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

Fortrea uses equity inducement awards, including PSUs and RSUs for its new CFO, to support hiring under its 2025 Inducement Award Plan.

Rhea-AI Summary

Fortrea (FTRE) granted inducement equity awards under Nasdaq Listing Rule 5635(c)(4) on September 10, 2026, to five newly hired employees, including its new Chief Financial Officer, Jason Knoblauch.

The awards to Mr. Knoblauch comprise 106,755 performance share units (PSUs), which may vest at the end of a three-year period subject to specified performance goals, and 144,434 restricted stock units (RSUs) that vest in three equal annual installments from the grant date. Vesting of these awards generally requires his continuous employment, with the possibility of earlier vesting upon a change of control and certain termination events. All awards were approved by the independent directors and granted under Fortrea’s Amended and Restated 2025 Inducement Award Plan.

News Explained

On September 10, 2026, Fortrea granted inducement awards to five new employees; beyond the CFO awards, the other awards included 157,500 RSUs vesting in three equal annual installments, subject to continuous employment.

Market Context

FTRE was down 1.58% at the prior close before the grant announcement; the June 26 CFO appointment in...

Analysis

FTRE was down 1.58% at the prior close before the grant announcement; the June 26 CFO appointment involving the same executive had a -0.34% 24-hour reaction. The records frame this as a compensation follow-up, not a new appointment.

Key Figures

Newly hired employees: 5 employees CFO PSUs: 106,755 PSUs CFO RSUs: 144,434 RSUs +1 more

Newly hired employees

5 employees

Recipients of inducement awards

CFO PSUs

106,755 PSUs

Three-year vesting period subject to performance goals

CFO RSUs

144,434 RSUs

Vest in three equal annual installments

Other employee RSUs

157,500 RSUs

Vest in three equal annual installments

Historical Context

1 past event · Latest: Jun 26

1 event

1. Jun 26

   CFO appointment

   24h Move

   -0.3%

   Knoblauch became CFO and Fortrea reaffirmed full-year 2026 guidance

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

Key Terms

cro, restricted stock units, performance share units, nasdaq listing rule 5635(c)(4)

4 terms

cro technical

"a leading global contract research organization (“CRO”)"

CRO stands for Contract Research Organization, a company that helps pharmaceutical and biotech firms manage and carry out clinical trials to test new medicines. For investors, CROs are important because they enable drug companies to develop new treatments more efficiently, potentially accelerating the path to market and affecting the company's growth prospects and success.

restricted stock units financial

"granting of an inducement award of restricted stock units"

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.

performance share units financial

"and performance share units (“PSUs”)"

Performance share units are a type of company stock award given to employees that depend on the company meeting specific goals or targets. If these goals are achieved, the employee receives shares or the value of shares; if not, they may receive little or no compensation. This aligns employees’ interests with the company's success and encourages performance that benefits investors.

nasdaq listing rule 5635(c)(4) regulatory

"follow 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.

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

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DURHAM, N.C., Sept. 10, 2026 (GLOBE NEWSWIRE) -- Fortrea (Nasdaq: FTRE) (the “Company”), a leading global contract research organization (“CRO”), today announced the granting of an inducement award of restricted stock units (“RSUs”) and performance share units (“PSUs”) on September 10, 2026, to five newly hired employees.

Included in these awards were grants of employment inducement awards to Jason Knoblauch, the Company’s recently appointed Chief Financial Officer, as an inducement material to Mr. Knoblauch becoming a new employee of the Company. The grants were previously approved by the independent members of the Company’s Board of Directors. The awards consisted of (i) 106,755 PSUs that will vest, if at all, at the end of a three-year vesting period subject to certain performance goals and (ii) 144,434 restricted stock units (“RSUs”) that vest in three equal annual installments from the grant date. In each case, vesting of the PSUs and RSUs is subject to Mr. Knoblauch’s continuous employment through the applicable vesting date or earlier vesting due to a change of control and certain termination events.

The other awards consisted of 157,500 RSUs that vest in three equal annual installments from the grant date, subject to the employee’s continuous employment through the applicable vesting date.

The RSUs and PSUs are subject to the terms and conditions of the Company’s Amended and Restated 2025 Inducement Award Plan and the award agreements covering the grants. These awards follow Nasdaq Listing Rule 5635(c)(4) and are intended as an inducement material to the individual becoming a new employee of the Company.

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 100 countries is scaled to deliver focused and agile solutions to clients globally. Learn more about how Fortrea is streamlining drug development at Fortrea.com and follow us on LinkedIn, X and Bluesky.

Fortrea Contacts:

Tracy Krumme (Investors) – 984-385-6707, Tracy.Krumme@fortrea.com
Sue Zaranek (Media) – 919-943-5422, media@fortrea.com
Kate Dillon (Media) – 646-818-9115, kdillon@prosek.com

FAQ

What inducement equity awards did the other newly hired Fortrea employees receive?

In addition to the awards granted to the Chief Financial Officer, the other newly hired employees received a total of 157,500 RSUs. These RSUs vest in three equal annual installments from the grant date, subject to each employee’s continuous employment through the applicable vesting date.

What plan governs these inducement awards at Fortrea?

The RSUs and PSUs granted as inducement awards are subject to the terms and conditions of Fortrea’s Amended and Restated 2025 Inducement Award Plan and the specific award agreements covering each grant.

Why were these awards structured under Nasdaq Listing Rule 5635(c)(4)?

These equity awards were granted in accordance with Nasdaq Listing Rule 5635(c)(4) and are intended as an inducement that is material to the individuals becoming new employees of Fortrea.