Viridian Therapeutics Announces Inducement Equity Grants for New Hires in Accordance with Nasdaq Rule 5635(c)(4)
Viridian Therapeutics, Inc. (Nasdaq: VRDN), a clinical-stage biopharmaceutical company dedicated to advancing innovative therapies for patients with serious and rare diseases, today announced the approval of inducement equity awards to new employees as part of its ongoing efforts to attract and retain top-tier talent in a competitive biopharmaceutical landscape.
In a move consistent with its commitment to fostering a high-performance culture and incentivizing long-term value creation, the Compensation Committee of Viridian’s Board of Directors approved the grant of non-qualified stock options to purchase an aggregate of 204,150 shares of the company’s common stock. These grants were made to 13 newly hired employees and were issued on May 1, 2025 (the “Grant Date”). The Compensation Committee, which is composed exclusively of independent directors, approved the awards in alignment with the company’s compensation philosophy and in accordance with Nasdaq Listing Rule 5635(c)(4).
Purpose and Structure of Inducement Grants
These equity awards, referred to as “Inducement Grants,” were made as a material component of the new hires’ employment offers and were intended to serve as an incentive for them to join the company. As such, the grants were issued outside of Viridian’s existing Amended and Restated 2016 Equity Incentive Plan (the “Plan”). However, while technically separate from the Plan, the Inducement Grants remain subject to many of the same terms and conditions, thereby ensuring consistency in governance, compliance, and equity administration.
Nasdaq Listing Rule 5635(c)(4) permits companies to issue equity-based compensation to new employees in the form of inducement awards, provided that such grants are made as a material component of the employment arrangement and are approved by a committee of independent directors. These types of awards are frequently used across the biotechnology and life sciences sectors as a strategic recruitment tool, enabling companies to compete for specialized scientific and operational talent in a labor market characterized by high demand and limited supply of experienced professionals.
Grant Details and Vesting Schedule
Each of the 13 employees receiving the Inducement Grants was awarded a specific number of non-qualified stock options, collectively totaling 204,150 shares of Viridian’s common stock. The stock options have an exercise price per share equal to the closing price of the company’s common stock as reported on the Nasdaq Global Select Market on the Grant Date, ensuring that the awards carry intrinsic value only if the company’s stock appreciates over time.
The options are structured to vest over a four-year period, reflecting industry-standard practices for long-term equity incentives. Under the vesting schedule, 25% of the shares underlying the options will vest on the one-year anniversary of each employee’s respective start date with Viridian. The remaining 75% of the shares will then vest in 36 equal monthly installments over the subsequent three years, provided the employee remains in continuous employment with the company through each applicable vesting date. This staggered vesting model is designed to promote employee retention and align individual performance with the company’s long-term business objectives.
Strategic Implications for Talent Acquisition and Retention
The announcement of these inducement grants underscores Viridian’s proactive approach to talent acquisition and retention. As the company continues to advance its development programs and expand its clinical and operational infrastructure, attracting skilled professionals across research, development, regulatory affairs, and commercial strategy remains essential. The newly hired employees are expected to play key roles in supporting the company’s pipeline programs, which include investigational treatments for thyroid eye disease (TED) and other autoimmune and rare disease indications.
“We believe that our ability to attract highly capable and mission-driven individuals is a critical driver of our continued progress,” said a Viridian spokesperson. “These equity awards serve not only as an incentive to join Viridian but also as a mechanism to align the interests of our team with those of our shareholders. As we execute on our strategic roadmap, we remain committed to fostering a culture of ownership, accountability, and long-term value creation.”
Broader Context: Equity Incentives in Biopharma
The use of equity compensation, particularly stock options and restricted stock units (RSUs), is common in the biotechnology sector. Given the long development timelines and uncertain clinical outcomes typical of drug development, equity-based awards provide a performance-oriented form of compensation that links employee rewards with company success. Moreover, they offer a means for early-stage companies with limited cash flow to offer competitive compensation packages to attract top talent.
Viridian’s use of inducement grants is consistent with industry best practices and reflects a disciplined approach to equity stewardship. By limiting such grants to new employees and issuing them outside of the shareholder-approved equity plan (as permitted under Nasdaq rules), the company is able to preserve capacity within the Plan for future grants to continuing employees while still enabling competitive recruitment of new hires.
Viridian Therapeutics, Inc. is a clinical-stage biopharmaceutical company focused on engineering and delivering differentiated therapies for patients with serious and underserved medical conditions, with a particular emphasis on autoimmune and rare diseases. The company leverages deep expertise in antibody engineering and immunology to design and develop potential best-in-class medicines intended to address significant unmet medical needs.
Viridian’s lead product candidate, VRDN-001, is a monoclonal antibody targeting the insulin-like growth factor-1 receptor (IGF-1R) and is being developed for the treatment of thyroid eye disease (TED), a debilitating autoimmune condition that causes inflammation and tissue expansion behind the eye. The company is also pursuing additional programs targeting similar pathways and disease mechanisms.
With a robust clinical pipeline, a growing team of experienced professionals, and a strong balance sheet, Viridian is well-positioned to advance its mission of transforming the lives of patients through science-driven innovation.
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, but not limited to, statements regarding the potential benefits of the inducement grants, the company’s ability to attract and retain talent, and expectations regarding employee contributions and long-term company performance. These statements are subject to a number of risks and uncertainties, including those described in Viridian’s most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q filed with the U.S. Securities and Exchange Commission. Actual results may differ materially from those projected in any forward-looking statements.
Viridian undertakes no obligation to publicly update any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by law.
