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

Rhea-AI Summary

Fulcrum Therapeutics (Nasdaq: FULC) granted non‑statutory inducement stock options to a new employee under its 2022 Inducement Stock Incentive Plan in accordance with Nasdaq Listing Rule 5635(c)(4). The grant was for 70,000 options at an exercise price of $10.72, the closing price on Feb 2, 2026. Options have a 10‑year term and vest over four years: 25% at the first anniversary of employment, then 6.25% quarterly for the following 12 quarters, subject to continued service.

Key Figures

Current share price: $9.74 Inducement options: 70,000 options Exercise price: $10.72 per share +5 more

8 metrics

Current share price $9.74 Prior close before inducement grant news

Inducement options 70,000 options Grant to one new employee under 2022 Inducement Plan

Exercise price $10.72 per share Exercise price equals Feb 2, 2026 closing price

Option term 10 years Non-statutory stock option duration

Vesting schedule 4 years Options vest over four years subject to continued service

Initial vesting 25% of shares Vest on first anniversary of employee’s start date

Subsequent vesting rate 6.25% quarterly Over twelve successive quarters after first anniversary

Market cap $630,016,279 Equity value prior to this news

Market Reality Check

Price: $9.74 Vol: Trading volume 489,190 sh...

low vol

$9.74 Last Close

Volume Trading volume 489,190 shares vs 20-day average 707,591, indicating lighter activity ahead of this filing. low

Technical Shares at $9.74, trading above the 200-day MA of $8.28 but 38.12% below the 52-week high.

Peers on Argus

FULC was down 3.54% while key biotech peers like LRMR (+7.67%), AUTL (+5.97%), a...

FULC was down 3.54% while key biotech peers like LRMR (+7.67%), AUTL (+5.97%), and LXRX (+2.5%) traded higher, pointing to stock-specific pressure rather than a sector-wide move.

Historical Context

5 past events · Latest: Jan 09 (Neutral)

Pattern 5 events

Date	Event	Sentiment	Move	Catalyst
Jan 09	Inducement option grants	Neutral	-3.5%	Non-statutory stock options to three new employees under inducement plan.
Jan 07	Conference participation	Neutral	-0.1%	Participation announcement for 44th Annual J.P. Morgan Healthcare Conference.
Dec 10	Public offering priced	Negative	-5.5%	Pricing of upsized $175.0M public offering of stock and pre-funded warrants.
Dec 08	Offering proposed	Negative	+46.0%	Proposed $150.0M underwritten equity offering under effective shelf registration.
Dec 06	Clinical trial update	Positive	+46.0%	Positive initial Phase 1b PIONEER trial results for pociredir in sickle cell.

Pattern Detected

Recent history shows strong positive reactions to offerings and clinical results, while routine corporate or administrative updates, including inducement grants, have coincided with flat-to-negative moves.

Recent Company History

Over the past few months, Fulcrum has balanced capital-raising, clinical progress, and corporate updates. Positive Phase 1b PIONEER data on Dec 6, 2025 and offering news around Dec 8–10, 2025 saw sharp price swings near +46%. More routine items, such as conference participation on Jan 7, 2026 and prior inducement option grants on Jan 9, 2026, aligned with modest to negative moves. Today’s inducement grant continues that pattern of incremental, administrative equity awards.

Market Pulse Summary

This announcement details an inducement grant of 70,000 non‑statutory stock options at $10.72 per sh...

Analysis

This announcement details an inducement grant of 70,000 non‑statutory stock options at $10.72 per share to a new employee, vesting over 4 years with a 10‑year term. It continues Fulcrum’s use of equity-based compensation under its 2022 Inducement Plan. In context of recent offerings, insider transactions, and prior inducement grants, investors may track cumulative equity awards and their potential impact on ownership over time.

Key Terms

non-statutory stock options, nasdaq listing rule 5635(c)(4)

2 terms

non-statutory stock options financial

"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 ... 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.

AI-generated analysis. Not financial advice.

CAMBRIDGE, Mass., Feb. 06, 2026 (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 70,000 options to purchase shares of the company’s common stock at an exercise price of $10.72 per share, the closing price per share of Fulcrum’s common stock as reported on the grant effective date, February 2, 2026. 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 Therapeutics (FULC) grant on Feb 2, 2026 under Nasdaq Rule 5635(c)(4)?

Fulcrum granted 70,000 inducement stock options at the closing price of $10.72 per share. According to the company, the options were issued to a new employee under the 2022 Inducement Stock Incentive Plan and comply with Nasdaq Listing Rule 5635(c)(4).

What are the terms and exercise price of the FULC inducement options dated Feb 2, 2026?

The options have a 10‑year term and an exercise price of $10.72 per share. According to the company, the price equals the closing market price on Feb 2, 2026 and is subject to standard plan terms and service‑based vesting.

How do the FULC inducement options vest for the new employee?

Vesting is over four years: 25% at the first employment anniversary, then 6.25% quarterly for 12 quarters. According to the company, vesting is contingent on the employee’s continued service through each vesting date.

Does the FULC inducement grant represent a change to existing equity plans or shareholder dilution?

The announcement details a single inducement grant of 70,000 options and does not state broader plan changes or quantified dilution. According to the company, the grant was made under the existing 2022 Inducement Stock Incentive Plan.