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Madrigal Pharmaceuticals Announces Grants of Inducement Awards under Nasdaq Listing Rule 5635(c)(4)

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Madrigal Pharmaceuticals (NASDAQ:MDGL) announced on December 18, 2025 that it granted inducement equity awards on December 15, 2025 to four new non-executive employees under its 2025 Inducement Plan.

The awards totalled 1,394 time-based restricted stock units, approved by the independent Compensation Committee in accordance with Nasdaq Listing Rule 5635(c)(4). All RSUs vest in four equal annual installments on each of the first through fourth anniversaries of the grant date, and vesting is subject to each employee’s continued employment on the applicable vesting date.

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Positive

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Negative

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News Market Reaction – MDGL

+8.56% 1.8x vol
36 alerts
+8.56% Session close to close
+3.5% Peak in 5 hr 52 min
$13.48B Market Cap
1.8x Rel. Volume

In the Dec 19 session, MDGL gained 8.56%, reflecting a notable positive market reaction. Argus tracked a peak move of +3.5% during that session. Our momentum scanner triggered 36 alerts that day, indicating elevated trading interest and price volatility. Trading volume was above average at 1.8x the daily average, suggesting increased trading activity.

Data tracked by StockTitan Argus on the day of publication.

Market Context

The stock moved +8.6% in the session following this news. A strong positive reaction aligns with Mad...
Analysis

The stock moved +8.6% in the session following this news. A strong positive reaction aligns with Madrigal’s position near the upper end of its 52-week range, with shares at $546.19 versus a $605 high and above the $380.65 200-day MA. The announcement itself is a small, routine grant of 1,394 RSUs to 4 new employees, similar to prior inducement awards that saw modest moves. Investors monitoring this pattern may weigh how often such HR-related news coincides with follow-on catalysts versus temporary enthusiasm.

Key Figures

New employees: 4 employees RSU grants: 1,394 RSUs Vesting schedule: 4 equal installments +1 more
4 metrics
New employees 4 employees Recipients of inducement equity awards on Dec 15, 2025
RSU grants 1,394 RSUs Aggregate time-based restricted stock units granted as inducement awards
Vesting schedule 4 equal installments RSUs vest annually on first through fourth anniversaries of grant date
Grant date December 15, 2025 Date inducement awards were approved and granted

Historical Context

5 past events · Latest: Dec 15 (Neutral)
Pattern 5 events
Date Event Sentiment 24h Move Catalyst
Dec 15 Conference appearance Neutral -1.1% JP Morgan healthcare conference presentation and webcast scheduling details.
Dec 04 Inducement grants Neutral -2.3% Equity options and RSUs granted to new employees under inducement plan.
Nov 20 Inducement grants Neutral +1.1% Time-based RSUs granted to new hires with four-year vesting schedule.
Nov 17 Investor conferences Neutral +4.6% Participation in three late-2025 investor conference fireside chats.
Nov 10 Clinical data update Positive +1.4% Phase 3 data showing significant imaging and biomarker improvements in MASH cirrhosis.

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

Pattern Detected

Recent news flow mixes routine corporate updates (inducement grants, conferences) with a major positive clinical data readout; market reactions have generally aligned with the underlying news tone.

Recent Company History

Over the last two months, Madrigal has reported several routine items and one key clinical milestone. An inducement grant on Nov 15, 2025 and a similar equity grant on Dec 1, 2025 reflected ongoing hiring, with modest share reactions. Conference participation in late November and early December 2025 coincided with a 4.57% gain. The most substantive update was Phase 3 MAESTRO-NAFLD-1 data on Nov 10, 2025, showing statistically significant improvements and a 1.35% positive reaction. Today’s smaller inducement grant fits the pattern of routine HR-related news.

Key Terms

restricted stock units, Nasdaq Listing Rule 5635(c)(4), equity inducement awards, vesting
4 terms
restricted stock units financial
"The new employees received, in the aggregate, 1,394 time-based restricted stock units."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Nasdaq Listing Rule 5635(c)(4) regulatory
"independent Compensation Committee 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.
equity inducement awards financial
"it granted equity awards on December 15, 2025 to 4 new non-executive employees as equity inducement awards"
Equity inducement awards are special stock-based rewards given to new employees to encourage them to join a company or stay long-term. They are like signing bonuses paid with company shares instead of cash, helping motivate employees to contribute to the company's success.
vesting financial
"All restricted stock units granted vest in four equal installments"
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.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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CONSHOHOCKEN, Pa., Dec. 18, 2025 (GLOBE NEWSWIRE) -- Madrigal Pharmaceuticals, Inc. (NASDAQ:MDGL), a biopharmaceutical company focused on delivering novel therapeutics for metabolic dysfunction-associated steatohepatitis (MASH), today announced that it granted equity awards on December 15, 2025 to 4 new non-executive employees as equity inducement awards under the terms of Madrigal’s 2025 Inducement Plan. The equity awards were approved by Madrigal’s independent Compensation Committee in accordance with Nasdaq Listing Rule 5635(c)(4).

The equity awards were granted as inducement material to employees’ acceptance of employment with the company. The new employees received, in the aggregate, 1,394 time-based restricted stock units. All restricted stock units granted vest in four equal installments on each of the first through fourth anniversaries of the grant date. The vesting of all awards described above shall be subject to each such employee’s continued employment as of the applicable vesting date.

About Madrigal Pharmaceuticals

Madrigal Pharmaceuticals, Inc. (Nasdaq: MDGL) is a biopharmaceutical company focused on delivering novel therapeutics for metabolic dysfunction-associated steatohepatitis (MASH), a liver disease with high unmet medical need. Madrigal’s medication, Rezdiffra (resmetirom), is a once-daily, oral, liver-directed THR-β agonist designed to target key underlying causes of MASH. Rezdiffra is the first and only medication approved by both the FDA and European Commission for the treatment of MASH with moderate to advanced fibrosis (F2 to F3). An ongoing Phase 3 outcomes trial is evaluating Rezdiffra for the treatment of compensated MASH cirrhosis (F4c). For more information, visit www.madrigalpharma.com.

Investor Contact
Tina Ventura, IR@madrigalpharma.com

Media Contact
Christopher Frates, media@madrigalpharma.com


FAQ

What did Madrigal (MDGL) announce on December 18, 2025?

Madrigal announced it granted inducement equity awards on December 15, 2025 to four new non-executive employees totaling 1,394 RSUs.

How many restricted stock units did Madrigal (MDGL) grant under the 2025 Inducement Plan?

The company granted an aggregate of 1,394 time-based restricted stock units to four new employees.

When do the Madrigal (MDGL) RSUs vest?

All RSUs vest in four equal installments on each of the first through fourth anniversaries of the December 15, 2025 grant date, subject to continued employment.

Were the Madrigal (MDGL) inducement awards approved by the board committee?

Yes; the awards were approved by Madrigal’s independent Compensation Committee in accordance with Nasdaq Listing Rule 5635(c)(4).

Do the Madrigal (MDGL) awards require employees to stay employed to vest?

Yes; vesting of each award is subject to the respective employee’s continued employment on each applicable vesting date.