Outset Medical Reports Inducement Grant Under Nasdaq Listing Rule 5635(c)(4)

Outset Medical (Nasdaq: OM) approved equity awards under its Inducement Plan for two newly hired non-executive employees, consistent with Nasdaq Listing Rule 5635(c)(4).

Rhea-AI Summary

Outset Medical (Nasdaq: OM) approved equity awards under its Inducement Plan for two newly hired non-executive employees, consistent with Nasdaq Listing Rule 5635(c)(4).

The awards total 45,000 restricted stock units (RSUs), vesting over three years with 33.33% after one year and the remaining 66.67% in quarterly installments, subject to continued service and possible acceleration or forfeiture.

Argus May 22 session

+1.41% close to close Open Argus

Details

News Market Reaction – OM

On May 22, the first trading day after this news, OM closed 1.41% above the previous close.

Data tracked by StockTitan Argus for the May 22 session.

Key Figures

Inducement RSUs: 45,000 RSUs Vesting term: 3 years Initial vesting tranche: 33.33% +2 more

Inducement RSUs

45,000 RSUs

Equity awards to two new non-executive employees

Vesting term

3 years

RSUs vest over a three-year period

Initial vesting tranche

33.33%

Vests on one-year anniversary of each start date

Subsequent vesting

66.67%

Vests in quarterly installments after first anniversary

Number of employees

2 employees

Newly appointed non-executive hires receiving RSUs

Historical Context

5 past events · Latest: May 11

5 events

1. May 11

   Conference presentation

   24h Move

   +5.2%

   Announcement of participation in RBC Global Healthcare Conference with webcast access.

2. May 07

   Earnings results

   24h Move

   -21.1%

   Q1 2026 revenue decline, ongoing net loss, and reiterated guidance details.

3. Apr 27

   Earnings date notice

   24h Move

   -2.0%

   Scheduling notice for upcoming Q1 2026 results and conference call.

4. Apr 08

   Inducement equity grant

   24h Move

   +2.9%

   RSU grants under Nasdaq Rule 5635(c)(4) for new executive and employee.

5. Apr 06

   Executive appointment

   24h Move

   +0.5%

   Appointment of EVP Commercial with extensive industry experience and Tablo adoption detail.

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), restricted stock units, rsus

3 terms

nasdaq listing rule 5635(c)(4) regulatory

"approved equity awards under the Company’s Inducement Plan, as a material inducement...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

"The equity awards to the two employees were granted in the form of an aggregate of 45,000 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.

rsus financial

"The equity awards to the two employees were granted in the form of an aggregate of 45,000 restricted stock units (“RSUs”)."

RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.

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

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SAN JOSE, Calif., May 21, 2026 (GLOBE NEWSWIRE) -- Outset Medical, Inc. (Nasdaq: OM), a medical technology company pioneering a first of-its-kind technology to improve clinical outcomes in dialysis with less cost and complexity (the “Company”), today announced that the Compensation Committee of its Board of Directors approved equity awards under the Company’s Inducement Plan, as a material inducement to employment to two newly appointed non-executive employees, in each case, who were not previous employees or directors of the Company. The equity awards were approved in accordance with Nasdaq Listing Rule 5635(c)(4), which also requires a public announcement of any equity awards that are not made under a stockholder approved equity plan.

The equity awards to the two employees were granted in the form of an aggregate of 45,000 restricted stock units (“RSUs”). The RSUs will vest over a period of three years, with 33.33% vesting on the one-year anniversary of each employee’s start date and the remaining 66.67% vesting in quarterly installments thereafter, subject to continued service through the applicable vesting dates and subject further to acceleration or forfeiture upon the occurrence of certain events as set forth in each employee’s award agreement.

About Outset Medical, Inc.

Outset is a medical technology company transforming the dialysis experience across the continuum of care with a first-of-its-kind technology. The Tablo® Hemodialysis System, FDA-cleared for use from hospital to home, is trusted by more than 1,000 U.S. healthcare facilities and has enabled millions of treatments delivered by thousands of nurses. Designed to reduce the cost and complexity of dialysis, Tablo combines water purification and on-demand dialysate production into a single, integrated system that connects seamlessly with Electronic Medical Record systems and a proprietary data analytics platform. This enterprise solution empowers providers to develop an in-house dialysis program where they are in control – enabling better operational, clinical, and financial outcomes. Outset is redefining what’s possible in kidney care through innovation, scale, and a relentless commitment to improving the lives of patients and the professionals who care for them. For more information, visit www.outsetmedical.com.

Investor Contact
investors@outsetmedical.com

FAQ

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

What inducement equity grant did Outset Medical (OM) announce on May 21, 2026?

Outset Medical announced inducement equity awards totaling 45,000 RSUs for two newly hired non-executive employees. According to Outset Medical, these restricted stock units are granted under its Inducement Plan as a material inducement to employment and are not issued from a stockholder-approved plan.

How many RSUs are included in Outset Medical's latest inducement grant for new employees?

The inducement grant includes an aggregate of 45,000 restricted stock units (RSUs) for two new non-executive employees. According to Outset Medical, these RSUs are intended as a material inducement to join the company and were approved by the Board's Compensation Committee.

What is the vesting schedule for the 45,000 RSUs granted by Outset Medical (OM)?

The 45,000 RSUs vest over three years, with 33.33% vesting on each employee’s one-year anniversary. According to Outset Medical, the remaining 66.67% vests in quarterly installments thereafter, subject to continued service and potential acceleration or forfeiture per each award agreement.

Why did Outset Medical use Nasdaq Listing Rule 5635(c)(4) for this inducement grant?

Outset Medical used Nasdaq Listing Rule 5635(c)(4) to grant equity awards as a material inducement to new employees. According to Outset Medical, this rule allows grants outside stockholder-approved plans, provided they are publicly disclosed and used specifically to attract new hires.

Who is eligible for the new Outset Medical inducement RSU awards announced in May 2026?

The new RSU awards are granted to two newly appointed non-executive employees who were not previously employees or directors. According to Outset Medical, these individuals receive the RSUs as a material inducement to employment under the company’s Inducement Plan.

What conditions could affect vesting of Outset Medical's inducement RSUs for new hires?

Vesting of the inducement RSUs depends on each employee’s continued service through applicable vesting dates. According to Outset Medical, the awards are also subject to potential acceleration or forfeiture upon certain events defined in each employee’s award agreement.