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Carlsmed, Inc. Announces Inducement Grants Under Nasdaq Listing Rule 5635(c)(4)

Key Takeaway: Carlsmed, Inc. has granted stock options and restricted stock units to its new CFO and Chief Product and AI Officer as part of their employment inducements. The grants, approved by the Compensation Committee, aim to align the interests of the new executives with the company's long-term goals. The stock options and RSUs will vest over several years, promoting retention.

Market Sentiment Analysis

POSITIVE FACTORS

  • Carlsmed is expanding its leadership team with experienced hires.
  • The stock options and RSUs are structured to incentivize long-term commitment.
  • The company's focus on AI-enabled solutions positions it well in the market.

Full Press Release Details

CARLSBAD, Calif., Oct. 02, 2026 (GLOBE NEWSWIRE) -- Carlsmed, Inc. (Nasdaq: CARL) (“Carlsmed” or the “Company”), a medical technology company pioneering AI-enabled personalized spine surgery solutions, today announced that on September 28, 2026, it granted stock options to purchase 180,137 shares of the Company’s common stock and 89,286 time-based restricted stock units (“RSUs”) to Richard Heppenstall, the Company’s newly-hired Chief Financial Officer, as a material inducement to his employment.
The Company further announced that on October 1, 2026, it granted stock options to purchase 132,464 shares of the Company’s common stock and 63,735 time-based RSUs to Anthony Jarc, the Company’s newly-hired Chief Product and AI Officer, as a material inducement to his employment.
The stock options have a per share exercise price equal to the fair market value of the underlying shares on the respective date of grant and vest, subject to the respective employee’s continued service with the Company, over a four-year period (25% on the one-year anniversary of the applicable grant date and the remainder in 12 equal quarterly installments thereafter). The RSUs will vest in three equal annual installments beginning on the first anniversary of the applicable grant date, in each case subject to each respective employee’s continued service with the Company.
The stock options and RSUs were approved by the Company’s Compensation Committee, which is comprised solely of independent directors, and were granted outside the Company’s equity incentive plan as material inducements to employment in accordance with Nasdaq Listing Rule 5635(c)(4).

About Carlsmed, Inc.

Carlsmed is a medical technology company pioneering AI-enabled personalized spine surgery solutions with a mission to improve outcomes and decrease the cost of healthcare for spine surgery and beyond.

Forward Looking Statements

Any statements in this press release about future expectations, plans and prospects and other statements containing the words “anticipate,” “believe,” “estimate,” “expect,” “intend,” “may,” “plan,” “predict,” “project,” “target,” “potential,” “likely,” “will,” “would,” “could,” “should,” “continue,” and similar expressions, constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Actual results may differ materially from those indicated by such forward-looking statements as a result of various important factors, including such important factors as are set forth under the caption “Risk Factors” in Carlsmed’s Annual Report on Form 10-K on file with the U.S. Securities and Exchange Commission. The forward-looking statements included in this press release represent Carlsmed’s views as of the date of this press release. Carlsmed anticipates that subsequent events and developments will cause its views to change. However, while Carlsmed may elect to update these forward-looking statements at some point in the future, it specifically disclaims any obligation to do so. These forward-looking statements should not be relied upon as representing Carlsmed’s views as of any date subsequent to the date of this press release.

Investor Relations IR@Carlsmed.com

Frequently Asked Questions

What stock options were granted by Carlsmed?

Carlsmed granted stock options to purchase 180,137 shares to its new CFO and 132,464 shares to its new AI Officer.

What are the vesting terms for the RSUs?

The RSUs will vest in three equal annual installments starting on the first anniversary of the grant date.

Who approved the stock options and RSUs?

The stock options and RSUs were approved by Carlsmed's Compensation Committee, comprised of independent directors.

What is the purpose of these inducement grants?

The inducement grants are intended to align the interests of the new executives with the company's long-term goals.

Last updated: Oct 2, 2026