Gossamer Bio Announces Inducement Grant Under Nasdaq Listing Rule 5635(c)(4)

Key Terms

nasdaq listing rule 5635(c)(4) regulatory

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.

non-qualified stock option financial

A non-qualified stock option (NSO) is a contract that lets an employee or service provider buy company shares at a fixed price for a set period, like a voucher to purchase stock later at today’s price. It matters to investors because exercising NSOs creates ordinary income for the holder and can increase share count, affecting a company’s earnings and ownership mix; think of it as a future sale that can dilute existing shareholders and has immediate tax consequences for the recipient.

exercise price financial

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

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.

SAN DIEGO--(BUSINESS WIRE)-- Gossamer Bio, Inc. (Nasdaq: GOSS), a late-stage, clinical biopharmaceutical company focused on the development and commercialization of seralutinib for the treatment of pulmonary arterial hypertension (PAH) and pulmonary hypertension associated with interstitial lung disease (PH-ILD), today announced that the Compensation Committee of Gossamer’s Board of Directors approved the grant, effective December 5^th, 2025, to a non-executive employee of non-qualified stock option awards to purchase up to an aggregate of 200,000 shares of the Company’s common stock under the Gossamer Bio, Inc. 2023 Employment Inducement Incentive Award Plan (“2023 Inducement Plan”). The award was granted as an inducement material to the employee entering into employment with Gossamer in accordance with Nasdaq Listing Rule 5635(c)(4).

The options have an exercise price of $3.33 per share, which is equal to the closing price of Gossamer’s common stock as reported by The Nasdaq Global Select Market on December 5^th, 2025. The options have a ten-year term and will vest over four years, with 25% vesting on the one-year anniversary of the applicable vesting commencement date and the balance of the shares vesting in a series of 36 successive monthly installments thereafter, subject to the employee’s continued employment with Gossamer on such vesting dates. The options are subject to the terms and conditions of the 2023 Inducement Plan and the terms and conditions of a stock option agreement covering the grants.

About Gossamer Bio

Gossamer Bio is a late-stage, clinical biopharmaceutical company focused on the development and commercialization of seralutinib for the treatment of pulmonary arterial hypertension and pulmonary hypertension associated with interstitial lung disease. Its goal is to be an industry leader in, and to enhance the lives of patients living with, pulmonary hypertension.

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For Investors and Media:

Bryan Giraudo, Chief Operating Officer and Chief Financial Officer

Gossamer Bio Investor Relations

ir@gossamerbio.com

Source: Gossamer Bio, Inc.