Xenon Pharmaceuticals Reports Inducement Grants Under Nasdaq Listing Rule 5635(c)(4)

The share options have a 10-year term, with an exercise price equal to the closing share price on the grant date.

Rhea-AI Summary

Xenon Pharmaceuticals (Nasdaq: XENE) granted equity inducement awards to new non-officer employees, effective October 29, 2026.

The awards cover 24,250 share options and 14,250 restricted share units (RSUs) for nine employees. The options have an exercise price of $37.54 per common share, equal to the closing share price on the grant date. Both award types vest over four years, subject to continued service. The Compensation Committee approved the grants as material inducements to employment under Nasdaq Listing Rule 5635(c)(4), through the company’s Amended and Restated 2025 Inducement Equity Incentive Plan.

Positive

• None.

Negative

• Minor point. Forward-looking: it has not happened yet and may not happen.24,250 share options at $37.54 and 14,250 RSUs create potential dilution, subject to vesting.

Key Figures

Employees receiving grants: 9 employees Share options: 24,250 options Restricted share units: 14,250 RSUs +4 more

Employees receiving grants

9 employees

New non-officer employees

Share options

24,250 options

Aggregate inducement grants

Restricted share units

14,250 RSUs

Aggregate inducement grants

Option exercise price

$37.54 per common share

Equal to the closing price on the grant date

Option term

10 years

Term for each share option

Option vesting

4 years; 25% after 1 year, then 1/36 of the remainder monthly

Subject to continued service

RSU vesting

25% on each of the first 4 anniversaries

Subject to continued service

Historical Context

2 past events · Latest: Oct 02

2 events

1. Oct 02

   Inducement grants

   24h Move

   -1.2%

   Prior grants covered eight employees, with four-year vesting and 17,850 options plus 10,500 RSUs.

2. Aug 28

   Inducement grants

   24h Move

   +0.4%

   Prior grants covered five employees, with four-year vesting and 13,450 options plus 7,850 RSUs.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

restricted share units, exercise price, nasdaq listing rule 5635(c)(4)

3 terms

restricted share units financial

"14,250 restricted share units (RSUs)"

Restricted share units (RSUs) are a promise from a company to give an employee or service provider actual shares or cash equal to the shares after certain conditions are met, typically staying with the company for a set time or hitting performance targets. Think of them like a time-locked gift card that becomes usable only after you’ve earned it. For investors, RSUs matter because they align employee incentives with company performance and can increase the number of shares outstanding over time, diluting existing ownership and affecting earnings per share.

exercise price financial

"The share options have an exercise price of $37.54 per common 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.

nasdaq listing rule 5635(c)(4) regulatory

"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.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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VANCOUVER, BC and BOSTON, MA, Oct. 30, 2026 (GLOBE NEWSWIRE) -- Xenon Pharmaceuticals Inc. (Nasdaq: XENE), a neuroscience-focused biopharmaceutical company dedicated to drug discovery, clinical development, and commercialization of life-changing therapeutics for patients in need, today announced equity inducement grants to nine new non-officer employees consisting of an aggregate of 24,250 share options and 14,250 restricted share units (RSUs). All of the foregoing share options and RSUs were approved by the Compensation Committee of the Company’s Board of Directors with an effective date of October 29, 2026 and were granted as inducements material to the employees entering into employment with the Company in accordance with Nasdaq Listing Rule 5635(c)(4).

The share options have an exercise price of $37.54 per common share, which is equal to the closing price per share of Xenon’s common shares on the grant date of October 29, 2026. The share option grants vest over four years, with 25% vesting on the one-year anniversary of the respective employee’s start date and 1/36th of the remaining options vesting monthly thereafter on the last day of each month, subject to such option recipient’s continued service relationship with the Company. Each option has a 10-year term and is subject to the terms and conditions of the share option agreement and the terms of the Company’s Amended and Restated 2025 Inducement Equity Incentive Plan. The RSUs will vest as to 25% of the underlying shares on each of the first four anniversaries of the grant date of October 29, 2026, subject to such employee’s continued service relationship with the Company. Each RSU grant is subject to the terms and conditions of the restricted share unit award agreement and the terms of the Company’s Amended and Restated 2025 Inducement Equity Incentive Plan.

About Xenon Pharmaceuticals Inc.
Xenon Pharmaceuticals (Nasdaq: XENE) is a neuroscience-focused biopharmaceutical company dedicated to drug discovery, clinical development, and commercialization of life-changing therapeutics for patients in need. Xenon’s lead molecule, azetukalner, is a novel, potent K_V7 potassium channel opener in late-stage clinical development for the treatment of epilepsy, major depressive disorder and bipolar depression. Xenon is also advancing an early-stage portfolio of multiple promising potassium and sodium channel modulators, including K_V7 and Na_V1.7 programs in Phase 1 development for the potential treatment of pain. Xenon has offices in Vancouver, British Columbia, and Boston, Massachusetts. For more information, visit www.xenon-pharma.com and follow us on LinkedIn and X.
  
Xenon and the Xenon logo are registered trademarks or trademarks of Xenon Pharmaceuticals Inc. in the US, Canada, and elsewhere. All other trademarks belong to their respective owner.

Contacts:
For Investors: 
Laura Perry/Emily Huang
Argot Partners 
Xenon@argotpartners.com

For Media:
Colleen Alabiso 
Senior Vice President, Corporate Affairs 
media@xenon-pharma.com 

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What equity inducement awards did Xenon Pharmaceuticals grant to new employees?

Xenon granted 24,250 share options and 14,250 restricted share units to nine new non-officer employees, effective October 29, 2026. The options have an exercise price of $37.54 per common share, equal to the closing share price on that date.

How do Xenon Pharmaceuticals’ October 2026 inducement awards vest?

The options vest 25% on the first anniversary of each employee’s start date, followed by 1/36th of the remaining options monthly on the last day of each month. The RSUs vest 25% on each of the first four anniversaries of October 29, 2026. Both schedules require continued service with Xenon.