Equillium Reports Inducement Grants Under Nasdaq Listing Rule 5635(c)(4)

Rhea-AI Summary

Equillium (Nasdaq: EQ) granted inducement stock options to two new employees on January 30, 2026 for an aggregate of 59,750 shares under its 2024 Inducement Plan. Each option has an exercise price of $1.42 (closing price on January 30, 2026) and vests over four years.

Vesting: 25% on the one-year anniversary, then monthly over 36 months, subject to continued service and plan/agreement terms.

Key Figures

Inducement options: 59,750 shares Option exercise price: $1.42 per share Vesting period: 4 years +2 more

5 metrics

Inducement options 59,750 shares Aggregate nonstatutory stock options granted to two new employees

Option exercise price $1.42 per share Equal to EQ’s closing price on January 30, 2026

Vesting period 4 years Total vesting duration for the inducement stock options

Initial vesting tranche 25% Cliff vesting on the one-year anniversary of vesting commencement

Remainder vesting 36 months Monthly vesting of remaining shares after the first year

Market Reality Check

Price: $1.51 Vol: Volume 1,018,269 is 1.87x...

high vol

$1.51 Last Close

Volume Volume 1,018,269 is 1.87x the 20-day average of 545,896, indicating elevated trading ahead of this filing. high

Technical Shares trade above the 200-day MA, with price at $1.42 versus MA(200) at $0.95.

Peers on Argus

EQ was up 2.9% with mixed peer moves: BMEA (-4.27%), CRBP (-3.27%), ZURA (-3.89%...

EQ was up 2.9% with mixed peer moves: BMEA (-4.27%), CRBP (-3.27%), ZURA (-3.89%) weaker, while FATE (+1.71%) and AVTX (+0.47%) were modestly positive, pointing to stock-specific dynamics rather than a coordinated biotech move.

Historical Context

5 past events · Latest: Nov 20 (Neutral)

Pattern 5 events

Date	Event	Sentiment	Move	Catalyst
Nov 20	Investor conferences	Neutral	+0.0%	Management participation in two early-December 2025 healthcare investor conferences.
Nov 13	Earnings & financing	Negative	-9.1%	Q3 2025 results with revenue at $0 and a reported net loss.
Nov 04	Investor conferences	Neutral	-7.1%	Announcement of November 2025 conference presentations and webcast access.
Nov 03	Inducement grant	Neutral	+9.9%	Inducement stock option for 7,200 shares under the 2024 Inducement Plan.
Oct 22	KOL event	Neutral	-6.5%	Announcement of a UC KOL event and plans for an EQ504 Phase 1 study.

Pattern Detected

Recent EQ news often shows price divergence on non-fundamental events like conferences and inducement grants, while earnings news aligned with a negative move.

Recent Company History

Over the last few months, Equillium announcements have focused on conferences, capital structure, and its EQ504 program. A Q3 2025 update on Nov 13 combined financials and a private placement and saw the stock fall 9.09%. Multiple conference participation releases in Oct–Nov 2025 generated muted to negative moves, while an earlier inducement grant on Oct 31, 2025 coincided with a 9.93% gain. Today’s new inducement grants continue this pattern of equity-based compensation updates rather than major clinical or financial catalysts.

Regulatory & Risk Context

Active S-3 Shelf · $250,000,000

Shelf Active

Active S-3 Shelf Registration 2025-11-13

$250,000,000 registered capacity

Equillium has an active Form S-3 shelf filed on 2025-11-13 to offer up to $250,000,000 of securities, including an at-the-market program of up to $75,000,000 of common stock through LifeSci Capital. The filing shows 0 recorded usages so far in this context, and the shelf is noted as not yet effective here.

Market Pulse Summary

This announcement details routine inducement stock option grants for new employees, covering 59,750 ...

Analysis

This announcement details routine inducement stock option grants for new employees, covering 59,750 shares at an exercise price of $1.42 with a standard four-year vesting schedule. It follows a series of equity compensation actions and capital-raising tools, including a $250,000,000 S-3 shelf and an ATM facility of up to $75,000,000. Investors monitoring Equillium may focus on how such grants evolve alongside future EQ504 milestones, financing use under the shelf, and subsequent earnings updates.

Key Terms

nasdaq listing rule 5635(c)(4), nonstatutory stock options, inducement plan, vesting commencement date

4 terms

nasdaq listing rule 5635(c)(4) regulatory

"granted inducement awards ... 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.

nonstatutory stock options financial

"granted inducement awards consisting of nonstatutory stock options to purchase"

A nonstatutory stock option is a company-issued right that lets an employee or contractor buy shares later at a set price, but it does not qualify for special tax breaks. Think of it like a voucher to buy stock at today’s price; when used, the difference between market price and voucher price is taxed as ordinary income to the holder. Investors care because these options create potential share dilution, affect reported compensation costs, and influence employee incentives and cash flow when taxes and withholdings are settled.

inducement plan financial

"to two new employees under Equillium’s 2024 Inducement Plan"

An inducement plan is a program a company creates to encourage employees or new hires to stay or join by offering special benefits or rewards. It’s like a company giving extra bonuses or perks to persuade someone to choose their job over others, helping the company attract and keep talented workers.

vesting commencement date financial

"on the one-year anniversary of the applicable vesting commencement date"

The vesting commencement date is the starting point when an employee begins earning ownership rights to their promised benefits, such as stock options or retirement contributions. Think of it like the day a savings account is opened—only after this date do the benefits start to grow and become fully available over time. It matters to investors because it marks when the clock begins ticking toward full ownership, affecting the timing and value of these benefits.

