Geron Corporation Reports Inducement Grants Under Nasdaq Listing Rule 5635(c)(4)

Rhea-AI Summary

Geron (Nasdaq: GERN) granted inducement stock options effective Feb 17, 2026, to one newly hired employee for an aggregate of 742,500 shares.

The options carry an exercise price of $1.80 per share (closing price on grant date), a 10-year term, and vest over four years with 12.5% vesting at six months and the remainder in equal monthly installments over 42 months, subject to continued employment and plan terms.

Key Figures

Inducement options: 742,500 shares Exercise price: $1.80 per share Option term: 10 years +3 more

6 metrics

Inducement options 742,500 shares Stock options granted to one newly hired employee

Exercise price $1.80 per share Equal to GERN closing price on Feb 17, 2026 grant date

Option term 10 years Expiration period for the inducement stock options

Vesting period 4 years Total vesting duration for the stock options

Initial vesting 12.5% Vests at six-month employment anniversary for the new hire

Remaining vesting 42 months Equal installments of remaining options after first vest

Market Reality Check

Price: $1.94 Vol: Volume 20,452,272 is 1.43...

normal vol

$1.94 Last Close

Volume Volume 20,452,272 is 1.43x the 20-day average, signaling elevated trading activity. normal

Technical Price at $1.80 is trading above the 200-day MA of $1.34, reflecting a pre-existing uptrend.

Peers on Argus

GERN’s move appears stock-specific: momentum data flags a mixed picture with one...

1 Up 1 Down

GERN’s move appears stock-specific: momentum data flags a mixed picture with one biotech peer up and one down, and broader peer moves today range from about -8% to +5%, not uniformly matching GERN.

Historical Context

5 past events · Latest: Feb 11 (Neutral)

Pattern 5 events

Date	Event	Sentiment	Move	Catalyst
Feb 11	Earnings call scheduling	Neutral	-0.6%	Announcement of timing for Q4 and full-year 2025 results.
Jan 12	Financial guidance	Positive	+6.7%	2026 guidance for RYTELO revenue and operating expenses.
Dec 18	Inducement grant	Neutral	-0.8%	Stock option grant to new hire under inducement plan.
Dec 11	Strategic restructuring	Positive	+8.6%	Restructuring to lower 2026 operating expenses and refocus strategy.
Dec 08	Clinical data update	Positive	-3.0%	New RYTELO data at ASH 2025 in LR-MDS and myelofibrosis.

Pattern Detected

News-driven reactions have been mixed: strategic/financial updates often saw positive moves, while scientific or neutral operational items sometimes coincided with flat-to-negative trading.

Recent Company History

Recent news for GERN has focused on commercial execution, restructuring, guidance, and clinical data. A Dec 11, 2025 restructuring aimed at long-term value creation saw a notably positive reaction. The Jan 12, 2026 financial guidance outlining RYTELO revenue and expense expectations also drew a positive move. In contrast, ASH 2025 data and prior inducement grants were followed by modest declines. Today’s routine inducement grant under Nasdaq Rule 5635(c)(4) fits the pattern of operational HR-related updates with limited fundamental change.

Market Pulse Summary

This announcement details a standard inducement stock option grant of 742,500 shares at an exercise ...

Analysis

This announcement details a standard inducement stock option grant of 742,500 shares at an exercise price of $1.80, equal to Geron’s grant-date close, vesting over 4 years. It follows similar awards under the company’s 2018 Inducement Award Plan and Nasdaq Listing Rule 5635(c)(4). In recent months, more material drivers included 2026 financial guidance, a strategic restructuring, and new RYTELO clinical data, which collectively shape the fundamental outlook more than this routine compensation action.

Key Terms

stock options, nasdaq listing rule 5635(c)(4)

2 terms

stock options financial

"it granted stock options to purchase an aggregate of 742,500 shares"

Stock options are agreements that give a person the right to buy or sell a company's stock at a specific price within a certain time frame. They are often used as a reward or incentive, similar to a coupon that can be used later if the stock price rises, allowing the holder to make a profit.

nasdaq listing rule 5635(c)(4) regulatory

"in accordance with Nasdaq Listing Rule 5635(c)(4) and are subject"

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.

FOSTER CITY, Calif., Feb. 18, 2026 (GLOBE NEWSWIRE) -- Geron Corporation (Nasdaq: GERN), a commercial stage biopharmaceutical company, today reported that, effective February 17, 2026, it granted stock options to purchase an aggregate of 742,500 shares of common stock to one newly hired employee as an inducement material to such employee’s acceptance of employment with Geron.

The stock options have an exercise price of $1.80 per share, which is equal to the closing price of Geron’s common stock on the grant date, have a ten-year term and vest over four years, with 12.5% of the shares underlying the options vesting on the six-month anniversary of commencement of employment of such employee and the remaining shares vesting over the following 42 months in equal installments of whole shares, subject to continued employment with Geron through the applicable vesting dates.

The equity awards were granted by the Compensation Committee of Geron’s Board of Directors in accordance with Nasdaq Listing Rule 5635(c)(4) and are subject to the terms and conditions of Geron’s 2018 Inducement Award Plan and the form of stock option agreement under the plan.

About Geron
Geron is a commercial-stage biopharmaceutical company aiming to change lives by changing the course of blood cancer. Our first-in-class telomerase inhibitor RYTELO^® (imetelstat) is approved in the United States and the European Union for the treatment of certain adult patients with lower-risk myelodysplastic syndromes with transfusion dependent anemia. We are also conducting a pivotal Phase 3 clinical trial of imetelstat in JAK-inhibitor relapsed/refractory myelofibrosis, as well as studies in other hematologic malignancies. Inhibiting telomerase activity, which is increased in malignant stem and progenitor cells in the bone marrow, aims to potentially reduce proliferation and induce death of malignant cells. To learn more, visit www.geron.com or follow us on LinkedIn.

CONTACT:
Dawn Schottlandt
Senior Vice President, Investor Relations and Corporate Affairs
dschottlandt@geron.com

FAQ

What stock options did Geron (GERN) grant on Feb 17, 2026?

Geron granted inducement options for an aggregate of 742,500 shares to one new hire. According to the company, the options have a $1.80 exercise price, a 10-year term, and vest over four years subject to continued employment.

How do the Geron (GERN) option vesting terms work for the Feb 17, 2026 grant?

Vesting begins with 12.5% of options after six months, then monthly thereafter. According to the company, the remaining shares vest in equal whole-share installments over the following 42 months, subject to continued employment.

What is the exercise price and term for Geron (GERN) inducement options granted Feb 17, 2026?

The options carry an exercise price of $1.80 per share and a 10-year term. According to the company, the $1.80 price equals the closing price of Geron common stock on the grant date.

Why did Geron (GERN) issue inducement stock options under Nasdaq Listing Rule 5635(c)(4)?

Geron used the Nasdaq rule to grant equity inducements for hiring a new employee. According to the company, the Compensation Committee approved the awards as material inducements to accept employment, under the 2018 Inducement Award Plan.

Do Geron's Feb 17, 2026 option grants immediately dilute existing shareholders?

The grants create potential future dilution if exercised, but immediate dilution does not occur until exercise. According to the company, options are subject to vesting, exercise price, and plan terms before shares are issued.