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

Xenon Pharmaceuticals (Nasdaq: XENE) announced equity inducement grants on December 4, 2025 to five new non-officer employees totaling 39,250 share options.

Rhea-AI Summary

Xenon Pharmaceuticals (Nasdaq: XENE) announced equity inducement grants on December 4, 2025 to five new non-officer employees totaling 39,250 share options. The options carry an exercise price of $44.61, equal to Xenon’s closing share price on the grant date, vest over four years (25% after one year, then monthly vesting), and have a 10-year term. Grants were approved by the Compensation Committee and issued under Nasdaq Listing Rule 5635(c)(4) and the company’s Amended and Restated 2025 Inducement Equity Incentive Plan.

Terms are subject to each option agreement and continued service; the company highlighted its lead asset azetukalner in Phase 3 and earlier-stage ion channel programs.

Argus Dec 5 session

+0.90% close to close 0.7x rel. volume Open Argus

Details

News Market Reaction – XENE

On Dec 5, the first trading day after this news, XENE closed 0.90% above the previous close.

Data tracked by StockTitan Argus for the Dec 5 session.

Key Figures

Inducement options granted: 39,250 options Exercise price: $44.61 per share Option term: 10 years +3 more

Inducement options granted

39,250 options

Aggregate equity inducement grants to five new non-officer employees

Exercise price

$44.61 per share

Equal to Xenon’s common share closing price on December 4, 2025

Option term

10 years

Term of the inducement share options under the 2025 plan

Vesting period

4 years

Inducement options vest over four years, service-based

Initial vesting tranche

25%

Vests on one-year anniversary of each employee’s start date

Subsequent vesting schedule

1/36 monthly

Remaining options vest monthly thereafter, subject to continued service

Historical Context

5 past events · Latest: Dec 03

5 events

1. Dec 03

   Investor webinar

   24h Move

   +0.0%

   Investor webinar on azetukalner epilepsy data and commercialization plans.

2. Nov 25

   Clinical data update

   24h Move

   +0.0%

   Announcement of new azetukalner OLE and epilepsy data at AES 2025.

3. Nov 06

   Investor conferences

   24h Move

   +0.0%

   Participation in Stifel and Jefferies healthcare investor conferences.

4. Nov 03

   Earnings & update

   24h Move

   +0.0%

   Q3 2025 results and pipeline update including Phase 3 and Phase 1 programs.

5. Oct 27

   Earnings scheduling

   24h Move

   +0.0%

   Scheduling announcement for Q3 2025 results and business update call.

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

Key Terms

Nasdaq Listing Rule 5635(c)(4), exercise price, Phase 3 clinical trials, Phase 1 development, +2 more

6 terms

Nasdaq Listing Rule 5635(c)(4) regulatory

"announced equity inducement grants to five new non-officer employees... 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.

exercise price financial

"The share options have an exercise price of $44.61 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.

Phase 3 clinical trials medical

"azetukalner... in Phase 3 clinical trials for the treatment of epilepsy, major depressive disorder (MDD) and bipolar depression (BPD)"

Phase 3 clinical trials are large, late-stage studies that test a drug or medical treatment in hundreds to thousands of patients to confirm it is safe and effective and to compare it with existing options. Investors care because positive results are a key step toward regulatory approval and commercial sales, reducing uncertainty much like a full dress rehearsal before a product launch; negative results can sharply reduce a program’s value.

Phase 1 development medical

"NaV1.7 programs in Phase 1 development for the potential treatment of pain"

Phase 1 development is the first stage of testing a new drug or medical therapy in humans, focused on safety, how the body handles the treatment, and identifying a safe dose range. For investors it is an early milestone that reduces uncertainty—think of it like a prototype’s first test drive: passing it doesn’t prove long-term success but failing it can halt the program and materially affect a company’s value.

major depressive disorder medical

"Phase 3 clinical trials for the treatment of epilepsy, major depressive disorder (MDD) and bipolar depression (BPD)"

A clinical condition characterized by persistent, severe low mood, loss of interest in daily activities, and reduced ability to function at work or home, lasting weeks or longer. It matters to investors because it drives demand for treatments and mental health services, affects workforce productivity and absenteeism, influences health-care and insurance costs, and shapes risks and opportunities for companies developing drugs, therapies or workplace programs—like a long-lasting storm that lowers economic output.

bipolar depression medical

"Phase 3 clinical trials for the treatment of epilepsy, major depressive disorder (MDD) and bipolar depression (BPD)"

Bipolar depression is the low-mood phase of bipolar disorder, when a person experiences prolonged sadness, low energy, slowed thinking, and loss of interest in daily activities; think of it as the downward swing in a mood pendulum. It matters to investors because it shapes demand for treatments, the design and outcome of clinical trials, regulatory approval chances, and long-term healthcare costs—factors that affect the commercial potential of therapies and medical companies.

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

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

VANCOUVER, British Columbia and BOSTON, Dec. 04, 2025 (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 five new non-officer employees consisting of an aggregate of 39,250 share options. All of the foregoing share options were approved by the Compensation Committee of the Company’s Board of Directors with an effective date of December 4, 2025 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 $44.61 per common share, which is equal to the closing price per share of Xenon’s common shares on the grant date of December 4, 2025. 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.

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, selective K_V7 potassium channel opener in Phase 3 clinical trials for the treatment of epilepsy, major depressive disorder (MDD) and bipolar depression (BPD). 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.

Contact:
Colleen Alabiso
Senior Vice President, Corporate Affairs
(617) 671-9238
Media: media@xenon-pharma.com
Investors: investors@xenon-pharma.com

FAQ

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

What did Xenon (XENE) announce on December 4, 2025 about employee stock options?

Xenon announced inducement grants of 39,250 share options to five new non-officer employees granted on December 4, 2025.

What is the exercise price and term of the XENE inducement options granted on December 4, 2025?

Each option has an exercise price of $44.61 and a 10-year term from the grant date.

How do the XENE inducement options vest for employees hired under the December 4, 2025 grants?

Options vest over four years with 25% vesting after one year and the remainder vesting monthly in 1/36th installments thereafter.

Were the Xenon (XENE) option grants approved by the board and issued under Nasdaq rules?

Yes; the Compensation Committee approved the grants and they were issued as inducements under Nasdaq Listing Rule 5635(c)(4).

Do the December 4, 2025 XENE option grants reference any company programs or plans?

The grants are subject to the company’s Amended and Restated 2025 Inducement Equity Incentive Plan and individual option agreements.