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Share-Based Compensation
3 Months Ended
Mar. 31, 2024
Share-Based Payment Arrangement [Abstract]  
Share-Based Compensation Share-Based Compensation
Equity Incentive Plans

The Company’s equity incentive plans, the 2018 Long Term Incentive Plan, as amended (the “2018 LTIP”), 2020 Employment Inducement Incentive Plan, as amended (the “2020 EIIP”), and previously, the Amended and Restated 2012 Long Term Incentive Plan (the “2012 LTIP”), reserve ordinary shares for the issuance of stock options, stock appreciation rights, restricted shares, RSUs, performance bonus awards, performance share units awards, dividend equivalents and other share or cash-based awards to eligible individuals. Options granted under each of the 2018 LTIP, 2020 EIIP, and 2012 LTIP expire no later than ten years from the date of grant.
In May 2023, the Company’s shareholders approved an amendment to the 2018 LTIP to increase the number of ordinary shares available for issuance under the 2018 LTIP by 2,000,000 ordinary shares. As of March 31, 2024, the number of ordinary shares authorized under the 2018 LTIP was 14,620,433. Upon adoption of the 2018 LTIP, no new awards are permitted under the 2012 LTIP.

As of March 31, 2024, the number of ordinary shares authorized under the 2020 EIIP was 1,485,000 and 66,250 ordinary shares remained available for future awards under the 2020 EIIP. The Company’s Board of Directors has adopted a series of amendments to increase the ordinary shares available for issuance under the 2020 EIIP and it reserves the right to both amend the 2020 EIIP to increase the number of ordinary shares available and make additional awards to key new hires.

The Company’s option awards generally vest over four years, while RSUs vest over two years. As of March 31, 2024, 1,662,669 ordinary shares remained available for grant under its equity plans.

Share-based Compensation Expense

Share-based compensation expense recorded in these Condensed Consolidated Financial Statements was based on awards granted under the 2012 LTIP, the 2018 LTIP, and the 2020 EIIP. The estimated forfeiture rate as of March 31, 2024 was 7%. Changes in our estimates and assumptions relating to forfeitures may cause us to realize material changes in stock-based compensation expense in the future.

The amount of unearned share-based compensation related to unvested stock options at March 31, 2024, is $115.2 million. The weighted-average period over which this unearned share-based compensation is expected to be recognized is 2.94 years.

The following table summarizes share-based compensation expense for the periods presented (in thousands):

Three Months Ended 
March 31,
20242023
Research and development$5,455 $4,362 
General and administrative6,928 4,428 
Total share-based compensation expense$12,383 $8,790 

The Company recognized tax benefits from share-based awards of $2.1 million and $1.6 million for the three months ended March 31, 2024 and 2023, respectively.
The fair value of the options granted to employees and non-employee directors during the three months ended March 31, 2024 and 2023 was estimated as of the grant date using the Black-Scholes option-pricing model using the key assumptions listed in the following table:
Three Months Ended 
March 31,
20242023
Expected term (in years)4.60
 -
5.514.53
 -
5.40
Expected volatility74.8 % -78.6%76.4 %-89.7%
Risk-free interest rate3.8 % -4.4%3.5 %-4.4%
Expected dividend yield—%—%
Weighted average grant date fair value$19.57$35.37

The fair value of employee stock options is amortized on a straight-line basis over the requisite service period for each award. Each of the inputs discussed above is subjective and generally requires significant management judgment to determine.

The following table summarizes the Company’s stock option activity during the three months ended March 31, 2024:
OptionsWeighted
Average
Exercise
Price
Weighted
Average
Remaining
Contractual
Term (years)
Aggregate
Intrinsic
Value
(in thousands)
Outstanding at December 31, 2023
9,866,337 $29.06 6.60$118,447 
Granted
1,998,950 30.02 
Exercised(38,338)23.24 
Forfeited(65,792)36.36 
Expired(10,375)28.50 
Outstanding at March 31, 2024
11,750,782 $29.20 6.92$42,936 
Vested and expected to vest at March 31, 2024
11,258,566 $28.84 6.82$42,907 
Vested at March 31, 2024
6,909,977 $22.39 5.48$41,926 
The total intrinsic value of options exercised was $0.4 million, and $6.8 million during the three months ended March 31, 2024 and 2023, determined as of the date of exercise.
The following table summarizes the activity and related information for RSUs during the three months ended March 31, 2024:
Number of UnitsWeighted Average
Grant-Date
Fair Value
Weighted
Average
Remaining
Contractual
Term (years)
Aggregate
Intrinsic
Value
(in thousands)
Unvested at December 31, 2023
25,250 $58.01 1.09$918 
Units Granted
— — 
Units Vested— — 
Units Forfeited— — 
Unvested at March 31, 2024
25,250 $58.01 0.84$625 
Unvested and expected to vest at March 31, 2024
23,760 $58.16 0.83$589 
The fair value of RSUs was determined on the date of grant based on the market price of the Company’s ordinary shares as of that date. The fair value of the RSUs is recognized as an expense on a straight-line basis over the vesting period of each RSU. Upon the vesting of the RSUs, a portion of the shares vested are sold by the employee to satisfy employee withholding tax requirements (sell-to-cover). As of March 31, 2024, total compensation cost not yet recognized related to unvested RSUs was $0.8 million, which is expected to be recognized over a weighted-average period of 0.92 years. RSUs settle into ordinary shares upon vesting.