CAMP4 Therapeutics Announces Inducement Grant Under Nasdaq Listing Rule 5635(c)(4)

CAMP4 Therapeutics (Nasdaq: CAMP) announced an inducement equity award granted on January 15, 2026 under Nasdaq Listing Rule 5635(c)(4).

Rhea-AI Summary

CAMP4 Therapeutics (Nasdaq: CAMP) announced an inducement equity award granted on January 15, 2026 under Nasdaq Listing Rule 5635(c)(4). The Compensation Committee granted a non-qualified stock option for 8,000 shares to a newly hired employee with a 10-year term and an exercise price of $5.78 per share (closing price on the grant date). The option vests over four years: 25% at the one-year anniversary, then monthly over 36 months, subject to continued service, and is governed by an Inducement Option Award Agreement.

Argus Jan 20 session

-21.00% close to close Open Argus

Details

News Market Reaction – CAMP

In the Jan 20 session, CAMP declined 21.00%, reflecting a significant negative market reaction.

Data tracked by StockTitan Argus on the day of publication.

Market Context

The stock dropped -21.0% in the session following this news. A negative reaction despite the routine...

Analysis

The stock dropped -21.0% in the session following this news. A negative reaction despite the routine nature of this inducement grant would fit a pattern where investors closely scrutinize equity issuance and dilution. The option, covering 8,000 shares at $5.78, is small relative to prior financings such as the $30.0 million offering, yet it adds incrementally to outstanding equity. Combined with the company’s $300,000,000 shelf and $100,000,000 ATM capacity, sentiment could remain sensitive to any additional stock-based actions.

Key Figures

Inducement option size: 8,000 shares Option exercise price: $5.78 per share Option term: 10 years +5 more

Inducement option size

8,000 shares

Non-qualified stock option granted Jan 15, 2026 to a new employee

Option exercise price

$5.78 per share

Equal to CAMP’s closing price on the Jan 15, 2026 grant date

Option term

10 years

Term of the inducement non-qualified stock option

Vesting schedule

25% at 1 year; 36 monthly installments

Four-year vesting subject to continued service

Shelf registration capacity

$300,000,000

Form S-3 universal shelf filed Nov 10, 2025

ATM program size

$100,000,000

At-the-market common stock program under the S-3 shelf

Underwritten offering

$30.0 million gross

5,000,000 shares at $6.00 per share priced Dec 18, 2025

GSK upfront payment

$17.5 million

Upfront from GSK collaboration signed Dec 18, 2025

Historical Context

5 past events · Latest: Jan 06

5 events

1. Jan 06

   Conference presentation

   24h Move

   +0.0%

   Announcement of corporate presentation at JPM healthcare conference with webcast access.

2. Dec 18

   Equity offering

   24h Move

   -12.9%

   Pricing of $30M underwritten common stock offering at $6.00 per share.

3. Dec 18

   Strategic collaboration

   24h Move

   -12.9%

   Research and license agreement with GSK including $17.5M upfront and milestones.

4. Dec 12

   Inducement grants

   24h Move

   +4.0%

   Inducement stock options totaling 92,000 shares for four new employees.

5. Nov 14

   Inducement grant

   24h Move

   -2.7%

   Inducement option for 80,000 shares to a new hire with four-year vesting.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

nasdaq listing rule 5635(c)(4), non-qualified stock option, exercise price

3 terms

nasdaq listing rule 5635(c)(4) regulatory

"in accordance with Nasdaq Listing Rule 5635(c)(4) (the “Inducement Grant”)."

NASDAQ Listing Rule 5635(c)(4) is a rule that requires a company to get approval from its shareholders before selling a large amount of its shares, usually over 20%. This helps protect investors by making sure the company doesn't flood the market with new shares without their say, which could lower the stock's value.

non-qualified stock option financial

"granted a non-qualified stock option to purchase 8,000 shares of the Company’s common stock"

A non-qualified stock option (NSO) is a contract that lets an employee or service provider buy company shares at a fixed price for a set period, like a voucher to purchase stock later at today’s price. It matters to investors because exercising NSOs creates ordinary income for the holder and can increase share count, affecting a company’s earnings and ownership mix; think of it as a future sale that can dilute existing shareholders and has immediate tax consequences for the recipient.

exercise price financial

"an exercise price per share of $5.78, which is equal to the closing price"

The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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CAMBRIDGE, Mass., Jan. 16, 2026 (GLOBE NEWSWIRE) -- CAMP4 Therapeutics Corporation (“CAMP4” or “the Company”) (Nasdaq: CAMP), a clinical-stage biopharmaceutical company developing a pipeline of regulatory RNA-targeting therapeutics designed to upregulate gene expression with the goal of restoring healthy protein levels to treat a broad range of genetic diseases, today announced that on January 15, 2026 (the “Grant Date”), the Compensation Committee of the Company’s Board of Directors granted a non-qualified stock option to purchase 8,000 shares of the Company’s common stock to a newly hired employee of the Company as an inducement material to such employee’s entry into employment with the Company, in accordance with Nasdaq Listing Rule 5635(c)(4) (the “Inducement Grant”).

The Inducement Grant has a ten-year term and an exercise price per share of $5.78, which is equal to the closing price of CAMP4’s common stock on the Grant Date. The Inducement Grant will vest over a four-year period, with 25% of the shares vesting on the one-year anniversary of the employee’s first day of employment with the Company, and thereafter the remainder of the option will vest in 36 equal monthly installments, subject to the employee’s continued service with CAMP4 through the applicable vesting dates. The Inducement Grant was granted pursuant to, and is subject to, the terms and conditions of an Inducement Option Award Agreement.

About CAMP4 Therapeutics 
CAMP4 is developing disease-modifying treatments for a broad range of genetic diseases where amplifying healthy protein may offer therapeutic benefits. Our approach amplifies mRNA by harnessing a fundamental mechanism of how genes are controlled. To amplify mRNA, our therapeutic ASO drug candidates target regulatory RNAs (regRNAs), which act locally on transcription factors and are the master regulators of gene expression. CAMP4’s proprietary RAP Platform^® enables the mapping of regRNAs and generation of therapeutic candidates designed to target the regRNAs associated with genes underlying haploinsufficient and recessive partial loss-of-function disorders, of which there are more than 1,200, in which a modest increase in protein expression may have the potential to be clinically meaningful. For more information, visit camp4tx.com.

Contacts

Investor Relations:
Sara Michelmore
Milestone Advisors
sara@milestone-advisorsllc.com

Media:
Jason Braco, Ph.D.
LifeSci Communications
jbraco@lifescicomms.com

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did CAMP4 (CAMP) grant on January 15, 2026?

CAMP4 granted a non-qualified stock option for 8,000 shares to a newly hired employee as an inducement under Nasdaq Rule 5635(c)(4).

What is the exercise price and term of the CAMP4 inducement option (CAMP)?

The option has a $5.78 exercise price per share and a 10-year term, matching the closing price on the grant date.

How does the CAMP4 (CAMP) inducement option vest?

The option vests over four years: 25% on the one-year anniversary of employment, then the remainder in 36 equal monthly installments, subject to continued service.

Which Nasdaq rule governed CAMP4's inducement grant (CAMP)?

The grant was made in accordance with Nasdaq Listing Rule 5635(c)(4), which covers inducement equity awards for new employees.

Is the CAMP4 inducement option subject to additional terms?

Yes; the option is subject to the terms and conditions of an Inducement Option Award Agreement between the company and the employee.