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United States securities and exchange commission logo
July 7, 2021
Paul Badawi
President and Chief Executive Officer
Sight Sciences, Inc.
4040 Campbell Ave, Suite 100
Menlo Park CA 94025
Re: Sight Sciences,
Inc.
Registration
Statement on Form S-1
Correspondence
dated July 1, 2021
CIK No. 0001531177
Dear Mr. Badawi:
We have reviewed your amended registration statement and have the
following
comments. In some of our comments, we may ask you to provide us with
information so we
may better understand your disclosure.
Please respond to this letter by amending your registration
statement and providing the
requested information. If you do not believe our comments apply to your
facts and
circumstances or do not believe an amendment is appropriate, please tell
us why in your
response.
After reviewing any amendment to your registration statement and
the information you
provide in response to these comments, we may have additional comments.
Unless we note
otherwise, our references to prior comments are to comments in our May
9, 2021 letter.
Correspondence dated July 1, 2021
Critical Accounting Policies and Estimates
Stock-Based Compensation and Fair Value of Common Stock, page 116
1. In your letter dated
July 1, 2021 you indicate that you used linear interpolation between
two valuation dates as
a methodology by which to determine the fair value per share for
financial reporting
purposes. Please revise your disclosure to be consistent with your
response.
2. In Note 11 on page F-56
of your Amendment 1 to Form DRS, you state that the weighted-
average grant date fair
value of options granted during the three months ended March 31,
2021 was $13.76. On
page 6 of your response, it appears that the fair value was $17.22
Paul Badawi
Sight Sciences, Inc.
July 7, 2021
Page 2
for the February 9, 2021 option grants and $17.90 for the February 23,
2021 option grants.
Please revise or advise.
3. In your subsequent event footnote on page F-60, please disclose the
estimated
compensation expense associated with your equity awards that were issued
May 25,
2021 and the periods over which it will be recognized. Refer to ASC
855-10-50-2.
You may contact Sasha Parikh at 202-551-3627 or Brian Cascio at
202-551-3676 if you
have questions regarding comments on the financial statements and related
matters. Please
contact Dillon Hagius at 202-551-7967 or Tim Buchmiller at 202-551-3635 with
any other
questions.
Sincerely,
FirstName LastNamePaul Badawi
Division of
Corporation Finance
Comapany NameSight Sciences, Inc.
Office of Life
Sciences
July 7, 2021 Page 2
cc: Peter N. Handrinos, Esq.
FirstName LastName