154 shares of common stock sold pursuant to the exercise of the underwriters' option to purchase additional shares at the public offering price.
Net proceeds from the offering totaled approximately $16.2 million after deducting underwriting discounts and commissions, and other offering expenses paid by the Company.
The underwriting agreement contains representations, warranties, agreements and indemnification obligations by the Company that are customary for this type of transaction.
Equity Compensation Plans
In May 2024, the Company's stockholders approved the Fifth Amended and Restated 2013 Incentive Compensation Plan, which increased the number of shares of common stock available for awards under the plan by 1.95 million shares. The plan permits the issuance of options, restricted stock, restricted stock units and other awards to select
employees, directors and consultants of the Company. The equity incentive plans are more fully described in Note 9 to the consolidated financial statements in the 2023 Form 10-K.
Share-Based Compensation Expense
The Company records share-based compensation expense on a straight-line basis over the vesting periods of the related grants and recognizes forfeitures as they occur. The following table sets forth share-based compensation expense included in the condensed consolidated statements of operations:
Three Months Ended September 30,
(in thousands)
2024
2023
Cost of revenue $ 31  $ 26 
Research and development 461  357 
Sales and marketing 537  431 
General and administrative 875  770 
Share-based compensation expense $ 1,904  $ 1,584 
Nine Months Ended September 30,
(in thousands)
2024
2023
Cost of revenue $ 82  $ 74 
Research and development 1,204  1,009 
Sales and marketing 1,482  1,277 
General and administrative 2,436  2,176 
Share-based compensation expense $ 5,204  $ 4,536 

Share-based compensation expense by type of share-based award is summarized below:
Three Months Ended September 30,
(in thousands)
2024
2023
Stock options $ 151  $ 233 
RSAs and RSUs 1,719  1,308 
ESPP 34  43 
$ 1,904  $ 1,584 
Nine Months Ended September 30,
(in thousands)
2024
2023
Stock options $ 554  $ 747 
RSAs and RSUs 4,495  3,612 
ESPP 155  177 
$ 5,204  $ 4,536 
Total unrecognized compensation expense by type of award and the weighted-average remaining requisite holding period over which such expense is expected to be recognized is as follows (in thousands, unless otherwise noted):
September 30, 2024
Unrecognized Expense Remaining Weighted-Average Recognition Period (in years)
Stock options $ 446  1.13
RSAs and RSUs $ 9,548  1.85
Stock Option Activity
Stock option activity during the nine months ended September 30, 2024 is summarized below:
Stock Options Weighted-average
Exercise price
per share		 Weighted-average
Remaining Contractual Life (in years)
Intrinsic
Value(1)
(in thousands)
Outstanding at December 31, 2023 1,478,157  $ 8.40 
Exercised (12,000) $ 2.89 
Forfeited or expired (7,237) $ 42.19 
Outstanding at September 30, 2024 1,458,920  $ 8.28  4.74 $ 8,187 
Exercisable at September 30, 2024 1,328,249  $ 8.19  4.40 $ 7,911 
Vested and expected to vest at September 30, 2024 1,458,920  $ 8.28  4.74 $ 8,187 
(1) Intrinsic value is calculated as the estimated fair value of the Company’s stock at the end of the related period less the option exercise price of in-the-money options.
Restricted Stock Award Activity
Restricted stock award ("RSA") activity for the nine months ended September 30, 2024 is summarized below:
Restricted Stock Awards Weighted - Average
Grant
Date Fair Value
Outstanding at December 31, 2023 376,914  $ 12.02 
Vested (195,173) $ 12.93 
Forfeited (6,019) $ 12.35 
Outstanding at September 30, 2024 175,722  $ 10.99 
Restricted Stock Unit Activity
Restricted stock unit ("RSU") activity for the nine months ended September 30, 2024 is summarized below:
Restricted Stock Units Weighted - Average
Grant
Date Fair Value
Outstanding at December 31, 2023 768,139  $ 8.15 
Granted 1,197,646  $ 6.16 
Vested (267,328) $ 7.99 
Forfeited (17,849) $ 8.40 
Outstanding at September 30, 2024 1,680,608  $ 6.75 
ESPP
On June 3, 2021, the Company’s stockholders adopted and approved the ClearPoint Neuro, Inc. Employee Stock Purchase Plan (the "ESPP"), which allows eligible employees to acquire shares of the Company’s common stock through payroll deductions at a discount to market price. A total of 400,000 shares of the Company’s common stock were made available for issuance pursuant to the terms of the ESPP. Each offering period is for six months, and the first offering period commenced on July 1, 2021. During the first offering period of 2024, 62,800 shares were purchased at an average per share price of $4.58.