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

Rhea-AI Summary

TELA Bio (NASDAQ: TELA) approved inducement restricted stock unit grants covering 8,550 shares to three newly hired employees, with a grant date of February 18, 2026.

The RSUs vest in equal annual installments over four years and were issued under the Nasdaq Rule 5635(c)(4) inducement exception as part of each hire's employment compensation.

Key Figures

Inducement RSUs granted: 8,550 shares Number of employees: 3 employees Grant date: February 18, 2026 +1 more

4 metrics

Inducement RSUs granted 8,550 shares Restricted stock units for three newly hired employees

Number of employees 3 employees Recipients of inducement restricted stock units

Grant date February 18, 2026 Inducement RSU grant date under Nasdaq Rule 5635(c)(4)

Vesting period 4 years RSUs vest in equal annual installments over four years

Market Reality Check

Price: $0.7950 Vol: Volume 29,189 vs 20-day a...

low vol

$0.7950 Last Close

Volume Volume 29,189 vs 20-day average 330,847, indicating relatively light trading ahead of this filing-type news. low

Technical Shares trade below the 200-day moving average of 1.41, reflecting a weakened longer-term trend pre-announcement.

Peers on Argus

Sector peers showed mixed moves: ELUT up 1.82%, XTNT up 1.38%, APYX up 0.27%, wh...

1 Up

Sector peers showed mixed moves: ELUT up 1.82%, XTNT up 1.38%, APYX up 0.27%, while ICCM fell 3.40% and LUNG slipped 0.70%, suggesting stock-specific dynamics rather than a broad medical devices move tied to this grant disclosure.

Historical Context

5 past events · Latest: Jan 23 (Neutral)

Pattern 5 events

Date	Event	Sentiment	Move	Catalyst
Jan 23	Inducement grants	Neutral	-1.0%	RSU inducement grants for new hires under Nasdaq Rule 5635(c)(4).
Dec 12	Inducement grants	Neutral	-1.7%	RSU inducement grants totaling 3,600 shares to three new employees.
Nov 19	Conference participation	Neutral	-8.5%	Participation and webcast at a major healthcare investor conference.
Nov 17	Inducement grants	Neutral	+14.1%	Inducement RSUs and stock option awards for newly hired employees.
Nov 13	Equity offering	Neutral	-2.6%	Pricing of $13.0M registered direct offering of shares and pre-funded warrants.

Pattern Detected

Recent similar inducement grant announcements have typically coincided with modestly negative to mixed next-day price moves.

Recent Company History

Over the last few months, TELA Bio issued several routine updates, including multiple Nasdaq Rule 5635(c)(4) inducement equity grant announcements on Nov 17, 2025, Dec 12, 2025, and Jan 23, 2026, generally followed by modest price moves. A notable event was the $13.0 million underwritten registered direct offering on Nov 13, 2025, tied to a broader financing package. The current inducement RSU grants continue this pattern of incremental equity-based compensation disclosures.

Regulatory & Risk Context

Active S-3 Shelf

Shelf Active

Active S-3 Shelf Registration 2025-12-12

An effective shelf registration on Form S-3 dated Dec 12, 2025 registers up to 2,000,000 shares of common stock for resale by Perceptive Credit Holdings V, LP upon warrant exercise. TELA Bio would not receive proceeds from resale of these registered shares but could receive cash upon warrant exercise, intended for general corporate purposes.

Market Pulse Summary

This announcement details a routine equity compensation action: inducement grants of 8,550 restricte...

Analysis

This announcement details a routine equity compensation action: inducement grants of 8,550 restricted stock units to three new employees, vesting over four years under Nasdaq Rule 5635(c)(4). It continues TELA Bio’s pattern of using stock-based awards for hiring without changing previously disclosed financing terms or operations. Investors may contextualize these grants alongside the existing warrant-related resale registration and past direct offerings when assessing overall equity overhang and governance practices.

Key Terms

nasdaq rule 5635(c)(4), restricted stock units, inducement grant exception

3 terms

nasdaq rule 5635(c)(4) regulatory

"The restricted stock units were granted pursuant to the Nasdaq Rule 5635(c)(4) inducement grant exception..."

