ORIC Pharmaceuticals Reports Inducement Grants under Nasdaq Listing Rule 5635(c)(4)

Rhea-AI Summary

ORIC Pharmaceuticals (Nasdaq:ORIC) announced inducement equity grants on December 1, 2025 to three newly hired non-executive employees who began in November 2025. The company granted 69,200 non-qualified stock options and 11,400 restricted stock units under the 2022 Inducement Equity Incentive Plan, subject to continued service through vesting dates.

The stock options use an exercise price equal to ORIC’s closing common stock price on the grant date. Options vest 25% after one year, then monthly at 1/36th of the remainder; RSUs vest one-third on each of the first three anniversaries. Grants were approved by the Compensation Committee per Nasdaq Rule 5635(c)(4) as material inducements to employment.

Key Figures

Stock options granted 69,200 options Non-qualified options granted on Dec 1, 2025 to three new employees

RSUs granted 11,400 RSUs Restricted stock units granted on Dec 1, 2025 as inducement awards

Initial option vesting 25% after 1 year Options cliff vesting on first anniversary of Grant Date

RSU vesting schedule 1/3 annually over 3 years RSUs vest on each of the first three anniversaries of Grant Date

Market Reality Check

$11.00 Last Close

Volume Volume 1,393,363 vs 20-day avg 1,183,024 (relative volume 1.18) before this filing. normal

Technical Price $11.00, trading above 200-day MA at $9.37 ahead of the inducement grant news.

Peers on Argus

Among close biotech peers, NUVB (+2.64%), RAPP (+1.72%), ATNF (+2.92%) and ELVN (+1.77%) were up, while MAZE (-0.86%) was down, indicating mixed stock-specific moves rather than a clear sector-wide trend.

Historical Context

Date	Event	Sentiment	Move	Catalyst
Dec 04	Clinical data update	Positive	+3.8%	Phase 1b enozertinib data showed robust systemic and CNS activity.
Dec 03	Conference presentations	Positive	+3.1%	Late-breaking oral ESMO Asia talks for enozertinib in EGFR-mutant NSCLC.
Dec 01	Conference poster plan	Positive	-6.1%	Planned ESMO Asia poster on enozertinib in HER2 exon 20 NSCLC.
Nov 24	Conference participation	Neutral	-1.4%	Evercore Healthcare Conference fireside chat and investor meetings.
Nov 13	Earnings and pipeline	Neutral	-2.3%	Q3 2025 financials, ORIC-944 updates, and cash runway into 2H 2028.

Pattern Detected

Recent clinically focused news for enozertinib has generally seen positive price alignment, while some earlier scientific/earnings updates showed negative or muted reactions.

Recent Company History

Over the last few weeks, ORIC has been driven mainly by clinical and investor-relations catalysts. On Nov 13, 2025, Q3 results and ORIC-944 updates were reported alongside strong cash resources into 2H 2028. Subsequent Evercore conference participation on Nov 24 and ESMO Asia presentations for enozertinib in HER2 and EGFR-mutant NSCLC from Dec 1–4 provided a steady flow of scientific visibility. Those data-heavy updates, especially the 36% ORR and 80% ORR Phase 1b results, align more closely with prior trading reactions than today’s routine inducement grants.

Market Pulse Summary

This announcement details inducement equity awards of 69,200 stock options and 11,400 RSUs to new hires under the 2022 Inducement Equity Incentive Plan, with multi-year vesting. In context, ORIC recently reported Q3 2025 financials with $413.0M in cash and highlighted strong Phase 1b data for enozertinib. Investors may track how ongoing equity-based compensation, prior insider net selling over the last 90 days, and future clinical readouts together shape the longer-term equity profile.

Key Terms

non-qualified stock options financial

"ORIC granted a total of 69,200 non-qualified stock options and 11,400..."

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.

restricted stock units financial

"69,200 non-qualified stock options and 11,400 restricted stock units to three..."

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 Rule 5635(c)(4) regulatory

"approved by ORIC’s Compensation Committee... as required by Nasdaq Rule 5635(c)(4)"

NASDAQ Rule 5635(c)(4) is a listing standard that requires a company to obtain shareholder approval before issuing a substantial number of new shares or convertible securities in certain financing or insider-related transactions that would materially dilute existing holders. It matters to investors because the vote gives shareholders a check on deals that could significantly change ownership stakes or voting power—like a homeowners’ association approving a major renovation that affects the whole neighborhood’s value.

AI-generated analysis. Not financial advice.

SOUTH SAN FRANCISCO, Calif. and SAN DIEGO, Dec. 05, 2025 (GLOBE NEWSWIRE) -- ORIC Pharmaceuticals, Inc. (Nasdaq:ORIC), a clinical stage oncology company focused on developing treatments that address mechanisms of therapeutic resistance, today announced that on December 1, 2025 (the “Grant Date”), ORIC granted a total of 69,200 non-qualified stock options and 11,400 restricted stock units to three new non-executive employees who began their employment with ORIC in November 2025.

