Esperion Announces Inducement Grants Under NASDAQ Listing Rule 5635(c)(4)

Rhea-AI Summary

Esperion (NASDAQ: ESPR) announced on February 10, 2026 the grant of 40,200 restricted stock units (RSUs) to 11 newly hired employees under its 2017 Inducement Equity Incentive Plan pursuant to NASDAQ Rule 5635(c)(4).

The RSUs vest 25% at one year, with the remaining 75% vesting in twelve equal quarterly installments, subject to continued employment and plan terms.

Key Figures

Inducement RSUs granted: 40,200 RSUs New employees: 11 employees Initial vesting portion: 25 percent +4 more

7 metrics

Inducement RSUs granted 40,200 RSUs Granted to 11 new employees on February 10, 2026

New employees 11 employees Recipients of inducement RSU awards

Initial vesting portion 25 percent Vests on one-year anniversary of vesting commencement date

Remaining vesting portion 75 percent Vests in twelve equal quarterly installments after first anniversary

Quarterly installments 12 installments For remaining 75 percent of RSUs after first anniversary

Marketed therapies 2 therapies Oral, once-daily, non-statin LDL-C therapies currently marketed

Countries with approvals more than 40 countries Global approvals for Esperion’s LDL-C therapies

Market Reality Check

Price: $3.46 Vol: Volume 3,567,877 is below...

normal vol

$3.46 Last Close

Volume Volume 3,567,877 is below the 20-day average 5,035,284 (relative volume 0.71x). normal

Technical Price $3.46 is trading above the 200-day MA $2.33 and 17.13% below the 52-week high.

Peers on Argus

ESPR gained 2.11% while most close peers (AQST, SIGA, EOLS, ORGO) were negative ...

ESPR gained 2.11% while most close peers (AQST, SIGA, EOLS, ORGO) were negative and AKBA was modestly positive, indicating stock-specific factors rather than a broad sector move.

Historical Context

5 past events · Latest: Jan 11 (Positive)

Pattern 5 events

Date	Event	Sentiment	Move	Catalyst
Jan 11	Business update	Positive	-8.5%	Preliminary 2025 results and long-term Vision 2040 growth strategy.
Jan 05	Conference participation	Neutral	+2.7%	Announcement of presentation at J.P. Morgan Healthcare Conference.
Dec 19	Guideline inclusion	Positive	+3.4%	ACC statement recommending bempedoic acid for PAD with diabetes.
Dec 09	Inducement grants	Neutral	+1.1%	Inducement stock options and RSUs under 2017 plan including CCO grant.
Nov 21	Product launch	Positive	+4.4%	Partner Otsuka’s launch of NEXLETOL in Japan with milestone payment.

Pattern Detected

Recent ESPR news has usually seen positive price reactions, with one notable divergence where shares fell on otherwise constructive preliminary 2025 results and guidance.

Recent Company History

Over the last few months, ESPR has reported multiple commercial and strategic milestones, including Japan’s NEXLETOL launch with a $90M near-term payment and favorable PAD/diabetes guideline inclusion for bempedoic acid. Preliminary 2025 results and Vision 2040 guidance on Jan 11, 2026 were followed by an -8.51% move, contrasting prior positive reactions to Japan launch and ACC recommendation. Today’s inducement RSU grants resemble the Dec 9, 2025 inducement awards, which had a modestly positive reaction.

Market Pulse Summary

This announcement details inducement grants of 40,200 RSUs to 11 new employees under Esperion’s 2017...

Analysis

This announcement details inducement grants of 40,200 RSUs to 11 new employees under Esperion’s 2017 Inducement Equity Incentive Plan, following standard four-year vesting mechanics. It comes after several months of commercially focused news, including Japan’s NEXLETOL launch and positive guideline inclusion for bempedoic acid. Investors monitoring ESPR often track how such equity awards interact with prior insider Form 4 activity and upcoming business updates when assessing overall equity compensation and potential supply dynamics.

Key Terms

restricted stock units, rsus, nasdaq listing rule 5635(c)(4), equity incentive plan, +2 more

6 terms

restricted stock units financial

"the Company granted 11 new employees 40,200 restricted stock units (RSUs)"

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.

rsus financial

"40,200 restricted stock units (RSUs) under Esperion’s 2017 Inducement"

RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.

nasdaq listing rule 5635(c)(4) regulatory

"pursuant to Rule 5635(c)(4) of the NASDAQ Listing Rules"

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.

equity incentive plan financial

"Esperion’s 2017 Inducement Equity Incentive Plan is used exclusively"

An equity incentive plan is a program that gives employees, executives or directors the right to receive company stock or options to buy stock as part of their pay. Think of it as offering slices of future company profit to motivate people to boost long‑term performance; for investors it matters because it can align employee goals with shareholder value but also increases the number of shares outstanding, which can dilute existing ownership.

