Personalis Inc
For the period ended Mar 31, 2025. Filed May 6, 2025.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2025 · Filed May 6, 2025
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Stock-Based Compensation
Note 9. Stock-Based Compensation
Shares of common stock reserved for issuance under the Company’s equity incentive plans were as follows:
| Outstanding stock awards | 13,220,288 |
|---|---|
| Reserved for future award grants | 5,094,744 |
| Reserved for future ESPP | 500,061 |
| Total common stock reserved for stock awards | 18,815,093 |
Service-Based Stock Option Activity
A summary of the Company’s service-based stock option activity (excluding performance-based stock option activity, which is presented separately below) for the three months ended March 31, 2025 is as follows:
| Outstanding Service-Based Options | ||||
|---|---|---|---|---|
| (in thousands, except share and per share data) | Number ofShares | Weighted-AverageExercise Price | Weighted-AverageRemainingContractualTerm (in years) | AggregateIntrinsicValue |
| Balance—December 31, 2024 | 8,607,718 | $5.07 | 7.64 | $21,949 |
| Options granted | 3,467,500 | 3.66 | ||
| Options exercised | (62,022) | 2.13 | ||
| Options forfeited or expired | (48,780) | 9.49 | ||
| Balance—March 31, 2025 | 11,964,416 | $4.66 | 8.17 | $7,914 |
| Options vested and exercisable as of March 31, 2025 | 4,945,104 | $6.88 | 6.49 | $3,119 |
The weighted-average grant date fair value of options granted was $2.65 and $1.61 per share for the three months ended March 31, 2025 and 2024, respectively. As of March 31, 2025, the unrecognized stock-based compensation cost of unvested options was $14.3 million, which is expected to be recognized over a weighted-average period of 2.3 years.
Valuation of Service-Based Stock Options
The Company estimated the fair value of service-based stock options using the Black-Scholes option-pricing model. Fair value of stock options is recognized as compensation expense on a straight-line basis over the requisite service periods of the awards. Fair value of stock options was estimated using the following range of assumptions:
| Three Months Ended March 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Expected term (in years) | 5.77 - 6.08 | 5.50 - 6.08 |
| Volatility | 83.72 - 84.08% | 72.63 - 80.28% |
| Risk-free interest rate | 4.15 - 4.50% | 3.88 - 4.33% |
| Dividend yield | –% | –% |
Performance-Based Stock Option Activity
During 2024, the Company granted performance-based stock options ("PSOs") to the executive leadership team. Vesting of the PSOs is based upon attainment of certain Medicare reimbursement coverages by the end of 2025 and subject to continuous service by the executives. Fair value was estimated using the Black-Scholes option-pricing model. Total grant-date fair value of the PSOs was $0.3 million. As of March 31, 2025, the unrecognized stock-based compensation cost of unvested PSOs was $0.1 million, which is expected to be recognized by the end of 2025.
A summary of the Company's performance-based stock option activity for the three months ended March 31, 2025 is as follows:
| Outstanding Performance-Based Options | ||||
|---|---|---|---|---|
| (in thousands, except share and per share data) | Number ofShares | Weighted-AverageExercise Price | Weighted-AverageRemainingContractualTerm (inyears) | AggregateIntrinsicValue |
| Balance—December 31, 2024 | 271,500 | $1.61 | 9.20 | $1,133 |
| Balance—March 31, 2025 | 271,500 | $1.61 | 8.96 | $517 |
| Options vested and exercisable as of March 31, 2025 | — | $— | — | $— |
Restricted Stock Units ("RSU") Activity and Valuation
A summary of the Company’s RSU activity for the three months ended March 31, 2025 is as follows:
| Unvested Service-Based Restricted Stock Units | |||
|---|---|---|---|
| (in thousands, except share and per share data) | Number ofShares | Weighted-AverageGrant Date Fair Value | Aggregate Fair Value |
| Balance—December 31, 2024 | 433,484 | $6.34 | $2,506 |
| RSUs vested | (21,970) | 17.23 | 118 |
| RSUs forfeited | (2,142) | 6.61 | |
| Balance—March 31, 2025 | 409,372 | $5.75 | $1,437 |
As of March 31, 2025, the unrecognized stock-based compensation cost of unvested RSUs was $1.2 million, which is expected to be recognized over a weighted-average period of 1.1 years.
Performance-Based RSU Activity
In March 2025, the Company granted performance-based RSUs ("PSUs") to the executive leadership team. A percentage of the number of RSUs will vest based upon achieving the Company's operational target as of the end of 2026, and subject to continuous service by the executives throughout March 2028. Fifty percent of the aggregate number of achieved RSUs (if any) will vest upon certification in March 2027, with the remaining fifty-percent vesting in March 2028. The total grant-date fair value of the PSUs was $2.1 million.
A summary of the Company's PSUs activity for the three months ended March 31, 2025 is as follows:
| Unvested Performance-Based Restricted Stock Units | |||
|---|---|---|---|
| (in thousands, except share and per share data) | Number ofShares | Weighted-AverageGrant Date Fair Value | Aggregate Fair Value |
| Balance—December 31, 2024 | — | $— | $— |
| RSUs granted | 575,000 | 3.63 | |
| RSUs vested | — | — | — |
| RSUs forfeited | — | — | |
| Balance—March 31, 2025 | 575,000 | $3.63 | $2,018 |
As of March 31, 2025, the unrecognized stock-based compensation cost of unvested PSUs was $2.0 million, which is expected to be recognized over a weighted-average of 2.4 years.
ESPP Activity and Valuation
During the three months ended March 31, 2025 and 2024, no shares of common stock were purchased under the Employee Stock Purchase Plan ("ESPP"). Additionally, no stock purchase rights were granted during either period.
Stock-Based Compensation Expense
The following is a summary of stock-based compensation expense by award type (in thousands):
| Three Months Ended March 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Service-based stock options | $1,221 | $1,215 |
| Performance-based stock options | 35 | 6 |
| Service-based RSUs | 745 | 1,408 |
| Performance-based RSUs | 39 | — |
| ESPP | 179 | 58 |
| Total stock-based compensation expense | $2,219 | $2,687 |
The following is a summary of stock-based compensation expense by function (in thousands):
| Three Months Ended March 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Cost of revenue | $197 | $154 |
| Research and development | 856 | 947 |
| Selling, general and administrative | 1,166 | 1,586 |
| Total stock-based compensation expense | $2,219 | $2,687 |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.