Vor Bio Reports Inducement Grants Under Nasdaq Listing Rule 5635(c)(4)

Rhea-AI Summary

Vor Bio (Nasdaq: VOR) announced inducement grants on November 2025 and March 23, 2026, to eight newly hired employees under its 2023 Inducement Plan pursuant to Nasdaq Listing Rule 5635(c)(4).

The Compensation Committee granted stock options to purchase an aggregate of 215,700 shares and 46,235 RSUs. Options carry ten-year terms with exercise prices of $7.95 to $24.11, equal to closing prices on grant dates. Options vest over four years (25% after 12 months, then monthly for 36 months); RSUs vest over four years (25% after 12 months, then quarterly for 36 months).

Key Figures

Stock options granted: 215,700 shares RSUs granted: 46,235 shares New hires: 8 employees +5 more

8 metrics

Stock options granted 215,700 shares Aggregate options to newly hired employees under Inducement Plan

RSUs granted 46,235 shares Aggregate RSUs to newly hired employees under Inducement Plan

New hires 8 employees Recipients of inducement stock options and RSUs

Option term 10 years Term of inducement stock options

Exercise price range $7.95–$24.11 per share Equal to closing prices on respective grant dates

Option vesting period 4 years 25% after 12 months; remainder monthly over 36 months

RSU vesting period 4 years 25% after 12 months; remainder quarterly over 36 months

Initial vesting cliff 25% Portion of both options and RSUs vesting after 12 months

Market Reality Check

Price: $12.69 Vol: Volume 1,124,734 vs 20-da...

normal vol

$12.69 Last Close

Volume Volume 1,124,734 vs 20-day average 893,305, indicating elevated trading activity. normal

Technical Shares at 12.69, trading below 200-day MA of 23.37 and 80.71% under 52-week high.

Peers on Argus

VOR was down 8.58% pre-news with mixed biotech peers: SLN -5.94%, PRQR -1.27%, C...

1 Up

VOR was down 8.58% pre-news with mixed biotech peers: SLN -5.94%, PRQR -1.27%, CADL -1.58% while TLSA and ALLO gained 10.66% and 13.79%. Peer moves do not clearly track VOR’s decline.

Historical Context

5 past events · Latest: Feb 23 (Positive)

Pattern 5 events

Date	Event	Sentiment	Move	Catalyst
Feb 23	Conference participation	Positive	+13.8%	Participation in TD Cowen healthcare conference with webcasted company presentation.
Jan 06	Conference participation	Positive	+10.3%	Presentation and 1x1 investor meetings at J.P. Morgan Healthcare Conference.
Dec 23	Board appointments	Positive	+7.4%	Addition of RA Capital and Forbion representatives following a $150M PIPE financing.
Dec 15	Private placement	Positive	+8.0%	Announcement of $150M private placement to fund telitacicept Phase 3 programs.
Nov 13	Earnings & update	Positive	+2.7%	Q3 2025 results with positive Phase 3 data and strengthened cash position.

Pattern Detected

Recent news events, including financings, positive Phase 3 data, and conference participation, were followed by positive 24-hour price reactions in all tracked cases.

Recent Company History

This announcement follows a series of positive corporate milestones. In Q3 2025, Vor Bio reported broad positive Phase 3 efficacy and safety data for telitacicept alongside substantial financings, including a $150M private placement and an additional $115M offering. Subsequent governance changes added experienced investors to the Board. In early 2026, the company focused on visibility, presenting at major healthcare conferences with 24-hour stock moves of +10.3% and +13.8%. Today’s inducement equity grants fit into this pattern of growth-stage corporate development.

Regulatory & Risk Context

Active S-3 Shelf · $150 million

Shelf Active

Active S-3 Shelf Registration 2026-01-29

$150 million registered capacity

An effective S-3 dated 2026-01-29 registers 13,876,032 already-issued shares from the December 18, 2025 private placement for resale. Vor Bio has received the $150 million proceeds; future sales under this shelf benefit selling stockholders, and Vor Bio will not receive additional capital.

Market Pulse Summary

This announcement details inducement stock options and RSUs granted under Nasdaq Listing Rule 5635(c...

