Pulmonx Announces Inducement Grants under Nasdaq Listing Rule 5635(c)(4)

Rhea-AI Summary

Pulmonx (Nasdaq: LUNG) announced that on December 1, 2025 it granted equity awards under its 2025 Inducement Plan totaling 1,625,000 shares to two executives hired in Q4 2025, including CFO Derrick Sung.

The awards comprise 1,225,000 RSUs (Mr. Sung received 1,200,000 RSUs) that vest 25% after one year and then quarterly over three years. Mr. Sung also received up to 400,000 PSUs subject to a time-based vesting schedule (33% at one year, then quarterly over two years) and a 60-trading-day average closing price performance condition. The Inducement Plan was adopted by the board in November 2025 and complies with Nasdaq Rule 5635(c)(4).

Positive

• 1,625,000 shares granted under Inducement Plan (Dec 1, 2025)
• 1,200,000 RSUs awarded to CFO Derrick Sung
• 400,000 PSUs include a price-linked performance condition
• RSUs vest 25% after one year, remainder over three years

Negative

• 1,625,000 shares potentially dilutive to existing shareholders
• High concentration: 1,200,000 RSUs awarded to one executive

REDWOOD CITY, Calif., Dec. 03, 2025 (GLOBE NEWSWIRE) -- Pulmonx Corporation (Nasdaq: LUNG) (the “Company” or “Pulmonx”), a global leader in minimally invasive treatments for lung disease, today announced that on December 1, 2025 (the “Grant Date”), Pulmonx granted equity awards under its 2025 Inducement Plan (the “Inducement Plan”) for an aggregate of 1,625,000 shares of Pulmonx’s common stock to two individuals hired by Pulmonx in the fourth quarter of 2025, including Pulmonx’s Chief Financial Officer and Chief Operating Officer, Derrick Sung. The awards were approved by the Compensation Committee of the Company’s Board of Directors and were granted as an inducement material to the new employees entering into employment with Pulmonx, in accordance with Nasdaq Listing Rule 5635(c)(4). Each award is subject to the terms and conditions of the Inducement Plan and the grant agreements covering the awards.

The employees received, in the aggregate, 1,225,000 restricted stock units (“RSUs”), with Mr. Sung’s grant accounting for 1,200,000 of the total granted RSUs. In each case, one-fourth of the RSUs will vest on the one-year anniversary of the Grant Date, with the remainder vesting in equal quarterly installments over the subsequent three-year period, subject to such employee’s continuous employment on each vesting date.

In addition to his RSU grant, Mr. Sung also received a performance stock unit (“PSUs”) award for up to 400,000 shares of the Company’s common stock issued pursuant to the Inducement Plan. Mr. Sung’s PSUs will be subject to two vesting conditions: (i) a time-based condition, pursuant to which 33% of the PSUs will vest on the one-year anniversary of the Grant Date, with the remainder vesting in equal quarterly installments over the subsequent two-year period, subject to Mr. Sung’s continuous employment on each vesting date; and (ii) a performance vesting condition, pursuant to which the average closing price of a share of the Company’s common stock over a period of sixty (60) consecutive trading days will have achieved a specified price target. Only upon the satisfaction of both the time-based condition and the performance condition will the related portion of the PSUs vest.

The Inducement Plan is used exclusively for the grant of equity awards to individuals who were not previously employees or directors of Pulmonx, or following a bona fide period of non-employment, as an inducement material to such individuals’ entering into employment with Pulmonx, pursuant to Nasdaq Listing Rule 5635(c)(4). The Inducement Plan was adopted by the Company’s Board of Directors in November 2025.

About Pulmonx Corporation
Pulmonx Corporation (Nasdaq: LUNG) is a global leader in minimally invasive treatments for chronic obstructive pulmonary disease (COPD). Pulmonx’s Zephyr® Endobronchial Valve, Chartis® Pulmonary Assessment System and StratX® Lung Analysis Platform are designed to assess and treat patients with severe emphysema/COPD who despite medical management are still profoundly symptomatic. Pulmonx received FDA pre-market approval to commercialize the Zephyr Valve following its designation as a “breakthrough device.” The Zephyr Valve is commercially available in more than 25 countries, is included in global treatment guidelines and is widely considered a standard of care treatment option for improving breathing, activity and quality of life in patients with severe emphysema. For more information on the Zephyr Valves and the company, please visit www.pulmonx.com.

Pulmonx®, Chartis®, StratX®, and Zephyr® are registered trademarks of Pulmonx Corporation

Investor Contact
Brian Johnston
Laine Morgan
Gilmartin Group
investors@pulmonx.com

FAQ

What did Pulmonx (LUNG) announce on December 3, 2025 about equity grants?

Pulmonx announced grants totaling 1,625,000 shares under its 2025 Inducement Plan made on Dec 1, 2025 to two new executives.

How many RSUs did Pulmonx grant to CFO Derrick Sung (LUNG) and when do they vest?

Mr. Sung received 1,200,000 RSUs; 25% vest after one year with the remainder vesting quarterly over the next three years.

What are the terms of the 400,000 PSUs granted to Pulmonx CFO Derrick Sung (LUNG)?

The 400,000 PSUs vest only if both time-based vesting (33% at one year, then quarterly over two years) and a 60-trading-day average price target are met.

When was Pulmonx’s Inducement Plan adopted and under which Nasdaq rule was it used (LUNG)?

The board adopted the Inducement Plan in November 2025 and the awards were granted under Nasdaq Listing Rule 5635(c)(4).

How many total RSUs were granted under Pulmonx’s 2025 Inducement Plan (LUNG)?

A total of 1,225,000 RSUs were granted in the aggregate to the two new employees.