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

Madrigal Pharmaceuticals (NASDAQ:MDGL) granted equity inducement awards on May 15, 2026 to 15 new non-executive employees under its 2025 Inducement Plan, approved by the independent Compensation Committee pursuant to Nasdaq Listing Rule 5635(c)(4).

Rhea-AI Summary

Madrigal Pharmaceuticals (NASDAQ:MDGL) granted equity inducement awards on May 15, 2026 to 15 new non-executive employees under its 2025 Inducement Plan, approved by the independent Compensation Committee pursuant to Nasdaq Listing Rule 5635(c)(4).

The employees received a total of 5,308 restricted stock units, vesting in four equal annual installments, subject to continued employment.

Argus May 22 session

+0.71% close to close Open Argus

Details

News Market Reaction – MDGL

In the May 22 session, MDGL gained 0.71%, reflecting a mild positive market reaction.

Data tracked by StockTitan Argus on the day of publication.

Market Context

This announcement details routine inducement equity awards: 5,308 time-based RSUs granted to 15 new ...

Analysis

This announcement details routine inducement equity awards: 5,308 time-based RSUs granted to 15 new employees vesting over four years under Nasdaq Listing Rule 5635(c)(4). It continues a pattern of stock-based hiring in May 2026 following earlier grants. In context of strong recent Rezdiffra commercialization and pipeline expansion, investors may watch overall equity compensation levels, future hiring, and subsequent SEC filings to gauge cumulative dilution and governance practices.

Key Figures

New employees: 15 employees Inducement RSUs: 5,308 RSUs Vesting schedule: 4 installments +3 more

New employees

15 employees

Recipients of inducement equity awards on May 15, 2026

Inducement RSUs

5,308 RSUs

Aggregate time-based restricted stock units granted under 2025 Inducement Plan

Vesting schedule

4 installments

RSUs vest annually on first through fourth anniversaries of grant date

Current price

$513.47

Price prior to publication of inducement grant news

52-week range

$265–$615

MDGL 52-week low and high before this announcement

Market cap

$12,040,356,800

Equity value before this HR-related news

Historical Context

5 past events · Latest: May 20

5 events

1. May 20

   MASH data presentations

   24h Move

   -1.3%

   New Rezdiffra data sets to be presented at EASL Congress 2026.

2. May 07

   Inducement equity grants

   24h Move

   -4.6%

   Inducement awards to 47 new non‑executive employees under 2025 plan.

3. May 06

   Q1 2026 earnings

   24h Move

   +7.4%

   Reported strong Rezdiffra sales growth and pipeline expansion in 1Q26.

4. May 05

   Pipeline licensing deal

   24h Move

   -3.1%

   Licensed ARO‑PNPLA3 siRNA asset to expand MASH pipeline.

5. May 05

   Partner deal disclosure

   24h Move

   -3.1%

   Arrowhead detailed financial terms of ARO‑PNPLA3 license to Madrigal.

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

Key Terms

nasdaq listing rule 5635(c)(4), equity inducement awards, restricted stock units, time-based restricted stock units, +1 more

5 terms

nasdaq listing rule 5635(c)(4) regulatory

"approved by Madrigal’s 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

"granted equity awards on May 15, 2026 to 15 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.

restricted stock units financial

"The new employees received, in the aggregate, 5,308 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.

time-based restricted stock units financial

"The new employees received, in the aggregate, 5,308 time-based restricted stock units."

Time-based restricted stock units are a form of employee compensation where individuals are granted company shares that are earned over a set period, often as a reward for staying with the company. These shares typically become fully owned and transferable only after passing specific time milestones, encouraging long-term commitment. For investors, they highlight a company's focus on employee retention and can influence future stock supply and company stability.

vesting financial

"All restricted stock units granted vest in four equal installments on each of the first through fourth anniversaries"

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., May 21, 2026 (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 May 15, 2026 to 15 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 an inducement material to employees’ acceptance of employment with the company. The new employees received, in the aggregate, 5,308 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 was the first 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

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What equity inducement awards did Madrigal Pharmaceuticals (MDGL) grant on May 15, 2026?

Madrigal Pharmaceuticals granted equity inducement awards totaling 5,308 restricted stock units to 15 new non-executive employees. According to Madrigal, these awards were issued under the 2025 Inducement Plan as a material inducement for employment and approved by the independent Compensation Committee.

How many restricted stock units did new Madrigal (MDGL) employees receive in May 2026?

New Madrigal employees received an aggregate of 5,308 time-based restricted stock units. According to Madrigal, these awards were granted under the 2025 Inducement Plan as inducement awards for 15 non-executive hires and will vest over four years, subject to continued employment.

How do the Madrigal Pharmaceuticals (MDGL) inducement awards vest for new employees?

The inducement restricted stock units vest in four equal annual installments. According to Madrigal, vesting occurs on each of the first through fourth anniversaries of the May 15, 2026 grant date and remains conditioned on each employee’s continued employment on the applicable vesting date.

Why did Madrigal Pharmaceuticals (MDGL) use Nasdaq Listing Rule 5635(c)(4) for these equity awards?

Madrigal used Nasdaq Listing Rule 5635(c)(4) to grant equity inducement awards to new employees. According to Madrigal, the rule allows equity grants as a material inducement to employment, with approval by the company’s independent Compensation Committee under its 2025 Inducement Plan.

Who is eligible for the May 2026 Madrigal (MDGL) inducement equity grants?

The May 2026 inducement equity grants were provided to 15 new non-executive employees. According to Madrigal, these employees received time-based restricted stock units as a material inducement to accept employment, with vesting dependent on continued service with the company over four years.