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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) granted equity inducement awards on July 15, 2026 to ten new non-executive employees under its 2025 Inducement Plan, approved by the independent Compensation Committee in line with Nasdaq Rule 5635(c)(4).

Awards total options for 4,770 shares at a $550.25 exercise price, plus 7,433 time-based and 1,908 performance-based RSUs, with multi‑year vesting tied to continued employment and relative total shareholder return.

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Positive

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Negative

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News Market Reaction – MDGL

-1.67%
-1.67% Session close to close

In the Jul 22 session, MDGL declined 1.67%, reflecting a mild negative market reaction.

Data tracked by StockTitan Argus on the day of publication.

Market Context

Two prior inducement-award announcements were followed by 3% and 0.11% 24-hour moves, supplying a co...
Analysis

Two prior inducement-award announcements were followed by 3% and 0.11% 24-hour moves, supplying a company-specific comparison for this grant disclosure. Recent insider context was Net Selling; subsequent filings remain relevant.

Key Figures

New employees: 10 employees Stock options: 4,770 shares Time-based RSUs: 7,433 shares +5 more
8 metrics
New employees 10 employees Equity inducement awards granted July 15, 2026
Stock options 4,770 shares Aggregate options granted
Time-based RSUs 7,433 shares Aggregate restricted stock units granted
Performance-based RSUs 1,908 shares Aggregate performance-based restricted stock units granted
Option exercise price $550.25 per share Equal to the closing price on the grant date
Initial option vesting 25% Vests on the first anniversary of the grant date
Quarterly option vesting 6.25% Vests on each quarterly anniversary after the first anniversary
RSU vesting schedule Four equal installments Time-based RSUs vest on the first through fourth anniversaries

Historical Context

5 past events · Latest: Jul 16 (Neutral)
Pattern 5 events
Date Event Sentiment 24h Move Catalyst
Jul 16 Earnings date notice Neutral -0.9% Announced second-quarter 2026 results release date and webcast timing
Jul 13 Patent grants Positive -1.1% Added three U.S. patents covering resmetirom treatment regimens and cirrhosis
Jul 06 Inducement awards Neutral +3.0% Granted options and time-based RSUs to seven new employees
Jul 01 Partnership milestone Positive +2.7% Nominated a candidate drug, triggering IND-enabling studies
Jun 22 Inducement awards Neutral +0.1% Granted time-based RSUs to five new non-executive employees

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

Pattern Detected

Comparable inducement-award announcements were followed by positive 24-hour reactions of 3% and 0.11%, while other recent news produced mixed responses.

Key Terms

equity inducement awards, nasdaq listing rule 5635(c)(4), restricted stock units, total shareholder return
4 terms
equity inducement awards financial
"as equity inducement awards under the terms of Madrigal’s 2025 Inducement Plan"
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.
nasdaq listing rule 5635(c)(4) regulatory
"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.
restricted stock units financial
"7,433 time-based restricted stock units and 1,908 performance-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.
total shareholder return financial
"based on the total shareholder return of Madrigal relative to a defined peer group"
Total shareholder return is the overall gain an investor gets from owning a stock, combining changes in the share price plus any cash payouts like dividends, and assuming those payouts are reinvested in more shares. Investors use it like a single score that shows the true return on their investment—similar to checking both the growth of a savings account and the interest earned—to compare how well different companies or investments perform over time.

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

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CONSHOHOCKEN, Pa., July 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 July 15, 2026 to ten 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, options to purchase 4,770 shares of Madrigal’s common stock, 7,433 time-based restricted stock units and 1,908 performance-based restricted stock units. Options have an exercise price of $550.25 per share, which is equal to the closing price of the company’s common stock on the grant date. Options vest as follows: (i) 25% of the option shares will vest on the first anniversary of the grant date and (ii) 6.25% of the option shares will vest on each quarterly anniversary following the first anniversary of the grant date. All restricted stock units granted vest in four equal installments on each of the first through fourth anniversaries of the grant date. Performance-based restricted stock units are earned based on the total shareholder return of Madrigal relative to a defined peer group over a three year period and, to the extent earned, will cliff vest in the first quarter of 2029. 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

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

Madrigal granted stock options and restricted stock units to ten new non-executive employees on July 15, 2026. According to Madrigal, awards included options for 4,770 shares, 7,433 time-based RSUs, and 1,908 performance-based RSUs under the 2025 Inducement Plan.

What is the exercise price of the new Madrigal (MDGL) stock options granted as inducement awards?

The new Madrigal stock options have an exercise price of $550.25 per share. According to Madrigal, this price equals the closing price of the company’s common stock on the July 15, 2026 grant date, consistent with typical market-based option pricing practices.

How do Madrigal (MDGL) inducement stock options granted in July 2026 vest for new employees?

Madrigal’s inducement stock options vest over several years for new hires. According to Madrigal, 25% vests on the first anniversary of the grant date, then 6.25% vests on each quarterly anniversary thereafter, subject to the employee’s continued employment on each vesting date.

What are the vesting terms for Madrigal Pharmaceuticals (MDGL) restricted stock units granted in July 2026?

Madrigal’s time-based RSUs vest in four equal annual installments. According to Madrigal, they vest on each of the first through fourth anniversaries of the grant date, contingent on continued employment at each vesting date, aligning awards with multi-year retention objectives.

How are performance-based RSUs determined and when do they vest at Madrigal (NASDAQ:MDGL)?

Performance-based RSUs are earned based on Madrigal’s total shareholder return versus a defined peer group. According to Madrigal, any earned performance-based RSUs will cliff vest in the first quarter of 2029, subject to continued employment through the applicable vesting date.

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

Madrigal used Nasdaq Listing Rule 5635(c)(4) to grant equity awards as a material inducement to new employees. According to Madrigal, the independent Compensation Committee approved these grants under the 2025 Inducement Plan, aligning with Nasdaq requirements for inducement-based equity compensation.