Analysis

This announcement details inducement stock options and RSUs granted under Nasdaq Listing Rule 5635(c)(4) to 8 new employees, totaling 215,700 options and 46,235 RSUs with standard four-year vesting. It follows a period of significant activity, including a $150 million private placement, an effective resale shelf for 13,876,032 shares, and positive Phase 3 updates. Investors may focus on future clinical milestones, additional financing steps, and how ongoing share resales interact with trading liquidity.

Key Terms

nasdaq listing rule 5635(c)(4), restricted stock units

2 terms

nasdaq listing rule 5635(c)(4) regulatory

"granted as material inducements to employment with Vor Bio 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.

restricted stock units financial

"stock options to purchase an aggregate of 215,700 shares ... and restricted stock units (“RSUs”)"

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.

AI-generated analysis. Not financial advice.

BOSTON, March 23, 2026 (GLOBE NEWSWIRE) -- Vor Bio (Nasdaq: VOR), a clinical-stage biotechnology company transforming the treatment of autoimmune diseases, today announced that, in November 2025 and on March 23, 2026, the Compensation Committee of the Board of Directors granted stock options to purchase an aggregate of 215,700 shares of Vor Bio’s common stock and restricted stock units (“RSUs”) representing the right to receive an aggregate of 46,235 shares of Vor Bio’s common stock to 8 newly hired employees. The foregoing stock options and RSUs were granted as material inducements to employment with Vor Bio in accordance with Nasdaq Listing Rule 5635(c)(4) and were granted under the Vor Biopharma Inc. 2023 Inducement Plan (the “Inducement Plan”).

The stock options have a ten-year term and exercise prices that range from $7.95 to $24.11 per share, which equal the closing price of Vor Bio’s common stock on the respective grant dates of the stock options. The options will vest over a four-year period, with 25% of the shares vesting after 12 months and the remaining shares vesting monthly over the following 36 months, subject to the employees’ continued employment with Vor Bio on such vesting dates. The RSUs will vest over a four-year period, with 25% of the shares vesting after 12 months and the remaining shares vesting quarterly over the following 36 months, subject to the employees’ continued employment with Vor Bio on such vesting dates. The options and RSUs are subject to the terms and conditions of the Inducement Plan and the terms and conditions of an award agreement covering the grants.

About Vor Bio

Vor Bio is a clinical-stage biotechnology company transforming the treatment of autoimmune diseases. The company is focused on rapidly advancing telitacicept, a novel dual-target fusion protein, through Phase 3 clinical development and potential commercialization to address serious autoantibody-driven conditions worldwide. For more information visit www.vorbio.com

Media & Investor Contacts:
Carl Mauch
cmauch@vorbio.com

FAQ

What inducement grants did Vor Bio (VOR) announce on March 23, 2026?

Vor Bio granted stock options for 215,700 shares and RSUs for 46,235 shares to eight new hires. According to the company, the grants were made under the 2023 Inducement Plan as material inducements under Nasdaq Listing Rule 5635(c)(4).

What are the exercise prices and terms for the VOR stock options granted in March 2026?

The options have ten-year terms with exercise prices ranging from $7.95 to $24.11 per share. According to the company, those prices equal Vor Bio's closing stock price on each respective grant date.

How do the VOR options and RSUs vest for the March 23, 2026 inducement grants?

Options vest over four years: 25% after 12 months, then monthly over 36 months; RSUs vest 25% after 12 months, then quarterly. According to the company, vesting is subject to continued employment on vesting dates.

How many employees received inducement awards from Vor Bio (VOR) in the disclosed grants?

Eight newly hired employees received the inducement awards in November 2025 and March 23, 2026. According to the company, the grants were intended as material inducements to employment under Nasdaq rules.

Under which plan were Vor Bio's (VOR) March 2026 inducement grants made?

The grants were made under the Vor Biopharma 2023 Inducement Plan. According to the company, award terms are governed by the Inducement Plan and individual award agreements.

Do Vor Bio's (VOR) inducement option prices reflect market value on grant dates?

Yes, the options' exercise prices equal the closing market price on their respective grant dates. According to the company, prices ranged from $7.95 to $24.11 per share based on those closing prices.