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

Rhea-AI Summary

Entrada Therapeutics (Nasdaq: TRDA) granted an aggregate of 40,650 RSUs and options to purchase 38,850 shares to five newly hired non-executive employees under its 2025 Inducement Equity Plan, effective Dec 1, 2025. The options have an exercise price of $9.91, equal to the closing price on Dec 1, 2025. Grants were approved by the Compensation Committee as inducements under Nasdaq Listing Rule 5635(c)(4).

Vesting: options vest 25% at one year then monthly over three years to full vest at four years; RSUs vest 25% at one year then 6.25% quarterly on Mar 1/Jun 1/Sep 1/Dec 1, subject to continued service. Grants are subject to the Inducement Plan and award agreements.

Key Figures

RSUs granted 40,650 RSUs 2025 Inducement Equity Plan grants to five new employees

Options granted 38,850 options Options to purchase common stock for new non-executive employees

Option exercise price $9.91 per share Equal to TRDA closing price on December 1, 2025

Initial vesting cliff 25% after one year Options and RSUs vest one-fourth on first anniversary

Option vesting period 36 monthly installments Remaining 75% of options vest over three additional years

RSU quarterly vest 6.25% per quarter RSUs vest quarterly on Mar 1, Jun 1, Sep 1, Dec 1

Shelf registration size $400,000,000 Maximum aggregate offering under Form S-3 shelf

ATM program size $150,000,000 ATM common stock program within S-3 aggregate

Market Reality Check

$10.32 Last Close

Volume Volume 78,403 versus 20-day average of 293,376 indicates subdued trading activity ahead of the inducement grant news. low

Technical Shares are trading above the 200-day moving average at $7.65, with the last price at $10.33 before this announcement.

Peers on Argus

Momentum scanner showed no peer biotech names in active momentum. Sector peers were mixed, with moves ranging from about -4.06% (CCCC) to 7.63% (TNYA), suggesting today’s setup around TRDA was more stock-specific than sector-driven.

Historical Context

Date	Event	Sentiment	Move	Catalyst
Nov 06	Q3 2025 earnings	Negative	+0.1%	Q3 2025 results showed lower collaboration revenue and a larger net loss.
Oct 28	Investor conferences	Neutral	+0.6%	Announcement of CEO presentations and fireside chat at two investor conferences.
Sep 05	DREAMS grants	Positive	+1.3%	Third annual DREAMS grants awarding <b>$50,000</b> each to two DMD nonprofits.
Sep 02	Inducement grants	Negative	-1.1%	Equity incentives for seven new hires, including RSUs and stock options grants.
Aug 06	Q2 2025 earnings	Neutral	+2.1%	Q2 results with strong cash balance and DMD program progress but a net loss.

Pattern Detected

Recent TRDA news has produced modest price reactions within roughly +/-2%. A prior inducement grant in early September saw a small negative move, while earnings and corporate updates have generally coincided with slight positive or flat reactions.

Recent Company History

Over the last six months, Entrada has focused on advancing its Duchenne muscular dystrophy programs and maintaining a solid cash runway. Q2 and Q3 2025 results highlighted cash balances of over $326.8M and funding visibility into Q3 2027, alongside growing R&D spend and a return to net losses. Corporate updates included investor conference appearances and community-focused DREAMS grants. A prior Nasdaq Rule 5635(c)(4) inducement grant on Sep 02 led to a modest share price decline, providing a direct precedent for today’s similar inducement announcement.

Regulatory & Risk Context

Short Interest

2.83%

0% 15% 30%+

low

Short interest at 2.83% of float with 6.27 days to cover is categorized as low in this dataset, suggesting limited existing short positioning pressure around the stock.

Active S-3 Shelf Registration 2025-11-06

$400,000,000 registered capacity

Entrada has an effective Form S-3 shelf filed on 2025-11-06, allowing it to offer up to $400,000,000 of securities, including a $150,000,000 ATM program that is part of this aggregate. The shelf had 0 recorded usage events in the provided data, indicating no takedowns yet as of the latest context.

Market Pulse Summary

This announcement outlines inducement equity awards under Nasdaq Listing Rule 5635(c)(4) for five new non-executive employees, totaling 40,650 RSUs and options on 38,850 shares at an exercise price of $9.91. Vesting occurs over four years with an initial one-year cliff and subsequent monthly or quarterly schedules. In context, Entrada also maintains a $400,000,000 shelf and $150,000,000 ATM program and reported cash of $326.8M with runway into Q3 2027, while short interest remains low at 2.83%.

Key Terms

restricted stock units financial

"the Company granted an aggregate of 40,650 restricted stock units (“RSUs”) and options"

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 Listing Rule 5635(c)(4) regulatory

"as a material inducement to the new employees’ entry into employment with the Company 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.

