Compass Announces Inducement Grants Under Nasdaq Listing Rule 5635(c)(4)

Rhea-AI Summary

Compass Therapeutics (Nasdaq: CMPX) granted inducement stock options to two newly appointed executives under its 2025 Inducement Plan on January 5, 2026.

The company awarded 1,000,000 non‑qualified stock options to Chief Commercial Officer Arjun Prasad and 1,000,000 to Chief Medical Officer Cynthia Sirard, each with an exercise price of $5.17 (closing price on January 2, 2026). The options carry a 10‑year term and vest over four years (25% after one year, then 36 monthly installments). Grants were approved by the Compensation Committee and made as material inducements under Nasdaq Rule 5635(c)(4).

Positive

• 2,000,000 total options granted to new C‑suite hires
• Exercise price set at $5.17, equal to Jan 2, 2026 closing price
• Options have a 10‑year contractual term
• Standard four‑year vesting (25% after 1 year, then monthly)

Negative

• 2,000,000 options outstanding could cause shareholder dilution if exercised
• Grants made outside the 2020 plan, altering share reserve usage under the 2025 Inducement Plan

Key Figures

Current price $4.99 Prior to inducement grant announcement

Options to CCO 1,000,000 options Non-qualified stock options for Chief Commercial Officer

Options to CMO 1,000,000 options Non-qualified stock options for Chief Medical Officer

Exercise price $5.17 per share Equal to CMPX closing price on January 2, 2026

Option term 10 years Term of inducement stock options

Initial vesting 25% at 1 year Cliff vesting on first anniversary of grant date

Remaining vesting 75% over 36 months Monthly installments after first anniversary

Cash and securities $220 million Cash and marketable securities as of Sep 30, 2025 (10-Q, Q3 2025)

Market Reality Check

$5.35 Last Close

Volume Volume 1,591,961 is slightly below the 20-day average (0.91x of normal activity). normal

Technical Shares at $4.99 are trading above the $3.25 200-day moving average and -14.85% below the 52-week high.

Peers on Argus

CMPX fell 3.72% while key biotech peers showed mixed moves: several declined (e.g., VSTM -6.59%, ORKA -4.17%, XNCR -2.55%) and TYRA rose 1.94%. No coordinated sector momentum was detected.

Historical Context

Date	Event	Sentiment	Move	Catalyst
Dec 17	Conference participation	Neutral	-5.3%	Announcement of J.P. Morgan 2026 Healthcare Conference presentation and investor meetings.
Nov 25	Investor events	Neutral	+1.2%	Participation in December 2025 healthcare investor conferences with webcast access.
Nov 05	Earnings and update	Positive	+0.8%	Q3 2025 financial results with $220M cash and advancing clinical programs.
Nov 04	Clinical data	Positive	+1.3%	Preclinical CTX-10726 data showing strong activity and IND timeline reaffirmed.
Nov 03	Investor events	Neutral	+0.0%	Participation in multiple November 2025 healthcare investor conferences with webcasts.

Pattern Detected

Recent company news has generally led to modest price moves, with clinical and earnings updates seeing small gains and most conference-related announcements producing limited or negative reactions.

Recent Company History

Over the past few months, Compass issued several updates spanning conferences, clinical progress, and earnings. A Q3 2025 update on Nov 5 highlighted cash of $220 million and advancing programs, with a mild positive reaction. Clinical preclinical data for CTX-10726 on Nov 4 also saw a small gain. Multiple investor and conference participation notices on Nov 3, Nov 25, and Dec 17 produced mixed but generally modest price moves, suggesting routine corporate communications have not driven large sustained reactions.

Market Pulse Summary

This announcement detailed equity inducement grants to two new senior executives, totaling 2,000,000 non-qualified stock options at an exercise price of $5.17 and vesting over four years. The grants were made under Nasdaq Listing Rule 5635(c)(4) and outside the 2020 equity plan, under the 2025 Inducement Plan. In context of prior routine news and modest historical price reactions, this represents standard compensation-related corporate activity to support Compass’s commercial and medical leadership.