low-density lipoprotein cholesterol (ldl-c) medical

"maintain their low-density lipoprotein cholesterol (LDL-C) levels"

Low-density lipoprotein cholesterol (LDL-C) is the portion of blood cholesterol carried by particles that deliver cholesterol to arteries; think of LDL-C as delivery trucks that can leave sticky deposits in vessel walls. Investors care because high LDL-C levels drive demand for tests, medications, medical devices and preventive care, influence clinical trial outcomes and regulatory decisions, and help determine future healthcare spending and revenue for companies in the cardiovascular sector.

primary sclerosing cholangitis medical

"including treatments for Primary Sclerosing Cholangitis and renal diseases"

A chronic disease in which the tubes that carry bile from the liver become inflamed and scarred, gradually blocking flow and potentially causing liver damage or failure; think of it like corrosion and narrowing in the body’s plumbing that disrupts normal cleanup and digestion. It matters to investors because there is no widely effective cure, so diagnostic advances, drugs, or procedures that slow progression can create meaningful commercial markets and clinical trial, regulatory and pricing risks that affect valuations in healthcare and biotech companies.

AI-generated analysis. Not financial advice.

ANN ARBOR, Mich., Feb. 11, 2026 (GLOBE NEWSWIRE) -- Esperion (NASDAQ: ESPR) today announced that on February 10, 2026, the Company granted 11 new employees 40,200 restricted stock units (RSUs) under Esperion’s 2017 Inducement Equity Incentive Plan.

The 2017 Inducement Equity Incentive Plan is used exclusively for the grant of equity awards to individuals who were not previously an employee or non-employee director of Esperion (or following a bona fide period of non-employment), as an inducement material to such individual's entering into employment with Esperion, pursuant to Rule 5635(c)(4) of the NASDAQ Listing Rules.

Each RSU will vest and become exercisable as to 25 percent of the shares on the one-year anniversary of the recipient’s vesting commencement date and will vest and become exercisable as to the remaining 75 percent of the shares in twelve equal quarterly installments at the end of each quarter following such anniversary, in each case, subject to each such employee's continued employment with Esperion on such vesting dates. The RSUs are subject to the terms and conditions of Esperion’s 2017 Inducement Equity Incentive Plan, and the terms and conditions of the RSU agreement covering the grant.

Esperion Therapeutics
Esperion Therapeutics, Inc. is a commercial-stage biopharmaceutical company dedicated to developing and delivering innovative cardiometabolic and rare/orphan disease therapies. The Company leverages deep domain expertise in ACLY biology to develop and commercialize transformative medicines for patients worldwide. Esperion currently markets two oral, once-daily, non-statin therapies for patients struggling to maintain their low-density lipoprotein cholesterol (LDL-C) levels and are at risk of cardiovascular disease.

With a broad U.S. commercial infrastructure and global approvals across more than 40 countries, Esperion is well positioned to serve as a partner-of-choice for global innovators seeking U.S. market access through acquisition, in-license, co-promotion and revenue share opportunities. In tandem, the Company is advancing its leadership in ACLY biology to build a diversified pipeline of novel product candidates, including treatments for Primary Sclerosing Cholangitis and renal diseases. For more information, visit esperion.com and follow Esperion on LinkedIn and X.

Esperion Contact Information: 
Investors:  
Alina Venezia 
investorrelations@esperion.com
(734) 887-3903 

Media:  
Tiffany Aldrich  
corporateteam@esperion.com
(616) 443-8438 

FAQ

What did Esperion (ESPR) announce on February 10, 2026 about employee equity grants?

Esperion granted 40,200 RSUs to 11 new employees as inducement awards. According to the company, the awards were made under its 2017 Inducement Equity Incentive Plan pursuant to NASDAQ Rule 5635(c)(4). Vesting requires continued employment and follows a one-year cliff then quarterly vesting.

How do the new RSUs for ESPR employees vest and when do shareholders expect dilution?

The RSUs vest 25% at one year, then 75% in twelve equal quarterly installments. According to the company, vesting is subject to continued employment; the press release does not quantify total outstanding shares or estimated dilution from the grant.

Under which plan were the ESPR inducement grants issued and who is eligible?

The awards were issued under Esperion's 2017 Inducement Equity Incentive Plan, reserved for new hires or those returning after bona fide non-employment. According to the company, the plan is used solely for inducement awards pursuant to NASDAQ Rule 5635(c)(4).

What conditions must ESPR employees meet to receive the full RSU vesting?

Recipients must remain employed through each vesting date to realize the awards. According to the company, 25% vests after one year and the remaining 75% vests in equal quarterly installments thereafter, all subject to the RSU agreement and plan terms.

Does the Esperion announcement disclose financial impact or share count effect for ESPR shareholders?

No specific financial impact or share-count effect was disclosed in the announcement. According to the company, the release details grant size and vesting but does not provide outstanding share numbers or estimated dilution metrics for shareholders.