Omeros grants CEO performance stock option tied to share-price hurdles
The board's compensation committee awarded Gregory Demopulos an option for up to 500,000 shares that vests only if Omeros stock hits price targets from $25 to $40.
On October 28, 2026, Omeros Corporation's Compensation Committee granted a performance-based stock option award to Gregory A. Demopulos, M.D., the company's Chief Executive Officer, under its Amended and Restated Omnibus Incentive Compensation Plan.1 The award covers up to 500,000 shares of common stock and will vest only upon satisfaction of both future stock-price performance and continued-service conditions; no portion was vested and no shares were issued on the grant date.1
The award is split into four equal tranches, each tied to a separate price hurdle. Vesting requires both achievement of stock price hurdles of $25.00, $30.00, $35.00 and $40.00 per share, based on a 30-consecutive-trading-day volume-weighted average price at any point during the award's five-year term, and satisfaction of a time-based condition, with 25% of each tranche eligible to vest on the first anniversary of the grant date and the remainder vesting monthly over the following 36 months.1 The exercise price is $17.88 per share, the closing price on the grant date, with the hurdles representing appreciation of roughly 40%, 68%, 96% and 124% above that price.1 The award expires on October 28, 2031.1
The committee said the grant reflected Dr. Demopulos' role in driving transformative change for the company in 2025, including achieving FDA approval of YARTEMLEA, completing the sale of zaltenibart to Novo and executing a series of transactions to strengthen the company's balance sheet.1 It also noted that Demopulos' level of long-term equity incentive awards and target total direct compensation for 2025 significantly trailed the company's peers.1
In a change of control, per-share deal consideration would substitute for the trading-price measure, with unachieved tranches above that consideration forfeited, while tranches that met the price hurdle but not the time condition would fully vest if Demopulos is terminated without cause or constructively terminated around the change in control.1
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