Key Terms

nasdaq listing rule 5635(c)(4) regulatory

"as a material inducement to their employment in accordance with Nasdaq Listing Rule 5635(c)(4)."

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 options financial

"The Company granted non-qualified stock options to purchase 1,000,000 shares of common stock"

Non-qualified stock options are a type of employee benefit that gives individuals the right to buy company shares at a set price, usually lower than the market value, within a certain period. Unlike other options that may have special tax advantages, these options are taxed as income when exercised, which can affect how much money the employee or investor ultimately gains. They are important because they can influence company compensation strategies and impact the financial outcomes for employees and investors.

exercise price financial

"The stock options have an exercise price of $5.17 per share, 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. Not financial advice.

BOSTON, Jan. 05, 2026 (GLOBE NEWSWIRE) -- Compass Therapeutics, Inc. (Nasdaq: CMPX), a clinical-stage, oncology-focused biopharmaceutical company developing proprietary antibody-based therapeutics to treat multiple human diseases, today announced it granted stock options to two new employees under the Company’s 2025 Inducement Plan and as a material inducement to their employment in accordance with Nasdaq Listing Rule 5635(c)(4).

The Company granted non-qualified stock options to purchase 1,000,000 shares of common stock to its newly appointed Chief Commercial Officer, Arjun Prasad, and also granted non-qualified stock options to purchase 1,000,000 shares of common stock to its newly appointed Chief Medical Officer, Cynthia Sirard. The stock options have an exercise price of $5.17 per share, which is equal to the closing price of the Company’s common stock on January 2, 2026. The options have a 10-year term and vest over four years, with 25% of the shares vesting on the one-year anniversary of the grant date and the remaining 75% vesting in 36 substantially equal monthly installments thereafter, subject to each respective employee’s continued service with the Company.

These inducement grants were approved by Compass Therapeutics Compensation Committee of the Board of Directors as a material inducement to employment. They were granted outside of the Company’s 2020 Stock Option and Incentive Plan and are subject to the Company’s 2025 Inducement Plan and the applicable award agreements.

About Compass Therapeutics

Compass Therapeutics, Inc. is a clinical-stage oncology-focused biopharmaceutical company developing proprietary antibody-based therapeutics to treat multiple human diseases. Compass’s scientific focus is on the relationship between angiogenesis, the immune system, and tumor growth. The company pipeline of novel product candidates is designed to target multiple critical biological pathways required for an effective anti-tumor response. These include modulation of the microvasculature via angiogenesis-targeted agents, induction of a potent immune response via activators on effector cells in the tumor microenvironment, and alleviation of immunosuppressive mechanisms used by tumors to evade immune surveillance. Compass plans to advance its product candidates through clinical development and commercialization as both standalone therapies and in combination with proprietary pipeline antibodies based on supportive clinical and nonclinical data. The company was founded in 2014 and is headquartered in Boston, Massachusetts. For more information, visit the Compass Therapeutics website at https://www.compasstherapeutics.com.

Investor Contact
ir@compasstherapeutics.com 

Media Contact
Anna Gifford, Chief of Staff
media@compasstherapeutics.com 
617-500-8099

FAQ

How many stock options did Compass Therapeutics (CMPX) grant on January 5, 2026?

Compass granted a total of 2,000,000 non‑qualified stock options (1,000,000 to each new CCO and CMO).

What is the exercise price and effective date for the CMPX inducement grants?

The exercise price is $5.17, equal to the company’s closing price on January 2, 2026.

What are the term and vesting schedule of the CMPX inducement options?

Each option has a 10‑year term and vests over four years: 25% after one year, then 36 substantially equal monthly installments.

Under which plan were the CMPX inducement grants made and who approved them?

The grants were made under the 2025 Inducement Plan and were approved by the company’s Compensation Committee.

Do the CMPX inducement grants affect existing stock option plans?

Yes; the grants were made outside the company’s 2020 Stock Option and Incentive Plan and are subject to the 2025 Inducement Plan and award agreements.

What shareholder impact should investors consider from the CMPX January 2026 grants?

Investors should note the 2,000,000 options could lead to dilution if exercised and will use share capacity under the 2025 Inducement Plan.