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

Cytokinetics (CYTK) granted inducement equity awards on September 15, 2026 to 23 recent employees, consisting of options to purchase 52,834 shares of common stock and 35,025 restricted stock units (RSUs), under Nasdaq Listing Rule 5635(c)(4).

Rhea-AI Summary

Cytokinetics (CYTK) granted inducement equity awards on September 15, 2026 to 23 recent employees, consisting of options to purchase 52,834 shares of common stock and 35,025 restricted stock units (RSUs), under Nasdaq Listing Rule 5635(c)(4).

The RSUs vest over three years, with 40% vesting on each of the first and second anniversaries of the grant date and 20% on the third, subject to continued service. The stock options have a 10-year term, an exercise price of $69.31 per share equal to the September 15, 2026 closing price, and vest over four years, with 25% after one year and the remainder monthly over the following 36 months, subject to continued service and the company’s equity plan documents.

News Explained

The September 15 grants create potential future share issuance rather than issuing all underlying shares immediately. RSUs settle in shares upon vesting, while options are subject to vesting and an exercise price; shares ultimately issued would increase the share count and reduce existing holders’ percentage ownership absent offsetting changes.

Market Context

The Aug 18 inducement-grant announcement had a recorded 2.16% 24-hour price reaction; it provides a ...

Analysis

The Aug 18 inducement-grant announcement had a recorded 2.16% 24-hour price reaction; it provides a directly comparable prior award disclosure for today's options-and-RSUs announcement.

Key Figures

Stock options: 52,834 shares Restricted stock units: 35,025 RSUs Employees receiving awards: 23 employees +4 more

Stock options

52,834 shares

Inducement grants to 23 employees

Restricted stock units

35,025 RSUs

Settled in common shares upon vesting

Employees receiving awards

23 employees

Employees whose employment commenced in August and September 2026

Option exercise price

$69.31 per share

Equal to the September 15, 2026 closing price

RSU vesting period

3 years

40% at year one, 40% at year two and 20% at year three

Option vesting period

4 years

One-quarter at year one and monthly installments thereafter

Option term

10 years

Term of the granted stock options

Historical Context

1 past event · Latest: Aug 18

1 event

1. Aug 18

   Inducement grants

   24h Move

   +2.2%

   Prior inducement awards covered options and RSUs for 12 new employees under Rule 5635(c)(4).

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

Key Terms

restricted stock units, nasdaq listing rule 5635(c)(4), material inducement

3 terms

restricted stock units financial

"and 35,025 restricted stock units (RSUs) that will be settled in shares"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

nasdaq listing rule 5635(c)(4) regulatory

"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.

material inducement regulatory

"as a material inducement to their employment"

A material inducement is a significant incentive or benefit offered to persuade someone to take a particular action or enter an agreement, such as a cash payment, equity award or other important perk. For investors it matters because these inducements can increase company costs or share dilution, shape management and employee behavior, and signal potential conflicts of interest — think of it like a large signing bonus that changes the economics and incentives of a deal.

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

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SOUTH SAN FRANCISCO, Calif., Sept. 17, 2026 (GLOBE NEWSWIRE) -- Cytokinetics, Incorporated (Nasdaq: CYTK) today announced that on September 15, 2026 it granted stock options to purchase an aggregate of 52,834 shares of common stock and 35,025 restricted stock units (RSUs) that will be settled in shares of common stock upon vesting to 23 employees, whose employment commenced in August and September 2026 as a material inducement to their employment.

The RSUs will vest over 3 years, with 40% of the RSUs vesting on the first anniversary of the applicable grant date, an additional 40% of the RSUs vesting on the second anniversary of the grant date and the final 20% vesting on the third anniversary of the grant date, in each case, subject to each respective employee’s continued service with the Company. The stock options that were granted are subject to an exercise price of $69.31 per share, which is equal to the closing price of the Company’s common stock on September 15, 2026 and will vest over 4 years, with 1/4^th of the shares underlying the employee’s option vesting on the one-year anniversary of the grant date and the remaining shares thereafter vesting in monthly installments at a rate of 1/48^th of the shares underlying such stock options over the subsequent 36 months, subject to each respective employee’s continued service with the Company. The stock options have a 10-year term. These awards are subject to the terms and conditions of the Company's Amended and Restated 2004 Equity Incentive Plan and the applicable award agreements pursuant to which the awards were granted.

