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

Rhea-AI Summary

Fulcrum Therapeutics (Nasdaq: FULC) announced an inducement grant under Nasdaq Listing Rule 5635(c)(4) for one newly hired employee on an effective date of December 1, 2025. The company granted 5,250 non-statutory stock options at an exercise price of $9.87 per share (the closing price on the grant date).

The options carry a 10-year term and vest over four years: 25% on the first anniversary of the employee’s start date, then 6.25% each quarter for the following 12 quarters, subject to continued service. The award was made pursuant to the company’s 2022 Inducement Stock Incentive Plan.

Key Figures

Inducement options granted 5,250 options Grant to one new employee under 2022 Inducement Plan

Exercise price $9.87 per share Closing price on grant effective date, December 1, 2025

Option term 10 years Non-statutory stock options issued under inducement plan

Vesting period 4 years 25% at first anniversary, remainder quarterly over 12 quarters

Initial vesting 25% of shares Cliff vesting on first anniversary of start date

Quarterly vesting rate 6.25% per quarter Equal installments over twelve quarters after first anniversary

Current share price $8.90 Price before inducement grant news publication

Market Reality Check

$8.90 Last Close

Volume Volume 1,680,551 vs 20-day average 787,305 (relative volume 2.13) ahead of this filing high

Technical Price $8.90 is trading above the 200-day MA of $6.58

Peers on Argus

Peers show mixed moves: LXRX -1.41%, AUTL -1.90%, LRMR -0.54%, PRTC +12.74%, SLDB -3.03%, suggesting stock-specific factors rather than a uniform sector trend.

Common Catalyst Same-day peer headlines center on clinical trial data and presentations, contrasting with FULC’s HR-focused inducement grant disclosure.

Historical Context

Date	Event	Sentiment	Move	Catalyst
Dec 02	Clinical data event	Positive	-9.3%	Planned investor event to review new PIONEER Phase 1b data.
Nov 07	Inducement grants	Neutral	+0.5%	Equity inducement grants to new hires under 2022 plan.
Nov 03	Clinical conference data	Positive	-7.2%	Announcement of new PIONEER trial data at ASH meeting.
Oct 29	Earnings and pipeline	Positive	-6.4%	Q3 2025 results with encouraging pociredir Phase 1b update.
Oct 22	Earnings call notice	Neutral	-6.8%	Scheduling of Q3 2025 results call and webcast.

Pattern Detected

Recent news skewed toward positive clinical and financial updates, yet four of five prior events were followed by single-day share price declines, while a prior inducement grant filing saw a small gain.

Recent Company History

Over the last few months, Fulcrum highlighted clinical progress for pociredir in sickle cell disease and financial updates. On Oct 29, 2025, Q3 results showed encouraging Phase 1b PIONEER data and cash of $200.6M, but the stock fell 6.4%. Multiple ASH-related clinical data announcements on Nov 3 and Dec 2, 2025 also coincided with declines of 7.21% and 9.32%. In contrast, a prior inducement grant press release on Nov 7, 2025 saw a modest 0.52% gain, suggesting routine HR equity updates have had limited impact versus clinical catalysts.

Market Pulse Summary

This announcement details a routine inducement equity grant of 5,250 non-statutory stock options at an exercise price of $9.87, vesting over four years under Nasdaq Listing Rule 5635(c)(4). It follows a similar inducement filing on November 7, 2025 and comes after several clinical and earnings updates that previously coincided with share price declines. Investors often track these grants alongside insider Form 4 activity and prior 10‑Q disclosures to understand ongoing equity-based compensation and governance practices.

Key Terms

non-statutory stock options financial

"announced that the company granted non-statutory stock options to one new employee"

Non-statutory stock options are a type of reward that companies give to employees, allowing them to buy company shares at a set price within a certain period. Unlike formal or government-approved plans, these options are more flexible but may have different tax implications. For investors, they can influence a company's stock price and financial health, making them an important factor to consider.

Nasdaq Listing Rule 5635(c)(4) regulatory

"as an inducement material to the new employee entering into employment with Fulcrum 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.

inducement stock incentive plan financial

"pursuant to the company’s 2022 Inducement Stock Incentive Plan, as amended, or the plan"

An inducement stock incentive plan is a program that gives newly hired employees or executives shares or stock-based awards as a reward for joining a company and to encourage them to stay and perform. For investors, it matters because these grants can dilute existing shareholders, increase reported compensation costs, and signal how a company is investing in talent—similar to a signing bonus mixed with a stake in the business.

exercise price financial

"options to purchase shares... at an exercise price of $9.87 per share"

The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.

AI-generated analysis. Not financial advice.

CAMBRIDGE, Mass., Dec. 05, 2025 (GLOBE NEWSWIRE) -- Fulcrum Therapeutics, Inc.^® (Nasdaq: FULC), a clinical-stage biopharmaceutical company focused on developing small molecules to improve the lives of patients with genetically defined rare diseases, today announced that the company granted non-statutory stock options to one new employee. Fulcrum granted stock options to purchase shares of the company’s common stock pursuant to the company’s 2022 Inducement Stock Incentive Plan, as amended, or the plan, as an inducement material to the new employee entering into employment with Fulcrum in accordance with Nasdaq Listing Rule 5635(c)(4).

Fulcrum granted the new employee 5,250 options to purchase shares of the company’s common stock at an exercise price of $9.87 per share, the closing price per share of Fulcrum’s common stock as reported on the grant effective date, December 1, 2025. The options have a ten-year term and vest over four years, with 25% of the original number of shares vesting on the first anniversary of the applicable employee’s start date and an additional 6.25% of the shares vesting in equal quarterly installments over the twelve successive quarters following the first anniversary, subject to the applicable employee’s continued service with the company through the applicable vesting dates.

About Fulcrum Therapeutics

Fulcrum Therapeutics is a clinical-stage biopharmaceutical company focused on developing small molecules to improve the lives of patients with genetically defined rare diseases in areas of high unmet medical need. Fulcrum’s lead clinical program is pociredir, a small molecule designed to increase expression of fetal hemoglobin for the treatment of sickle cell disease. Fulcrum uses proprietary technology to identify drug targets that can modulate gene expression to treat the known root cause of gene mis-expression. For more information, visit http://www.fulcrumtx.com and follow us on X (@FulcrumTx) and LinkedIn.

Contact:

Kevin Gardner
LifeSci Advisors, LLC
kgardner@lifesciadvisors.com
617-283-2856

FAQ

What did Fulcrum (FULC) grant on December 1, 2025?

Fulcrum granted 5,250 non-statutory stock options at an exercise price of $9.87 per share, effective December 1, 2025.

What is the vesting schedule for the FULC inducement options?

Options vest over four years: 25% on the first anniversary, then 6.25% each quarter for the next 12 quarters, subject to continued service.

How long is the term for the Fulcrum inducement stock options (FULC)?

The options have a 10-year term from the grant effective date.

Under which plan were the FULC inducement options granted?

The options were granted under Fulcrum’s 2022 Inducement Stock Incentive Plan, as amended.

Why did Fulcrum (FULC) make this inducement grant under Nasdaq Rule 5635(c)(4)?

The grant was made as an inducement material to a new employee entering employment, in accordance with Nasdaq Listing Rule 5635(c)(4).