Mirum Pharmaceuticals Reports Inducement Grants Under Nasdaq Listing Rule 5635(c)(4)
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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.
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Non-qualified stock options are a type of employee benefit that gives individuals the right to buy company shares at a set price, usually lower than the market value, within a certain period. Unlike other options that may have special tax advantages, these options are taxed as income when exercised, which can affect how much money the employee or investor ultimately gains. They are important because they can influence company compensation strategies and impact the financial outcomes for employees and investors.
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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.
performance stock unitsfinancial
Performance stock units are a type of company award that grants employees shares of stock only if certain performance goals are met. They motivate employees to work toward specific company achievements, aligning their interests with those of shareholders. For investors, they can influence a company's future stock supply and reflect management’s confidence in reaching key targets.
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FOSTER CITY, Calif.--(BUSINESS WIRE)--
Mirum Pharmaceuticals, Inc. (Nasdaq: MIRM) today announced that on February 10, 2026, the Compensation Committee of Mirum’s Board of Directors granted inducement awards consisting of non-qualified stock options to purchase 163,040 shares of common stock, 219,090 restricted stock units (“RSUs”), and 48,880 performance stock units (“PSUs”) to 37 new employees under Mirum’s 2020 Inducement Plan. The Compensation Committee of Mirum’s Board of Directors approved the awards as an inducement material to the new employees’ employment in accordance with Nasdaq Listing Rule 5635(c)(4).
Each stock option has an exercise price per share equal to $100.91 per share, Mirum’s closing trading price on February 10, 2026, and will vest over four years, with 25% of the underlying shares vesting on the one-year anniversary of the applicable vesting commencement date and the balance of the underlying shares vesting monthly thereafter over 36 months, subject to the new employees’ continued service relationship with Mirum through the applicable vesting dates. The RSUs will vest over three years, with 33% of the underlying shares vesting on each anniversary of the applicable initial vesting date, subject to the new employees’ continued service relationship with Mirum through the applicable vesting dates. The PSUs are subject to two performance conditions of achieving certain net product sales levels during the years ending December 31, 2027 and 2028 and, if the performance conditions are met, the applicable tranche of the awards will vest on March 15, 2028 and March 15, 2029, subject to continued service with Mirum through the applicable vesting dates. The number of PSUs to be vested in the first tranche of the PSU awards is calculated by multiplying 50% of the shares subject to the PSU award by a percentage calculated based on attained net sales metrics in the year ended December 31, 2027, as certified by Mirum’s Board of Directors or its Compensation Committee. The number of PSUs to be vested in the second tranche of the PSU awards is calculated by multiplying 50% of the shares subject to the PSU award by a percentage calculated based on attained net sales metrics in the year ended December 31, 2028, as certified by Mirum’s Board of Directors or its Compensation Committee. The awards are subject to the terms and conditions of Mirum’s 2020 Inducement Plan and the terms and conditions of an applicable award agreement covering the grant.
About Mirum Pharmaceuticals, Inc.
Mirum Pharmaceuticals (NASDAQ: MIRM) is a leading rare disease company with a global footprint of approved products and a broad pipeline of investigational medicines. Purpose-built to bring forward breakthrough medicines for people with overlooked conditions, Mirum combines deep rare disease expertise with strong connections to patient communities. The company’s commercial portfolio includes LIVMARLI® (maralixibat) for Alagille syndrome (ALGS) and progressive familial intrahepatic cholestasis (PFIC), CHOLBAM® (cholic acid) for bile-acid synthesis disorders, and CTEXLI® (chenodiol) for cerebrotendinous xanthomatosis (CTX).
Mirum’s clinical-stage pipeline includes volixibat, an IBAT inhibitor in late-stage development for primary sclerosing cholangitis (PSC) and primary biliary cholangitis (PBC), brelovitug, a fully human monoclonal antibody in late-stage development for chronic hepatitis delta virus (HDV), and MRM-3379, a PDE4D inhibitor being evaluated for Fragile X syndrome (FXS).
Mirum’s success is driven by a team dedicated to advancing high impact medicines through strategic development, disciplined execution and purposeful collaboration across the rare disease ecosystem. Learn more at www.mirumpharma.com and follow Mirum on Facebook, LinkedIn, Instagram and X.
