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

Rhea-AI Summary

Arena Pharmaceuticals (Nasdaq: ARNA) announced the granting of inducement stock options, performance restricted stock units (PRSUs), and restricted stock units (RSUs) to new employees as per Nasdaq Listing Rule 5635(c)(4). The options include 40,000 shares to Mike Paolucci, 12,900 shares to four new employees, and 5,595 RSUs. The stock options have a seven-year term with an exercise price of $77.58 and vesting over four years. PRSUs will vest based on the stock price reaching specific thresholds by February 2024. This initiative aims to attract talent and align employee interests with company performance.

Positive

• Inducement stock options and performance-based units granted to new employees may attract top talent.
• Stock options have a favorable grant price of $77.58 based on the closing stock value.

Negative

• The vesting conditions for PRSUs rely on achieving specific stock price thresholds, introducing uncertainty.

Arena Pharmaceuticals, Inc. (Nasdaq: ARNA) today announced that the Compensation Committee of its Board of Directors granted inducement stock options, inducement performance restricted stock units ("PRSUs"), and inducement restricted stock units ("RSUs") to new employees. The inducement stock options, PRSUs, and RSUs each have a grant date and vesting commencement date (if applicable) of March 15, 2021, and were granted as inducements material to the new employees entering employment with Arena in accordance with Nasdaq Listing Rule 5635(c)(4). These grants included:

• options to purchase an aggregate of 40,000 shares of Arena's common stock to Mike Paolucci, Executive Vice President of Human Capital, approved by the Compensation Committee on February 15, 2021;

• PRSUs to Mr. Paolucci at an amount of 7,000 shares, approved by the Compensation Committee on February 15, 2021;

• options to purchase an aggregate of 12,900 shares of Arena's common stock to four new employees, approved by the Compensation Committee on March 12, 2021; and

• 5,595 RSUs to four new employees, approved by the Compensation Committee on March 12, 2021.

The inducement stock options are non-qualified stock options, have a seven-year term, have an exercise price of $77.58 per share, the closing price of Arena's common stock on the grant date, and vest over four years, with 25% of the shares vesting on the one-year anniversary of the vesting commencement date and the remaining 75% of the shares vesting in substantially equal monthly installments over the following 36 months, subject to the new employee's continued service with Arena through the applicable vesting dates. The PRSUs represent a contingent right to receive a number of shares of Arena's common stock equal to up to 100% of the number of target PRSUs granted, which shares shall vest, if at all, upon the closing price of Arena's common stock reaching certain thresholds during the performance period beginning on the grant date and ending on February 29, 2024, and satisfaction of a continuing service requirement. The RSUs vest over four years, with 25% of the shares vesting on the first designated quarterly vesting date on or following the one-year anniversary of the vesting commencement date and the remaining 75% of the shares vesting in 12 substantially equal quarterly installments occurring on the following 12 quarterly vesting dates, subject to the new employee's continued service with Arena through the applicable vesting dates. The inducement stock options, PRSUs, and RSUs are subject to the terms and conditions of Arena's Amended and Restated 2020 Long-Term Incentive Plan.

About Arena Pharmaceuticals

ARENA Pharmaceuticals is a team with a singular purpose – deliver our important medicines to patients.

In a rapidly changing global market, we work with a sense of urgency every day to understand the needs of all our stakeholders; identify bold, sometimes disruptive, ideas to get our medicines to patients; and relentlessly execute until it’s done.

ARENA - Care More. Act Differently.

Forward-Looking Statements

Certain statements in this press release are forward-looking statements that involve a number of risks and uncertainties. Such forward-looking statements include statements about Arena's purpose, work, understanding, ideas, and execution. For such statements, Arena claims the protection of the Private Securities Litigation Reform Act of 1995. Actual events or results may differ materially from Arena's expectations. Factors that could cause actual results to differ materially from the forward-looking statements include those disclosed in Arena's filings with the Securities and Exchange Commission. These forward-looking statements represent Arena's judgment as of the time of this release. Arena disclaims any intent or obligation to update these forward-looking statements, other than as may be required under applicable law.

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FAQ

What stock options were granted by Arena Pharmaceuticals on March 15, 2021?

Arena Pharmaceuticals granted stock options for an aggregate of 40,000 shares to Mike Paolucci and 12,900 shares to four new employees.

What are the terms for the performance restricted stock units (PRSUs) granted by Arena?

PRSUs will vest upon Arena's stock price reaching certain thresholds by February 2024, contingent upon continued service.

What is the exercise price for the stock options granted by Arena on March 15, 2021?

The exercise price for the stock options is $77.58 per share, which is the closing price on the grant date.

What is the significance of the inducement stock options granted by Arena Pharmaceuticals?

The inducement stock options are intended to attract new talent and align employee interests with company performance.