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

Geron granted 821,250 inducement stock options to nine new hires at a $1.32 exercise price, vesting over four years.

Rhea-AI Summary

Geron (GERN) granted inducement stock options for 821,250 shares to nine new employees, effective September 17, 2026.

The options have an exercise price of $1.32 per share, equal to the closing price of Geron’s common stock on the grant date, and a ten-year term. Vesting occurs over four years: 12.5% of each grant vests on the six-month employment anniversary, with the remaining shares vesting in equal monthly installments of whole shares over the following 42 months, subject to continued employment. The awards were approved by the Board’s Compensation Committee under Nasdaq Listing Rule 5635(c)(4) and are governed by Geron’s 2018 Inducement Award Plan and the related stock option agreement form.

News Explained

The grant is an option to purchase shares, not a completed issuance of common stock, so it does not itself report an increase in shares outstanding; if additional shares are later issued, existing holders’ percentage ownership would decrease absent offsetting changes.

Market Context

A comparable Aug 18 inducement-grant announcement was followed by a 3.92% 24-hour move, while GERN's...

Analysis

A comparable Aug 18 inducement-grant announcement was followed by a 3.92% 24-hour move, while GERN's pre-publication price was up 2.33%; the current notice likewise concerned employee option awards.

Key Figures

Option shares: 821,250 shares Recipients: 9 employees Exercise price: $1.32 per share +4 more

Option shares

821,250 shares

Granted to newly hired employees

Recipients

9 employees

Newly hired employees

Exercise price

$1.32 per share

Equal to the closing price on the grant date

Option term

10 years

Stock option term

Vesting period

4 years

Subject to continued employment

Initial vesting

12.5% of shares

Vests on the six-month employment anniversary

Remaining vesting

42 months

Equal installments following initial vesting

Historical Context

2 past events · Latest: Aug 18

2 events

1. Aug 18

   Inducement grants

   24h Move

   +3.9%

   Granted options covering 311,250 shares to six newly hired employees at $1.53.

2. Jul 22

   Inducement grants

   24h Move

   +2.8%

   Granted options covering 202,500 shares to five newly hired employees at $1.44.

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

Key Terms

inducement grants, exercise price, vesting, nasdaq listing rule 5635(c)(4)

4 terms

inducement grants financial

"today reported that, effective September 17, 2026, it granted stock options"

Inducement grants are special awards of shares or stock options given to new employees to encourage them to join a company or accept a new role. They act like a welcome bonus, providing an extra incentive to attract talent. For investors, these grants can impact a company's costs and share structure, influencing the value of their investments.

exercise price financial

"The stock options have an exercise price of $1.32 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.

vesting financial

"have a ten-year term and vest over four years"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

nasdaq listing rule 5635(c)(4) regulatory

"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. How Rhea-AI works. Not financial advice.

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FOSTER CITY, Calif., Sept. 18, 2026 (GLOBE NEWSWIRE) -- Geron Corporation (Nasdaq: GERN), a hematology-focused biopharmaceutical company pursuing more meaningful moments for people living with blood cancer, today reported that, effective September 17, 2026, it granted stock options to purchase an aggregate of 821,250 shares of common stock to nine newly hired employees as an inducement material to such employees’ acceptance of employment with Geron.

The stock options have an exercise price of $1.32 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 hematology-focused biopharmaceutical company pursuing more meaningful moments for people living with blood cancer. Because patients cannot wait, we approach our work with urgency, bringing together deep expertise in telomerase biology with patient perspectives and insights from clinical research and real-world care. Our medicine, RYTELO^® (imetelstat), is approved in the United States and European Union for certain patients with lower-risk myelodysplastic syndromes (LR-MDS). We are building on our foundation in telomerase inhibition by studying imetelstat in myelofibrosis, including a pivotal Phase 3 clinical trial in patients with JAK-inhibitor relapsed/refractory disease, as well as other hematologic malignancies. Geron is a commercial-stage company with offices in Parsippany, New Jersey and Foster City, California. 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.

How are the new Geron inducement stock options structured and vested?

The inducement stock options cover an aggregate of 821,250 shares of common stock, have a ten-year term, and an exercise price of $1.32 per share, which equals the closing price on the September 17, 2026 grant date. Vesting spans four years: 12.5% of the shares underlying each option vest on the employee’s six-month employment anniversary, and the remaining shares vest in equal installments of whole shares over the next 42 months, subject to continued employment through each vesting date.

Under what plan and rules were Geron’s inducement grants made?

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