Galecto, Inc. Announces Inducement Grant Under Nasdaq Listing Rule 5635(c)(4)

Rhea-AI Summary

Galecto (Nasdaq: GLTO) announced an inducement equity grant approved by its board on December 15, 2025 and disclosed on December 16, 2025. The board granted non-qualified stock options to purchase 312,535 shares to one new employee under the company's 2022 Inducement Plan pursuant to Nasdaq Listing Rule 5635(c)(4).

The options have an exercise price of $32.00 per share and vest 25% on the first anniversary of the grant date, then an additional 1/48th each month thereafter, subject to continued employment.

Key Figures

Option grant size 312,535 shares Non-qualified stock options under 2022 Inducement Plan

Exercise price $32.00 per share Exercise price of inducement stock options

Grant date December 15, 2025 Grant Date for the inducement stock options

Initial vesting 25% Vests on first anniversary of Grant Date

Ongoing vesting 1/48th monthly Monthly vesting after first anniversary, subject to employment

Market Reality Check

$22.31 Last Close

Volume Volume 61,674 is below the 20-day average of 182,196 (relative volume 0.34). low

Technical Shares at $30 are trading above the 200-day MA of $6.48.

Peers on Argus 1 Down

Peers in Biotechnology showed mixed moves, with QLGN and TOVX up (7.72%, 3.4%) and ENTO and SLXN down (-5.68%, -1.51%) while BDRX was higher by 11.11% on the day-level but appeared in momentum scanning as moving down -6.31% without news.

Common Catalyst One peer, SLXN, reported a clinical trial application, indicating stock-specific R&D catalysts rather than a unified sector event.

Historical Context

Date	Event	Sentiment	Move	Catalyst
Nov 10	Acquisition & financing	Positive	+248.5%	Damora acquisition plus large private placement extended cash runway into 2029.
Nov 06	Earnings & pipeline	Positive	-2.0%	Q3 results and constructive FDA pre‑IND feedback for GB3226 AML program.
Nov 03	Conference preview	Positive	-8.5%	Plan to present GB3226 preclinical and development data at ASH 2025.
Aug 05	Earnings update	Neutral	+0.0%	Q2 2025 results with lower expenses and focus on GB3226; shares were flat.

Pattern Detected

Positive strategic and clinical updates have sometimes been followed by negative or muted price reactions, while major financing and M&A drew a strong positive response.

Recent Company History

Over recent months, Galecto has focused on strategic repositioning and oncology development. On Nov 10, 2025, it completed the Damora Therapeutics acquisition and a private placement of about $284.9 million, leading to a 248.48% gain. Prior updates on GB3226, including Q3 results on Nov 6, 2025 and an ASH 2025 preview on Nov 3, 2025, produced modest to negative reactions. Earlier Q2 2025 results on Aug 5, 2025 were accompanied by flat trading, despite cost reductions and a cash position of $10.2 million.

Market Pulse Summary

The stock moved -5.1% in the session following this news. A negative reaction despite this routine inducement grant would fit a pattern where prior positive or neutral updates, such as GB3226 progress, occasionally coincided with weak trading, including a -8.47% move after an ASH preview. The option award itself is small compared with earlier financing events, so any sharp downside would likely have related more to profit‑taking after trading far above the 200-day MA than to this compensation disclosure.

Key Terms

non-qualified stock options financial

"approved the grant of non-qualified stock options to purchase 312,535 shares"

Non-qualified stock options are a type of employee benefit that gives individuals the right to buy company shares at a set price, usually lower than the market value, within a certain period. Unlike other options that may have special tax advantages, these options are taxed as income when exercised, which can affect how much money the employee or investor ultimately gains. They are important because they can influence company compensation strategies and impact the financial outcomes for employees and investors.

Nasdaq Listing Rule 5635(c)(4) regulatory

"with the Company 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.

BOSTON, Dec. 16, 2025 (GLOBE NEWSWIRE) -- Galecto, Inc. (the “Company” or “Galecto”) (Nasdaq: GLTO) today announced that the Company’s Board of Directors approved the grant of non-qualified stock options to purchase 312,535 shares of the Company’s common stock to one new employee (the “Inducement Grant”) on December 15, 2025 (the “Grant Date”). The Inducement Grant has been granted pursuant to the Company’s 2022 Inducement Plan, as amended from time to time. The Inducement Grant was granted as an inducement material to this individual entering into employment with the Company in accordance with Nasdaq Listing Rule 5635(c)(4).

The Inducement Grant has an exercise price per share equal to $32.00 and will vest (i) with respect to 25% on the first anniversary of the Grant Date and (ii) thereafter, with respect to an additional 1/48th on each monthly anniversary of the Grant Date following the first anniversary of the Grant Date, subject to the employee’s continued employment with the Company through the applicable vesting dates.

About Galecto
Galecto, Inc. is a clinical-stage biotechnology company advancing a pipeline of antibody therapeutics to transform treatment of a broad spectrum of hematological cancers. Galecto’s pipeline includes a highly differentiated mutant calreticulin (mut-CALR)-driven myeloproliferative neoplasm portfolio targeting essential thrombocythemia and myelofibrosis. The Company expects to submit an IND or equivalent filing for lead asset, DMR-001, a potentially best-in-class, subcutaneously administered monoclonal antibody targeting mutCALR, in mid-2026. Galecto’s pipeline also includes GB3226, a first-in-class preclinical dual inhibitor of ENL-YEATS and FLT3 for the treatment of multiple genetic subsets of AML. For regular updates about Galecto, visit www.galecto.com.

Media Contact:

Lia Dangelico
Deerfield Group
lia.dangelico@deerfieldgroup.com

Investor Contact:

Sandya von der Weid
LifeSci
svonderweid@lifesciadvisors.com

FAQ

What did Galecto (GLTO) announce on December 16, 2025 about executive compensation?

Galecto disclosed a board-approved inducement grant of non-qualified stock options to purchase 312,535 shares for one new employee under Nasdaq Rule 5635(c)(4).

What is the exercise price and vesting schedule for Galecto's (GLTO) December 15, 2025 inducement grant?

The options carry an exercise price of $32.00 per share, vest 25% on the first anniversary of the grant date, then 1/48th monthly thereafter, subject to continued employment.

When was the Galecto (GLTO) inducement grant effective and under which plan was it granted?

The grant was made on December 15, 2025 and granted pursuant to Galecto's 2022 Inducement Plan, as amended.

Why did Galecto (GLTO) use Nasdaq Listing Rule 5635(c)(4) for this stock option grant?

The company said the award was an inducement material to the individual entering employment, which is the condition Nasdaq Rule 5635(c)(4) addresses.

How many employees received stock options in Galecto's (GLTO) December 2025 inducement announcement?

The board approved non-qualified stock options for one new employee totaling 312,535 shares.