These inducement grants were granted pursuant to the ORIC Pharmaceuticals, Inc. 2022 Inducement Equity Incentive Plan, subject to recipient’s continued employment or service through each applicable vesting date. The stock options have an exercise price equal to the closing price of ORIC’s common stock on the Grant Date. Twenty-five percent (25%) of the shares subject to the stock options will vest on the one (1) year anniversary of the Grant Date, with one thirty-sixth (1/36^th) of the remaining shares vesting each one-month period thereafter. One-third (1/3^rd) of the restricted stock units will vest on each of the first three anniversaries of the Grant Date. The inducement grants are subject to the terms and conditions of the applicable stock option and restricted stock unit agreements and the ORIC Pharmaceuticals, Inc. 2022 Inducement Equity Incentive Plan.

The inducement grants were approved by ORIC’s Compensation Committee of the Board of Directors, as required by Nasdaq Rule 5635(c)(4), and were granted as a material inducement to employment in accordance with Nasdaq Rule 5635(c)(4).

About ORIC Pharmaceuticals, Inc.

ORIC Pharmaceuticals is a clinical stage biopharmaceutical company dedicated to improving patients’ lives by Overcoming Resistance In Cancer. ORIC’s clinical stage product candidates include (1) ORIC-944, an allosteric inhibitor of the polycomb repressive complex 2 (PRC2) via the EED subunit, being developed for prostate cancer, and (2) enozertinib (ORIC-114), a brain penetrant inhibitor that selectively targets EGFR exon 20, EGFR atypical, and HER2 exon 20 mutations, being developed across multiple genetically defined cancers. ORIC has offices in South San Francisco and San Diego, California. For more information, please go to www.oricpharma.com, and follow us on X or LinkedIn.

Cautionary Note Regarding Forward-Looking Statements
This press release contains forward-looking statements as that term is defined in Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Statements in this press release that are not purely historical are forward-looking statements. Such forward-looking statements include, among other things, statements regarding the vesting of the inducement grants; target indications for ORIC’s product candidates; the potential advantages of ORIC’s product candidates; and plans underlying ORIC’s clinical trials and development. Words such as “believes,” “anticipates,” “plans,” “expects,” “intends,” “will,” “goal,” “potential” and similar expressions are intended to identify forward-looking statements. The forward-looking statements contained herein are based upon ORIC’s current expectations and involve assumptions that may never materialize or may prove to be incorrect. Actual results could differ materially from those projected in any forward-looking statements due to numerous risks and uncertainties, including but not limited to: risks associated with the process of discovering, developing and commercializing drugs that are safe and effective for use as human therapeutics and operating as an early clinical stage company; ORIC’s ability to develop, initiate or complete preclinical studies and clinical trials for, obtain approvals for and commercialize any of its product candidates; changes in ORIC’s plans to develop and commercialize its product candidates; the potential for clinical trials of ORIC’s product candidates to differ from preclinical, initial, interim, preliminary or expected results; negative impacts of health emergencies, economic instability or international conflicts on ORIC’s operations, including clinical trials; the risk of the occurrence of any event, change or other circumstance that could give rise to the termination of ORIC’s license and collaboration agreements; the potential market for our product candidates, and the progress and success of competing therapeutics currently available or in development; ORIC’s ability to raise any additional funding it will need to continue to pursue its business and product development plans; regulatory developments in the United States and foreign countries; ORIC’s reliance on third parties, including contract manufacturers and contract research organizations; ORIC’s ability to obtain and maintain intellectual property protection for its product candidates; the loss of key scientific or management personnel; competition in the industry in which ORIC operates; general economic and market conditions; and other risks. Information regarding the foregoing and additional risks may be found in the section entitled “Risk Factors” in ORIC’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission (the “SEC”) on November 13, 2025, and ORIC’s future reports to be filed with the SEC. These forward-looking statements are made as of the date of this press release, and ORIC assumes no obligation to update the forward-looking statements, or to update the reasons why actual results could differ from those projected in the forward-looking statements, except as required by law.

Contact:
Dominic Piscitelli, Chief Financial Officer
dominic.piscitelli@oricpharma.com
info@oricpharma.com

FAQ

What equity did ORIC (Nasdaq:ORIC) grant on December 1, 2025?

ORIC granted 69,200 non-qualified stock options and 11,400 restricted stock units to three new non-executive employees.

What is the vesting schedule for the ORIC options granted on December 1, 2025?

Options vest 25% after one year, then monthly at 1/36th of the remaining shares thereafter.

How do the restricted stock units granted by ORIC on December 1, 2025 vest?

The restricted stock units vest in thirds: one-third on each of the first three anniversaries of the grant date.

What exercise price was set for ORIC stock options granted on December 1, 2025?

The option exercise price equals ORIC’s closing common stock price on the grant date (December 1, 2025).

Why did ORIC approve these inducement grants under Nasdaq Rule 5635(c)(4)?

The grants were approved as material inducements to employment and required Compensation Committee approval under Nasdaq Rule 5635(c)(4).

Are the ORIC inducement grants conditioned on continued employment?

Yes; the grants are subject to each recipient’s continued employment or service through each applicable vesting date.