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

Rhea-AI Summary

ORIC Pharmaceuticals (Nasdaq:ORIC) announced inducement equity grants made on February 2, 2026 to three new non-executive employees who joined in January 2026. ORIC granted 173,800 non-qualified stock options and 28,700 restricted stock units under its 2022 Inducement Equity Incentive Plan.

Options use the closing price on the grant date; options vest 25% after one year then monthly over 36 months, RSUs vest one-third each year for three years. Grants were approved by the Compensation Committee per Nasdaq Rule 5635(c)(4).

Key Figures

Inducement stock options: 173,800 options Inducement RSUs: 28,700 RSUs Employees receiving grants: 3 employees +5 more

8 metrics

Inducement stock options 173,800 options Granted to three new non-executive employees on Grant Date

Inducement RSUs 28,700 RSUs Granted to three new non-executive employees on Grant Date

Employees receiving grants 3 employees New non-executive hires beginning employment in January 2026

Initial option vesting 25% after 1 year One-year anniversary of February 2, 2026 Grant Date

Remaining option vesting 1/36 monthly Monthly vesting of remaining options after first anniversary

RSU vesting schedule 1/3 annually over 3 years On each of first three anniversaries of Grant Date

Price change -6.13% Move prior to this article’s publication

52-week range 3.8951–14.93 Price <b>167.52%</b> above low and <b>-30.21%</b> below high

Market Reality Check

Price: $10.42 Vol: Volume 1,987,323 is 1.07x...

normal vol

$10.42 Last Close

Volume Volume 1,987,323 is 1.07x the 20-day average of 1,860,742. normal

Technical Price at 10.42, -30.21% vs 52-week high 14.93 and 167.52% above 52-week low 3.8951; trading below 200-day MA at 10.05.

Peers on Argus

ORIC fell -6.13% while close biotech peers were mixed: NUVB -2.06%, MAZE +1.67%,...

ORIC fell -6.13% while close biotech peers were mixed: NUVB -2.06%, MAZE +1.67%, RAPP +2.46%, ATNF +2.92%, ELVN +7.18%, indicating a stock-specific move rather than a sector-wide trend.

Historical Context

5 past events · Latest: 2026-02-05 (Neutral)

Pattern 5 events

Date	Event	Sentiment	Move	Catalyst
2026-02-05	Investor conferences	Neutral	-6.1%	Announcement of participation in three February 2026 investor conferences.
2026-01-12	Ops & milestones	Positive	+0.0%	Operational highlights, strong clinical metrics, funding into 2H 2028, 2026 milestones.
2026-01-06	JPM presentation	Neutral	-0.1%	CEO company overview presentation at J.P. Morgan Healthcare Conference.
2025-12-05	Clinical data update	Positive	-4.4%	Phase 1b enozertinib data in EGFR exon 20 NSCLC at ESMO Asia 2025.
2025-12-05	Inducement grants	Neutral	-4.4%	Inducement stock options and RSUs granted to new non-executive employees.

Pattern Detected

Across the last five news events, including strong clinical and corporate updates, ORIC showed repeated negative or flat price reactions, suggesting a pattern where news—often positive or neutral—has aligned poorly with short-term trading responses.

Recent Company History

Over recent months, ORIC reported multiple catalysts. Operational highlights for 2025 and 2026 milestones included substantial clinical progress and financing, yet the next-day move was 0%. Positive Phase 1b data for enozertinib on 2025-12-05 coincided with a -4.36% move. Neutral items such as conference participation and prior inducement grants also saw negative reactions of -6.13% and -4.36%. Today’s hiring-related inducement grants fit this pattern of administrative or positive updates meeting weak price responses.

Market Pulse Summary

This announcement highlights inducement equity grants—173,800 non-qualified stock options and 28,700...

Analysis

This announcement highlights inducement equity grants—173,800 non-qualified stock options and 28,700 RSUs—issued to three new non-executive employees under the 2022 Inducement Equity Incentive Plan, in line with Nasdaq Rule 5635(c)(4). The structure mirrors a prior inducement grant in 2025-12-05, suggesting a consistent approach to recruiting and retention. In context of earlier operational and clinical updates, investors may monitor how ongoing hiring supports execution of upcoming milestones and trial plans.

Key Terms

non-qualified stock options, restricted stock units, equity incentive plan, Nasdaq Rule 5635(c)(4)

4 terms

non-qualified stock options financial

"ORIC granted a total of 173,800 non-qualified stock options and 28,700 restricted"

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

"173,800 non-qualified stock options and 28,700 restricted stock units to three new"

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.

equity incentive plan financial

"pursuant to the ORIC Pharmaceuticals, Inc. 2022 Inducement Equity Incentive Plan"

An equity incentive plan is a program that gives employees, executives or directors the right to receive company stock or options to buy stock as part of their pay. Think of it as offering slices of future company profit to motivate people to boost long‑term performance; for investors it matters because it can align employee goals with shareholder value but also increases the number of shares outstanding, which can dilute existing ownership.

Nasdaq Rule 5635(c)(4) regulatory

"approved by ORIC’s Compensation Committee of the Board of Directors, 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, Feb. 06, 2026 (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 February 2, 2026 (the “Grant Date”), ORIC granted a total of 173,800 non-qualified stock options and 28,700 restricted stock units to three new non-executive employees who began their employment with ORIC in January 2026.

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) rinzimetostat (ORIC-944), an allosteric inhibitor of the polycomb repressive complex 2 (PRC2) via the EED subunit, being developed for prostate cancer, and (2) enozertinib, a brain penetrant inhibitor that selectively targets EGFR exon 20 and atypical 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 inducement grants did ORIC (Nasdaq:ORIC) announce on February 2, 2026?

ORIC granted 173,800 non-qualified stock options and 28,700 restricted stock units. According to ORIC, the awards were issued to three new non-executive employees who began employment in January 2026.

What are the vesting terms for the ORIC (ORIC) stock options granted February 2, 2026?

Twenty-five percent of option shares vest after one year, then the remainder vests monthly over three years. According to ORIC, the schedule is 25% at one year and 1/36th of the remainder each month thereafter.

What are the vesting terms for the restricted stock units in ORIC's February 2, 2026 grant?

One-third of the restricted stock units vest on each of the first three anniversaries of the grant date. According to ORIC, RSUs fully vest after three years with annual one-third vesting.

What exercise price applies to the ORIC (Nasdaq:ORIC) options granted on February 2, 2026?

The exercise price equals ORIC's closing common stock price on the February 2, 2026 grant date. According to ORIC, options were priced at that closing market price.

Why were the inducement grants at ORIC (ORIC) approved under Nasdaq Rule 5635(c)(4)?

The grants were approved as material inducements to employment in accordance with Nasdaq Rule 5635(c)(4). According to ORIC, the Compensation Committee approved the awards to comply with Nasdaq listing rules.