Fortrea Announces Grant of Inducement Awards Under Nasdaq Listing Rule 5635(c)(4)

Rhea-AI Summary

Fortrea (Nasdaq: FTRE), a leading global contract research organization (CRO), has announced employment inducement awards for its new President and CEO, Anshul Thakral, effective August 4, 2025.

The compensation package includes 1,250,000 performance share units (PSUs) that vest after three years subject to performance goals, and 1,250,000 restricted stock units (RSUs) that vest in three equal annual installments. Both awards are contingent on continuous employment or earlier vesting due to change of control and certain termination events.

The grants were approved by independent board members under the Company's 2025 Inducement Award Plan, complying with Nasdaq Listing Rule 5635(c)(4).

Positive

• Appointment of new President and CEO
• Significant equity-based compensation package aligns executive interests with shareholders

Negative

• Potential dilution from 2.5 million new shares

News Market Reaction

+2.18%

25 alerts

+2.18% News Effect

+23.5% Peak in 1 hr 47 min

+$14M Valuation Impact

$643M Market Cap

1.4x Rel. Volume

On the day this news was published, FTRE gained 2.18%, reflecting a moderate positive market reaction. Argus tracked a peak move of +23.5% during that session. Our momentum scanner triggered 25 alerts that day, indicating elevated trading interest and price volatility. This price movement added approximately $14M to the company's valuation, bringing the market cap to $643M at that time.

Data tracked by StockTitan Argus on the day of publication.

DURHAM, N.C., Aug. 04, 2025 (GLOBE NEWSWIRE) -- Fortrea (Nasdaq: FTRE) (the “Company”), a leading global contract research organization (CRO), today announced that it issued grants of employment inducement awards to Anshul Thakral, the Company’s recently appointed President and Chief Executive Officer, as an inducement material to Mr. Thakral becoming a new employee of the Company. The grants were previously approved by the independent members of the Company’s Board of Directors and were made in connection with Mr. Thakral’s start date with the Company on August 4, 2025 (the “Effective Date”).

The awards consisted of (i) 1,250,000 performance share units (“PSUs”) that will vest, if at all, at the end of a three-year vesting period subject to certain performance goals and (ii) 1,250,000 restricted stock units (“RSUs”) that vest in three equal annual installments from the Effective Date. In each case, vesting of the PSUs and RSUs is subject to Mr. Thakral’s continuous employment through the applicable vesting date or earlier vesting due to a change of control and certain termination events.

The PSUs and RSUs were granted under the Company’s 2025 Inducement Award Plan to Mr. Thakral, who was not previously employed by the Company, as an inducement material to Mr. Thakral’s employment with the Company, pursuant to Rule 5635(c)(4) of the Nasdaq Listing Rules.

About Fortrea

Fortrea (Nasdaq: FTRE) is a leading global provider of clinical development solutions to the life sciences industry. We partner with emerging and large biopharmaceutical, biotechnology, medical device and diagnostic companies to drive healthcare innovation that accelerates life changing therapies to patients. Fortrea provides phase I-IV clinical trial management, clinical pharmacology and consulting services. Fortrea’s solutions leverage three decades of experience spanning more than 20 therapeutic areas, a passion for scientific rigor, exceptional insights and a strong investigator site network. Our talented and diverse team working in about 100 countries is scaled to deliver focused and agile solutions to customers globally. Learn more about how Fortrea is becoming a transformative force from pipeline to patient at Fortrea.com and follow us on LinkedIn and X (formerly Twitter).

Fortrea Contacts

Hima Inguva (Investors) – 877-495-0816, hima.inguva@fortrea.com

Sue Zaranek (Media) – 919-943-5422, media@fortrea.com

Kate Dillon (Media) – 646-818-9115, kdillon@prosek.com

FAQ

What compensation package did Fortrea (FTRE) offer to its new CEO?

Fortrea offered new CEO Anshul Thakral 2.5 million shares in total, consisting of 1.25 million PSUs vesting over three years based on performance goals, and 1.25 million RSUs vesting in three annual installments.

When does Anshul Thakral start as Fortrea's new CEO?

Anshul Thakral started as Fortrea's President and CEO on August 4, 2025.

What are the vesting conditions for Fortrea's CEO stock awards?

The PSUs vest after three years subject to performance goals, while RSUs vest in three equal annual installments. Both require continuous employment or trigger earlier vesting due to change of control and certain termination events.

Why did Fortrea issue these inducement awards?

The awards were issued as an inducement material to attract Anshul Thakral as the new CEO, who was not previously employed by the company, in compliance with Nasdaq Rule 5635(c)(4).