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.

restricted stock units financial

"approved inducement grants of restricted stock units covering 8,550 shares of its common stock..."

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.

inducement grant exception regulatory

"pursuant to the Nasdaq Rule 5635(c)(4) inducement grant exception as a component of each individual's employment compensation..."

An inducement grant exception is a regulatory allowance that lets a publicly traded company give stock-based awards to a newly hired employee outside the company’s existing, shareholder-approved equity plan — essentially a signing bonus paid in shares or options. Investors care because these grants can dilute existing shareholders, change executive incentives, and signal the company is using equity to attract key talent, so they are usually disclosed and subject to specific limits and board approval.

AI-generated analysis. Not financial advice.

MALVERN, Pa., Feb. 20, 2026 (GLOBE NEWSWIRE) -- TELA Bio, Inc. ("TELA Bio") (NASDAQ: TELA), a commercial-stage medical technology company focused on providing innovative soft-tissue reconstruction solutions, today announced that the Compensation Committee of the Board of Directors of TELA Bio approved inducement grants of restricted stock units covering 8,550 shares of its common stock to three newly-hired employees, with a grant date of February 18, 2026 (the "Grant Date"). The restricted stock units were granted pursuant to the Nasdaq Rule 5635(c)(4) inducement grant exception as a component of each individual's employment compensation and were granted as an inducement material to his or her acceptance of employment with TELA Bio.

The restricted stock units will vest in equal annual installments over four years, subject to each individual's continued service with TELA Bio through the applicable vesting dates.

About TELA Bio, Inc.

TELA Bio, Inc. (NASDAQ: TELA) is a commercial-stage medical technology company focused on providing innovative technologies that optimize clinical outcomes by prioritizing the preservation and restoration of the patient's own anatomy. The Company is committed to providing surgeons with advanced, economically effective soft-tissue reconstruction solutions that leverage the patient's natural healing response while minimizing long-term exposure to permanent synthetic materials. For more information, visit www.telabio.com.

Caution Regarding Forward-Looking Statements

This press release contains forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995. Words such as "may," "might," "will," "should," "believe," "expect," "anticipate," "estimate," "continue," "predict," "forecast," "project," "plan," "intend" or similar expressions, or statements regarding intent, belief, or current expectations are forward-looking statements and reflect the current beliefs of TELA Bio's management. These statements are not guarantees of future performance and are subject to certain risks, uncertainties and other factors that could cause actual results and events to differ materially and adversely from those indicated by such forward-looking statements. These risks and uncertainties are described more fully in the "Risk Factors" section and elsewhere in our filings with the Securities and Exchange Commission and available at www.sec.gov, including in our Annual Report on Form 10-K and Quarterly Reports on Form 10-Q. Any forward-looking statements that we make in this announcement speak only as of the date of this press release, and TELA Bio assumes no obligation to update forward-looking statements whether as a result of new information, future events or otherwise after the date of this press release, except as required under applicable law.

Investor Contact Louisa Smith ir@telabio.com

FAQ

What did TELA (NASDAQ: TELA) announce about inducement grants on February 20, 2026?

TELA announced RSU inducement grants totaling 8,550 shares to three new hires on a grant date of February 18, 2026. According to TELA Bio, the awards were issued under Nasdaq Rule 5635(c)(4) as part of each individual's employment compensation.

How do the restricted stock units granted by TELA (TELA) vest?

The restricted stock units vest in equal annual installments over four years subject to continued service. According to TELA Bio, each recipient must remain employed through each vesting date to receive the scheduled installments.

How many employees received inducement RSU grants from TELA (NASDAQ: TELA)?

Three newly hired employees received inducement restricted stock unit grants covering 8,550 shares in total. According to TELA Bio, the grants were a material component of each individual's acceptance of employment.

Under what Nasdaq rule were TELA's inducement awards granted for the new hires?

TELA granted the awards under Nasdaq Rule 5635(c)(4), the inducement grant exception for new employees. According to TELA Bio, this exception enabled the RSUs to be issued as part of the hiring compensation package.

What is the grant date and effective timing for TELA's inducement RSUs (TELA)?

The RSUs have a grant date of February 18, 2026 with the announcement dated February 20, 2026. According to TELA Bio, the grant date is the date the awards were approved by the compensation committee.