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

Rhea-AI Summary

Geron (Nasdaq: GERN) announced the granting of non-statutory stock options to newly hired employees. The company granted options to purchase 1,017,000 shares of common stock at an exercise price of $3.99 per share, matching the closing price on November 20, 2024. The options have a 10-year term and vest over four years, with 12.5% vesting after six months and the remainder vesting over 42 months in equal installments. These grants were made as employment inducements under Nasdaq Listing Rule 5635(c)(4) and are subject to Geron's 2018 Inducement Award Plan.

Positive

• Large-scale employee stock option grant indicates significant expansion of workforce
• Exercise price at market value ($3.99) aligns employee interests with shareholders

Negative

• Potential future dilution of shareholders due to 1,017,000 new stock options
• Additional compensation expenses will impact financial statements

Insights

Financial Analyst

The inducement grants of 1,017,000 stock options to new employees signals significant hiring activity at Geron, likely related to their commercial expansion following imetelstat's recent FDA approval. At the exercise price of $3.99 per share, this represents a potential future value of about $4.06 million. The 4-year vesting schedule with a 6-month cliff is standard for the industry and helps with employee retention. While the dilutive impact is minimal at less than 0.2% of outstanding shares, this compensation structure aligns employee interests with shareholders and supports Geron's transformation into a commercial-stage company.

FOSTER CITY, Calif.--(BUSINESS WIRE)-- Geron Corporation (Nasdaq: GERN), a commercial stage biopharmaceutical company, today reported that it has granted non-statutory stock options to purchase an aggregate of 1,017,000 shares of Geron common stock as inducements to newly hired employees in connection with commencement of employment with the Company.

The stock options were granted on November 20, 2024, at an exercise price $3.99 per share, which is equal to the closing price of Geron common stock on the date of grant. The stock options have a 10-year term and vest over four years, with 12.5% of the shares underlying the options vesting on the six-month anniversary of commencement of employment for the respective employees and the remaining shares vesting over the following 42 months in equal installments of whole shares, subject to continued employment with Geron through the applicable vesting dates. All of the stock options were granted as a material inducement to employment in accordance with Nasdaq Listing Rule 5635(c)(4) and are subject to the terms and conditions of the stock option agreements covering the grants and Geron’s 2018 Inducement Award Plan, which was adopted December 14, 2018, and provides for the granting of stock options to new employees.

About Geron

Geron is a commercial-stage biopharmaceutical company aiming to change lives by changing the course of blood cancer. Our first-in-class telomerase inhibitor RYTELO™ (imetelstat) is approved in the United States for the treatment of certain adult patients with lower-risk myelodysplastic syndromes (LR-MDS) with transfusion dependent anemia. We are also conducting a pivotal Phase 3 clinical trial of imetelstat in JAK-inhibitor relapsed/refractory myelofibrosis (R/R MF), as well as studies in other myeloid hematologic malignancies. Inhibiting telomerase activity, which is increased in malignant stem and progenitor cells in the bone marrow, aims to reduce proliferation and induce death of malignant cells. To learn more, visit www.geron.com or follow us on LinkedIn.

View source version on businesswire.com: https://www.businesswire.com/news/home/20241121072241/en/

Aron Feingold

Vice President, Investor Relations and Corporate Communications

Kristen Kelleher

Associate Director, Investor Relations and Corporate Communications

investor@geron.com

media@geron.com

Source: Geron Corporation

FAQ

How many shares of GERN stock options were granted in November 2024?

Geron granted non-statutory stock options to purchase 1,017,000 shares of common stock on November 20, 2024.

What is the exercise price for GERN's November 2024 stock option grants?

The stock options were granted at an exercise price of $3.99 per share, equal to GERN's closing price on the grant date.

What is the vesting schedule for GERN's November 2024 stock options?

The options vest over 4 years, with 12.5% vesting after 6 months and the remaining shares vesting over the following 42 months in equal installments.