Cytokinetics Issues Equity Awards as Employment Inducements Under Nasdaq Rule 5635(c)(4), Advances Momentum in Cardiovascular Drug Development
Cytokinetics, Incorporated (Nasdaq: CYTK), a leading biopharmaceutical company dedicated to developing novel therapies for cardiovascular and neuromuscular diseases, announced today that it has granted new equity awards to recently hired employees as part of its ongoing efforts to attract and retain top-tier talent. The equity grants, issued on May 15, 2025, consist of stock options and restricted stock units (RSUs) issued in accordance with Nasdaq Listing Rule 5635(c)(4), which allows for the issuance of equity awards as a material inducement to employment without shareholder approval under specific conditions.
The grants, awarded to five new employees who joined Cytokinetics during April and May of 2025, include stock options to purchase a total of 40,275 shares of common stock and 27,144 RSUs. These equity awards were approved by the Compensation Committee of Cytokinetics’ Board of Directors as a material inducement to the new hires joining the company, consistent with Nasdaq’s equity compensation provisions. These awards are not part of the company’s standard equity incentive programs but are instead specifically intended to incentivize new employees as they begin their careers at Cytokinetics.
Details of the Grants
The restricted stock units will vest in a tiered fashion over a period of three years. According to the company’s announcement, 40% of each employee’s RSUs will vest on the first anniversary of the grant date, with an additional 40% vesting on the second anniversary, and the remaining 20% vesting on the third anniversary. Vesting is subject to the continued employment of the recipient at each applicable vesting date.
The stock options, meanwhile, are structured with a four-year vesting schedule. One-quarter (1/4th) of each employee’s option will vest on the first anniversary of the grant date. Thereafter, the remaining shares will vest in equal monthly installments of 1/48th over the following 36 months. These options have an exercise price of $29.84 per share, which matches the closing price of Cytokinetics’ common stock on May 15, 2025, the date of the grant. Each option carries a standard 10-year term from the date of issue.
All equity grants are subject to the terms of Cytokinetics’ Amended and Restated 2004 Equity Incentive Plan, a plan designed to provide long-term incentive compensation to employees, directors, and consultants of the company. These inducement grants are issued under standalone award agreements that conform to the company’s internal governance policies and Nasdaq’s listing rules.
Strategic Role of Equity Incentives
Issuing inducement equity awards under Nasdaq Listing Rule 5635(c)(4) is a widely used practice in the life sciences and technology sectors, where talent acquisition is critical to maintaining competitive advantage. In highly specialized fields such as drug development, securing professionals with expertise in clinical trial design, regulatory strategy, and commercial launch planning is vital to advancing innovative therapies from lab to market.
By granting equity compensation to new employees, Cytokinetics aligns individual performance incentives with long-term shareholder value creation. These awards serve not only as immediate compensation but also as a long-term incentive designed to retain high-performing team members and encourage their active contribution to the company’s success.
A Biopharmaceutical Company at the Forefront of Muscle Biology
Founded more than 25 years ago, Cytokinetics has built a reputation as a pioneer in the field of muscle biology. Its mission centers on the development of first-in-class or best-in-class small molecule therapeutics that target the contractile mechanics of cardiac and skeletal muscle. With a focus on precision pharmacology and a deep understanding of the molecular underpinnings of muscle function and dysfunction, Cytokinetics has advanced a pipeline that could redefine treatment paradigms for a wide range of cardiovascular diseases.
The company’s lead drug candidate is aficamten, a next-generation cardiac myosin inhibitor developed to treat hypertrophic cardiomyopathy (HCM)—a genetic heart disorder characterized by thickened heart muscle that can lead to obstruction of blood flow, arrhythmias, heart failure, or sudden cardiac death. Aficamten has shown promise in clinical studies, particularly in SEQUOIA-HCM, a pivotal Phase 3 trial that yielded positive results and sets the stage for potential regulatory approval.
Following these results, Cytokinetics is actively preparing for the commercialization of aficamten, including engaging with global regulatory authorities, building out its commercial infrastructure, and investing in physician and patient education. Aficamten is also being evaluated in additional clinical trials aimed at expanding its use to patients with non-obstructive HCM, thereby potentially widening its therapeutic scope and market opportunity.
Expanding Pipeline: Building a Comprehensive Heart Failure Portfolio
Beyond aficamten, Cytokinetics is advancing multiple investigational agents that target cardiac and skeletal muscle function through unique mechanisms:
- Omecamtiv Mecarbil, a cardiac myosin activator developed to improve contractility in patients with heart failure with reduced ejection fraction (HFrEF), is in late-stage development. While Cytokinetics has refocused its investment strategy in this asset following mixed regulatory outcomes, the compound continues to be a valuable part of its broader cardiovascular portfolio.
- CK-586, another cardiac myosin inhibitor, features a mechanism distinct from aficamten and is under development for the treatment of heart failure with preserved ejection fraction (HFpEF), a condition for which few therapies have proven effective.
- CK-089, a fast skeletal muscle troponin activator, is being investigated for its therapeutic potential in neuromuscular diseases, including a specific form of muscular dystrophy. This asset reflects Cytokinetics’ sustained interest in muscle-targeted drug development across both cardiac and skeletal domains.
Poised for the Next Phase of Growth
Cytokinetics’ strategic priorities for 2025 include preparing for the potential launch of aficamten, advancing key pipeline programs through clinical development, and expanding its workforce to support both scientific and commercial operations. The recent inducement grants signify the company’s intention to invest in human capital, particularly at a time when growth demands deep expertise in regulatory science, commercial strategy, and clinical development.
By issuing equity incentives to new employees, Cytokinetics underscores its commitment to building a high-performing team capable of executing on its vision to transform care for patients with diseases of impaired muscle function. These grants not only recognize the potential of new employees but also serve as a tool to foster a culture of ownership, innovation, and accountability.
Cytokinetics is a biopharmaceutical company specializing in the discovery, development, and commercialization of muscle biology–based therapeutics. Headquartered in South San Francisco, California, the company is advancing a robust pipeline of investigational drugs designed to address serious and underserved cardiovascular and neuromuscular diseases. With decades of scientific leadership in muscle pharmacology, Cytokinetics is committed to delivering breakthrough treatments that improve quality of life and clinical outcomes for patients around the world.
