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

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

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.

Argus Feb 19 session

-1.03% close to close Open Argus

Details

News Market Reaction – GERN

In the Feb 19 session, GERN declined 1.03%, reflecting a mild negative market reaction.

Data tracked by StockTitan Argus on the day of publication.

Market Context

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 Figures

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

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

Historical Context

5 past events · Latest: Feb 11

5 events

1. Feb 11

   Earnings call scheduling

   24h Move

   -0.6%

   Announcement of timing for Q4 and full-year 2025 results.

2. Jan 12

   Financial guidance

   24h Move

   +6.7%

   2026 guidance for RYTELO revenue and operating expenses.

3. Dec 18

   Inducement grant

   24h Move

   -0.8%

   Stock option grant to new hire under inducement plan.

4. Dec 11

   Strategic restructuring

   24h Move

   +8.6%

   Restructuring to lower 2026 operating expenses and refocus strategy.

5. Dec 08

   Clinical data update

   24h Move

   -3.0%

   New RYTELO data at ASH 2025 in LR-MDS and myelofibrosis.

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

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. How Rhea-AI works. Not financial advice.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

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

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

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.