Omeros CEO receives 500,000-share performance option

Each performance tranche is tied to a stock-price hurdle measured using the aggregate volume-weighted average price over 30 consecutive trading days.

Available on EDGAR 10/30/2026 - 05:05 PM EDT Accepted by SEC EDGAR 10/30/2026 - 05:04 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

Omeros Corp. (OMER) Chairman, CEO & President Gregory A. Demopulos received a direct grant of a performance stock option covering 500,000 common shares on October 28, 2026. The option has an exercise price of $17.88 per share and expires October 28, 2031. No portion was vested and no shares were issued on the grant date. Vesting is subject to four equal tranches, specified stock-price hurdles and continued service. Under the service schedule, 25% of each tranche becomes eligible for vesting on the first anniversary of the grant date, with the remainder eligible in equal monthly installments over the following 36 months.

Insider Trade Summary

Grant/Award: 500,000 shares

Grant/Award 1 txn

Insider Demopulos Gregory A MD

Role Chairman, CEO & President

Type	Security	Shares	Price	Value
Grant/Award	Performance Stock Option (right to buy) F1	500,000	$0.00	$0.00

Holdings After Transaction: Performance Stock Option (right to buy) — 500,000 contracts (Direct)

Holdings Before and After: Performance Stock Option (right to buy), 0 to 500,000 contracts (Direct)

Footnotes (1)

1. F1. No portion of the option was vested, and no shares were issued, on the grant date. The shares subject to the option will vest and become exercisable in four equal tranches subject to both (i) achievement of stock-price hurdles of $25.00, $30.00, $35.00 and $40.00 per share, respectively, calculated based on the aggregate volume-weighted average price of the registrant's common stock over 30 consecutive trading days, taken as a single measurement period, at any point during the option's five-year term, and (ii) satisfaction of a continued-service condition under which 25% of the shares in each tranche will become eligible for vesting on the first anniversary of the grant date and the remainder will become eligible for vesting in equal monthly installments over the following 36 months. The stock-price hurdles represent appreciation of approximately 40%, 68%, 96% and 124%, respectively, above the grant-date closing price of $17.88 per share, which is also the option's exercise price.

Key Figures

Option coverage: 500,000 common shares Exercise price: $17.88 per share Expiration date: October 28, 2031 +5 more

8 metrics

Option coverage 500,000 common shares Direct performance stock option granted October 28, 2026

Exercise price $17.88 per share Performance stock option

Expiration date October 28, 2031 Performance stock option

Option tranches 4 equal tranches Each tranche is subject to a stock-price hurdle and continued service

Stock-price hurdles $25.00, $30.00, $35.00 and $40.00 per share One hurdle applies to each tranche

Hurdle measurement period 30 consecutive trading days Aggregate volume-weighted average price measurement

First-anniversary vesting eligibility 25% of each tranche Subject to the continued-service condition

Remaining service vesting schedule 36 months Equal monthly installments following the first anniversary

Key Terms

Performance Stock Option, stock-price hurdles, volume-weighted average price, continued-service condition

4 terms

Performance Stock Option financial

"Performance Stock Option (right to buy)"

stock-price hurdles financial

"achievement of stock-price hurdles of $25.00, $30.00, $35.00 and $40.00"

Predetermined share-price thresholds that must be reached or exceeded before certain contractual rights or payments take effect, such as option vesting, earnouts, performance-based awards, or conversion of securities. They matter to investors because they shape when and whether equity gets issued or cash is paid, affecting dilution, company incentives and the timing of value transfer — like a speed bump that must be crossed before a payoff occurs.

volume-weighted average price financial

"aggregate volume-weighted average price of the registrant's common stock"

Volume-weighted average price (VWAP) is the average price of a stock over a specific time period where each trade is weighted by the number of shares traded, so larger trades influence the average more than small ones. Investors and traders use VWAP as a reference point to judge whether trades are happening at relatively good or poor prices—like checking the average price paid for an item at a market where bulk purchases count more than single-item buys.

continued-service condition technical

"satisfaction of a continued-service condition"

FAQ

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

How many options did OMER's CEO receive?

Gregory A. Demopulos received a direct performance stock option covering 500,000 common shares on October 28, 2026.

What is the exercise price of OMER's performance stock option?

The option's exercise price is $17.88 per share.

What stock-price hurdles apply to OMER's performance option?

The four equal tranches have stock-price hurdles of $25.00, $30.00, $35.00 and $40.00 per share. Each hurdle is measured using the aggregate volume-weighted average price over 30 consecutive trading days at any point during the option's five-year term.

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

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SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Demopulos Gregory A MD

(Last) (First) (Middle)

201 ELLIOTT AVENUE WEST

(Street)

SEATTLE WASHINGTON 98119

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
OMEROS CORP [ OMER ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chairman, CEO & President

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
10/28/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Performance Stock Option (right to buy)	$17.88	10/28/2026		A		500,000		(1)	10/28/2031	Common Stock	500,000	$0	500,000	D

Explanation of Responses:

1. No portion of the option was vested, and no shares were issued, on the grant date. The shares subject to the option will vest and become exercisable in four equal tranches subject to both (i) achievement of stock-price hurdles of $25.00, $30.00, $35.00 and $40.00 per share, respectively, calculated based on the aggregate volume-weighted average price of the registrant's common stock over 30 consecutive trading days, taken as a single measurement period, at any point during the option's five-year term, and (ii) satisfaction of a continued-service condition under which 25% of the shares in each tranche will become eligible for vesting on the first anniversary of the grant date and the remainder will become eligible for vesting in equal monthly installments over the following 36 months. The stock-price hurdles represent appreciation of approximately 40%, 68%, 96% and 124%, respectively, above the grant-date closing price of $17.88 per share, which is also the option's exercise price.

	/s/ Peter B. Cancelmo, Attorney-in-Fact	10/30/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)