Vistagen Therapeutics, Inc. 8-K

What Happened
Vistagen Therapeutics, Inc. filed an 8-K (Item 5.02) on April 13, 2026 disclosing retention awards granted April 7, 2026. Under the company’s Amended and Restated 2019 Omnibus Equity Incentive Plan, the Compensation Committee approved stock option grants to all employees; five named executives—Shawn K. Singh (President & CEO), Reid G. Adler (Chief Legal Officer), Elissa S. Cote (Chief Corporate Development Officer), Joshua S. Prince (Chief Operating Officer), and Nick B. Tressler (CFO)—each received options to purchase up to 75,000 shares.

Key Details

• Grant date: April 7, 2026; 8-K filed April 13, 2026.
• Each named executive received options to buy 75,000 shares (375,000 options aggregate for the five).
• Exercise price: $0.5358 per share.
• Vesting: 25% vests six months after grant, then 25% every six months thereafter, fully vested at the two-year anniversary.
• Awards issued under the company’s Amended and Restated 2019 Omnibus Equity Incentive Plan and subject to the plan and award agreements.

Why It Matters
These awards are retention-focused compensation intended to incentivize and retain management and employees. For investors, the concrete effects include potential dilution if options are exercised (at least 375,000 shares for the five named executives alone) and alignment of executives’ interests with long-term company performance via multi-period vesting. The filing is informational and does not report changes in executive roles or immediate cash expenses; the grants are governed by the 2019 Plan and applicable award agreements.