AI-generated analysis. Not financial advice.

LA JOLLA, Calif., Feb. 02, 2026 (GLOBE NEWSWIRE) -- Equillium, Inc. (Nasdaq: EQ), a biotechnology innovator developing novel therapies to treat severe autoimmune and inflammatory disorders, today announced that on January 30, 2026, the Compensation Committee of Equillium’s Board of Directors granted inducement awards consisting of nonstatutory stock options to purchase an aggregate of 59,750 shares of common stock to two new employees under Equillium’s 2024 Inducement Plan. The Compensation Committee approved the stock option as an inducement material to such employees’ employment in accordance with Nasdaq Listing Rule 5635(c)(4).

Each stock option has an exercise price per share equal to $1.42, Equillium’s closing stock price on January 30, 2026, and will vest over four years, with 25% of the underlying shares vesting on the one-year anniversary of the applicable vesting commencement date and the balance of the underlying shares vesting monthly thereafter over 36 months, subject to the new employee’s continued service relationship with Equillium through the applicable vesting dates. The stock option is subject to the terms and conditions of Equillium’s 2024 Inducement Plan and the terms and conditions of an applicable stock option agreement covering the grant.

About Equillium
Equillium is a biotechnology innovator developing novel therapies to treat severe autoimmune and inflammatory disorders. The company’s lead therapeutic candidate is EQ504, a potent and selective aryl hydrocarbon receptor (AhR) modulator designed with a multi-modal, non-immunosuppressive mechanism of action to be complementary to other inflammation and immunology agents. EQ504 is an investigational therapeutic program with potential for targeted, local delivery via enteric coating for the treatment of ulcerative colitis and other gastrointestinal diseases or inhaled formulations for the treatment of inflammatory lung diseases.

For more information, visit www.equilliumbio.com.

Forward Looking Statements
Statements contained in this press release regarding matters that are not historical facts are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as "anticipate", "believe", “could”, “continue”, "expect", "estimate", “may”, "plan", "outlook", “future” and "project" and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. Because such statements are subject to risks and uncertainties, many of which are outside of Equillium’s control, actual results may differ materially from those expressed or implied by such forward-looking statements. Risks that contribute to the uncertain nature of the forward-looking statements include: Equillium’s ability to execute its plans and strategies; risks related to performing clinical studies; and whether the results from clinical studies will validate and support the safety and efficacy of Equillium’s product candidates. These and other risks and uncertainties are described more fully under the caption "Risk Factors" and elsewhere in Equillium's filings and reports, which may be accessed for free by visiting the Securities and Exchange Commission’s website at www.sec.gov and on Equillium’s website under the heading “Investors.” Investors should take such risks into account and should not rely on forward-looking statements when making investment decisions. All forward-looking statements contained in this press release speak only as of the date on which they were made. Equillium undertakes no obligation to update such statements to reflect events that occur or circumstances that exist after the date on which they were made, except as required by law.

Investor Contact 
PJ Kelleher
LifeSci Advisors, LLC
+1-617-430-7579
pkelleher@lifesciadvisors.com

FAQ

What inducement grants did Equillium (EQ) announce on February 2, 2026?

Equillium announced nonstatutory stock options totaling 59,750 shares granted to two new employees. According to the company, the grants were made under the 2024 Inducement Plan on January 30, 2026 as material inducements under Nasdaq Rule 5635(c)(4).

What is the exercise price and vesting schedule for Equillium (EQ) inducement options?

Each inducement option has an exercise price of $1.42, equal to the January 30, 2026 closing price. According to the company, options vest 25% after one year then monthly over 36 months, subject to continued employment and plan terms.

How many employees received option grants in Equillium's (EQ) January 30, 2026 award?

Two new employees received the inducement option grants totaling 59,750 shares. According to the company, the awards were approved by the Compensation Committee as material inducements under Nasdaq Listing Rule 5635(c)(4).

Do Equillium's (EQ) inducement options affect shareholder approval requirements under Nasdaq rules?

The Compensation Committee approved the options as inducement awards under Nasdaq Listing Rule 5635(c)(4), which permits grants without shareholder approval in specified circumstances. According to the company, the grants comply with the conditions of that rule.

Where can investors find the terms governing Equillium's (EQ) inducement stock options?

The options are subject to the 2024 Inducement Plan and individual stock option agreements detailing terms and conditions. According to the company, those governing documents define exercise price, vesting, and service conditions for the grants.