The stock options and RSUs were granted as material inducements to employment in accordance with Nasdaq Listing Rule 5635(c)(4).

About Cytokinetics

Cytokinetics is a specialty cardiovascular biopharmaceutical company, building on its over 25 years of pioneering scientific innovations in muscle biology, and advancing a pipeline of potential new medicines for patients suffering from diseases of cardiac muscle dysfunction. Cytokinetics’ MYQORZO^® (aficamten) is a cardiac myosin inhibitor approved in the U.S., China, European Union and United Kingdom for the treatment of adults with symptomatic obstructive hypertrophic cardiomyopathy (oHCM). Following positive topline results in ACACIA-HCM, a Phase 3 clinical trial of aficamten in patients with non-obstructive HCM (nHCM), the company plans to submit a Supplemental New Drug Application in Q4 2026. Cytokinetics is also developing omecamtiv mecarbil, an investigational cardiac myosin activator for the potential treatment of patients with heart failure with severely reduced ejection fraction and ulacamten, an investigational cardiac myosin inhibitor for the potential treatment of heart failure with preserved ejection fraction, while continuing pre-clinical research and development in muscle biology.

For additional information about Cytokinetics, visit www.cytokinetics.com and follow us on X, LinkedIn, Facebook and YouTube.

Disclaimer 

Omecamtiv mecarbil and ulacamten are investigational medicines. They have not been approved nor determined to be safe or efficacious for any disease state or any indication by FDA or any other regulatory agency.

Forward-Looking Statements

This press release contains forward-looking statements for purposes of the Private Securities Litigation Reform Act of 1995 (the "Act"). Cytokinetics disclaims any intent or obligation to update these forward-looking statements and claims the protection of the Act's Safe Harbor for forward-looking statements. Examples of such statements include, but are not limited to, statements relating to Cytokinetics' and its partners' research and development activities of Cytokinetics’ product candidates. Such statements are based on management's current expectations, but actual results may differ materially due to various risks and uncertainties, including, but not limited to the risks related to Cytokinetics' business outlined in Cytokinetics' filings with the Securities and Exchange Commission particularly under the caption “Risk Factors” in Cytokinetics’ latest Annual Report on Form 10-K. Forward-looking statements are not guarantees of future performance, and Cytokinetics' actual results of operations, financial condition and liquidity, and the development of the industry in which it operates, may differ materially from the forward-looking statements contained in this press release. Any forward-looking statements that Cytokinetics makes in this press release speak only as of the date of this press release. Cytokinetics assumes no obligation to update its forward-looking statements whether as a result of new information, future events or otherwise, after the date of this press release.

CYTOKINETICS® and the CYTOKINETICS C-shaped logo are registered trademarks of Cytokinetics in the U.S. and certain other countries.

MYQORZO^® is a registered trademark of Cytokinetics in the U.S. and the European Union.

Contact:
Cytokinetics
Diane Weiser
Senior Vice President, Corporate Affairs
(415) 290-7757

FAQ

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

How do the RSUs granted by Cytokinetics vest?

The 35,025 RSUs vest over three years: 40% on the first anniversary of the applicable grant date, another 40% on the second anniversary, and the remaining 20% on the third anniversary, in each case subject to the respective employee’s continued service with the company.

What are the key terms of the stock options granted?

The stock options cover 52,834 shares at an exercise price of $69.31 per share, equal to the closing price of Cytokinetics’ common stock on September 15, 2026. They vest over four years, with one-quarter of the shares vesting on the one-year anniversary of the grant date and the remaining shares vesting in 36 equal monthly installments thereafter, and they have a 10-year term, all subject to continued service.

Under what plan and rule were these awards granted?

These stock options and RSUs were granted under Cytokinetics’ Amended and Restated 2004 Equity Incentive Plan as material inducements to employment, in accordance with Nasdaq Listing Rule 5635(c)(4), and are subject to the applicable award agreements.