Contineum Therapeutics, Inc. 8-K

What Happened

• On January 23, 2026, Contineum Therapeutics, Inc. announced that its Board approved the "2026 Employment Inducement Equity Incentive Plan" (the 2026 Inducement Plan).
• The plan was adopted by the Board without stockholder approval under Nasdaq Rule 5635(c)(4) and is intended to provide equity awards to induce new employees to join the company.
• The Board initially reserved 750,000 shares of Class A common stock for awards under the plan. The plan is substantially similar to Contineum’s 2024 Equity Incentive Plan except that incentive stock options (ISOs) may not be granted under the inducement plan, and awards can only be made to recipients who meet Nasdaq’s eligibility rules for inducement grants.

Key Details

• Approval date: January 23, 2026.
• Shares reserved for awards: 750,000 shares of Class A common stock.
• Material differences vs. 2024 plan: ISOs are not permitted under the inducement plan; awards restricted to eligible recipients per Nasdaq Rule 5635(c)(4).
• Full plan documents and award agreement forms will be filed as exhibits to the company’s Form 10-K for the fiscal year ended December 31, 2025.

Why It Matters

• This plan gives Contineum a formal way to grant equity (options, restricted stock units, etc.) to recruit key new employees without a shareholder vote, which can help attract talent quickly.
• The reserved 750,000 shares represent potential future dilution when awards vest or options are exercised; investors should watch future filings for specific grants and their dilution impact.
• The limitation on incentive stock options and the Nasdaq eligibility requirement define who can receive awards and under what conditions, affecting how the company can structure compensation packages.