Replimune Announces Inducement Grants Under Nasdaq Listing Rule 5635(c)(4)

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Replimune Group (NASDAQ: REPL) announced inducement equity awards for 34 newly hired non-executive employees. The awards include non-qualified stock options to purchase 58,240 shares at $14.25 per share (closing price on February 5, 2025) and restricted stock units (RSUs) for 116,680 shares.

The stock options have a 10-year term with a four-year vesting schedule: 25% vests after one year, with the remainder vesting monthly over three years. The RSUs vest in approximately equal annual installments starting February 15, 2026. These inducement awards, approved under Nasdaq Rule 5635(c)(4), align with the terms of the company's 2018 Equity Incentive Plan despite being granted outside it.

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WOBURN, Mass., Feb. 07, 2025 (GLOBE NEWSWIRE) -- Replimune Group, Inc. (NASDAQ: REPL), a clinical stage biotechnology company pioneering the development of novel oncolytic immunotherapies, today announced the grant of inducement equity awards to newly hired non-executive employees.

The Company granted equity awards to 34 employees as a material inducement to commencing their employment with the Company. The inducement awards consist of non-qualified stock options to purchase an aggregate of 58,240 shares of the Company's common stock and restricted stock units representing an aggregate of 116,680 shares of the Company's common stock. Each option has an exercise price of $14.25 per share, which is equal to the closing price of the Company's common stock on February 5, 2025 (the “Date of Grant”). Each option has a 10-year term and will vest over four years, with 25% of the underlying shares vesting on the one-year anniversary of the Date of Grant, and the remainder vesting in monthly installments for three years thereafter. The restricted stock units vest in approximately four equal annual installments beginning on February 15, 2026. 

The aforementioned inducement awards were approved by the compensation committee of the Company's board of directors in reliance on the employment inducement exception under Nasdaq Listing Rule 5635(c)(4). While the inducement awards were granted outside of the Company’s 2018 Equity Incentive Plan, the awards will have terms and conditions consistent with those set forth under such plan.

About Replimune 
Replimune Group, Inc., headquartered in Woburn, MA, was founded in 2015 with the mission to transform cancer treatment by pioneering the development of novel oncolytic immunotherapies. Replimune’s proprietary RPx platform is based on a potent HSV-1 backbone intended to maximize immunogenic cell death and the induction of a systemic anti-tumor immune response. The RPx platform is designed to have a unique dual local and systemic activity consisting of direct selective virus-mediated killing of the tumor resulting in the release of tumor derived antigens and altering of the tumor microenvironment to ignite a strong and durable systemic response. The RPx product candidates are expected to be synergistic with most established and experimental cancer treatment modalities, leading to the versatility to be developed alone or combined with a variety of other treatment options. For more information, please visit www.replimune.com.

Investor Inquiries
Chris Brinzey
ICR Westwicke
339.970.2843
chris.brinzey@westwicke.com

Media Inquiries
Arleen Goldenberg
Replimune
917.548.1582
media@replimune.com

FAQ

How many shares are included in Replimune's (REPL) February 2025 inducement grants?

The inducement grants include options to purchase 58,240 shares and restricted stock units representing 116,680 shares of common stock.

What is the exercise price for REPL's February 2025 inducement stock options?

The exercise price is $14.25 per share, equal to the closing price of Replimune's common stock on February 5, 2025.

What is the vesting schedule for REPL's February 2025 inducement stock options?

The options vest over 4 years, with 25% vesting after one year and the remainder vesting monthly over the following three years.

When do the restricted stock units (RSUs) from REPL's February 2025 inducement grants begin vesting?

The RSUs begin vesting on February 15, 2026, with approximately equal annual installments over four years.