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

Xilio Therapeutics granted 19,865 inducement stock options to two new employees at a $8.88 exercise price with multi-year vesting terms.

Rhea-AI Summary

Xilio Therapeutics (XLO) granted non-qualified stock options to purchase 19,865 shares of common stock to two new employees, effective September 1, 2026, under its 2022 Inducement Stock Incentive Plan.

The options have an exercise price of $8.88 per share, equal to the closing price on September 1, 2026, and a ten-year term. Vesting covers 25% of the shares on the first anniversary of employment, with the remaining 75% vesting in 36 equal monthly installments thereafter, subject to continued service. The awards were approved as inducement grants under Nasdaq Listing Rule 5635(c)(4) and are governed by the plan and individual stock option agreements.

Market Context

XLO's -0.90% 24-hour move after the May 7 inducement-grant announcement offers a direct historical c...

Analysis

XLO's -0.90% 24-hour move after the May 7 inducement-grant announcement offers a direct historical comparison. The active S-3/A creates a financing consideration, while continued service governs vesting.

Key Figures

Shares under options: 19,865 shares Grant date: September 1, 2026 Exercise price: $8.88 per share +4 more

7 metrics

Shares under options 19,865 shares Granted to two new employees

Grant date September 1, 2026 Effective date of the option grants

Exercise price $8.88 per share Equal to the September 1, 2026 closing price

Option term Ten years Term of each stock option

Initial vesting 25% Vests on the first anniversary following employment commencement

Remaining vesting 75% in 36 equal monthly installments Subject to continued service

Listing rule Nasdaq Listing Rule 5635(c)(4) Inducement material to entering employment

Historical Context

5 past events · Latest: Aug 12 (Neutral)

Pattern 5 events

Date	Event	Sentiment	24h Move	Catalyst
Aug 12	Second-quarter earnings	Neutral	-1.4%	Quarterly results, pipeline updates, and cash runway disclosure
Jul 06	Inducement option grants	Neutral	-1.4%	Options granted to three new employees under inducement plan
Jun 29	Leadership appointment	Positive	+2.4%	Ben Harshbarger appointed chief legal officer
May 12	First-quarter earnings	Positive	+0.0%	Revenue growth, narrower loss, cash runway, and AbbVie milestone
May 07	Inducement option grant	Neutral	-0.9%	Option granted to newly hired employee under inducement plan

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

Pattern Detected

The two prior inducement-grant announcements were followed by negative 24-hour price reactions.

Key Terms

non-qualified stock options, nasdaq listing rule 5635(c)(4)

2 terms

non-qualified stock options financial

"the company granted non-qualified stock options to purchase 19,865 shares"

Non-qualified stock options are a type of employee benefit that gives individuals the right to buy company shares at a set price, usually lower than the market value, within a certain period. Unlike other options that may have special tax advantages, these options are taxed as income when exercised, which can affect how much money the employee or investor ultimately gains. They are important because they can influence company compensation strategies and impact the financial outcomes for employees and investors.

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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WALTHAM, Mass., Sept. 02, 2026 (GLOBE NEWSWIRE) -- Xilio Therapeutics, Inc. (Nasdaq: XLO), a clinical-stage biotechnology company discovering and developing masked immuno-oncology therapies for people living with cancer, today announced that, effective September 1, 2026, the company granted non-qualified stock options to purchase 19,865 shares of its common stock to two new employees under Xilio Therapeutics’ 2022 Inducement Stock Incentive Plan.

The stock options have an exercise price of $8.88 per share, which is equal to the closing price of the company’s common stock on September 1, 2026. Each stock option has a ten-year term and will vest as to 25% of the shares underlying the stock option on the first anniversary following commencement of employment, and the remaining 75% of the shares underlying the stock option will vest in 36 equal monthly installments thereafter, subject to continued service with the company or any of its subsidiaries through each applicable vesting date.

The stock options are subject to the terms and conditions of Xilio Therapeutics’ 2022 Inducement Stock Incentive Plan, as well as the terms and conditions of the stock option agreement covering the grant and were made as an inducement material to the individual entering into employment with the company in accordance with Nasdaq Listing Rule 5635(c)(4).

About Xilio Therapeutics

Xilio Therapeutics is a clinical-stage biotechnology company discovering and developing masked immuno-oncology (I-O) therapies with the goal of significantly improving outcomes for people living with cancer without the systemic side effects of current I-O treatments. The company is leveraging its proprietary masking technology to advance a pipeline of novel, masked I-O molecules that are designed to optimize the therapeutic index by localizing anti-tumor activity within the tumor microenvironment. Learn more by visiting www.xiliotx.com and follow us on LinkedIn (Xilio Therapeutics, Inc.).

Investor Contact
Alex Lobo, Precision AQ
Alex.lobo@precisionaq.com

Media Contact
Josie Butler, 1AB
josie@1abmedia.com

FAQ

What stock options did Xilio Therapeutics (XLO) grant on September 1, 2026?

Xilio Therapeutics granted non-qualified stock options to purchase 19,865 shares of its common stock to two new employees, effective September 1, 2026, under its 2022 Inducement Stock Incentive Plan.

What is the exercise price and term of the new Xilio Therapeutics (XLO) inducement stock options?

The inducement stock options have an exercise price of $8.88 per share, equal to the closing price on September 1, 2026, and each option has a ten-year term.

How do the Xilio Therapeutics (XLO) inducement stock options vest for the new employees?

Each option vests as to 25% of the shares on the first anniversary of employment. The remaining 75% vests in 36 equal monthly installments, subject to continued service with Xilio Therapeutics or its subsidiaries.

Under which plan and Nasdaq rule were the Xilio Therapeutics (XLO) inducement grants made?

The grants were made under Xilio Therapeutics’ 2022 Inducement Stock Incentive Plan as an inducement material to employment, in accordance with Nasdaq Listing Rule 5635(c)(4).