Inducement Equity Plan financial

"under the Company’s 2025 Inducement Equity Plan (the “Inducement Plan”)"

An inducement equity plan is a program that offers employees or executives new stock options or shares as a way to encourage them to join or stay with a company. It acts like a reward or incentive to motivate performance and loyalty, aligning their interests with the company's success. For investors, such plans can influence a company's share structure and future earnings, making them an important factor to consider.

exercise price financial

"The options have an exercise price of $9.91 per share"

The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.

vesting commencement date financial

"on the one-year anniversary of the vesting commencement date and thereafter the remaining"

The vesting commencement date is the starting point when an employee begins earning ownership rights to their promised benefits, such as stock options or retirement contributions. Think of it like the day a savings account is opened—only after this date do the benefits start to grow and become fully available over time. It matters to investors because it marks when the clock begins ticking toward full ownership, affecting the timing and value of these benefits.

AI-generated analysis. Not financial advice.

BOSTON, Dec. 04, 2025 (GLOBE NEWSWIRE) -- Entrada Therapeutics, Inc. (Nasdaq: TRDA) today announced that the Company granted an aggregate of 40,650 restricted stock units (“RSUs”) and options to purchase 38,850 shares of the Company’s common stock to five newly-hired non-executive employees under the Company’s 2025 Inducement Equity Plan (the “Inducement Plan”), effective as of December 1, 2025. The options have an exercise price of $9.91 per share, which is equal to the closing price of the Company's common stock on December 1, 2025. The inducement grants were previously approved by the Compensation Committee of the Company’s Board of Directors, as a material inducement to the new employees’ entry into employment with the Company in accordance with Nasdaq Listing Rule 5635(c)(4).

One-fourth of the shares underlying each employee’s option will vest on the one-year anniversary of the vesting commencement date and thereafter the remaining 75% will vest in thirty-six equal monthly installments, such that the shares underlying the option granted to each employee will be fully vested on the fourth anniversary of the vesting commencement date, in each case, subject to each employee’s continued employment with the Company through each vesting date. One-fourth of the RSUs will vest on the one-year anniversary of the vesting commencement date, and 6.25% shall vest quarterly thereafter on each subsequent vesting date, with such vesting dates of March 1, June 1, September 1 and December 1 of each subsequent year, in each case, subject to each employee’s continuous service with the Company through each vesting date. The options and RSUs are subject to the terms and conditions of the Inducement Plan approved by the Company’s Board of Directors in March 2025 and the terms and conditions of award agreements covering the grants.

About Entrada Therapeutics
Entrada Therapeutics is a clinical-stage biopharmaceutical company aiming to transform the lives of patients by establishing a new class of medicines that engage intracellular targets that have long been considered inaccessible. The Company’s Endosomal Escape Vehicle (EEV™)-therapeutics are designed to enable the efficient intracellular delivery of a wide range of therapeutics into a variety of organs and tissues, resulting in an improved therapeutic index. Through this proprietary, versatile and modular approach, Entrada is advancing a robust development portfolio of RNA- and protein-based programs for the potential treatment of neuromuscular and ocular diseases, among others. The Company’s lead oligonucleotide programs are in development for the potential treatment of people living with Duchenne who are exon 44, 45, 50 and 51 skipping amenable. Entrada has partnered to develop a clinical-stage program, VX-670, for myotonic dystrophy type 1.

For more information about Entrada, please visit our website, www.entradatx.com, and follow us on LinkedIn.

Investor Contact
Karla MacDonald
Chief Corporate Affairs Officer
kmacdonald@entradatx.com

FAQ

What did Entrada Therapeutics announce on December 4, 2025 about inducement grants for TRDA?

Entrada announced grants of 40,650 RSUs and options for 38,850 shares to five new non-executive employees under the 2025 Inducement Equity Plan, effective Dec 1, 2025.

What is the exercise price of the TRDA options granted on Dec 1, 2025?

The options carry an exercise price of $9.91 per share, equal to the closing price of TRDA on Dec 1, 2025.

How do the TRDA option awards vest for the newly hired employees?

Each option vests 25% at one year and the remaining 75% monthly over 36 months, reaching full vest on the fourth anniversary, subject to continued employment.

What is the RSU vesting schedule in Entrada's Dec 2025 inducement grants?

RSUs vest 25% at one year, then 6.25% quarterly on Mar 1, Jun 1, Sep 1 and Dec 1 thereafter, subject to continuous service.

Under what Nasdaq rule were the TRDA inducement grants approved?

The Compensation Committee approved the grants as material inducements under Nasdaq Listing Rule 5635(c)(4).