The dual protein kinase-transcription factor, ERK5, is an emerging drug target in cancer and inflammation, and small-molecule ERK5 kinase inhibitors have been developed. However, selective ERK5 kinase inhibitors fail to recapitulate ERK5 genetic ablation phenotypes, suggesting kinase-independent functions for ERK5. Here we show that ERK5 kinase inhibitors cause paradoxical activation of ERK5 transcriptional activity mediated through its unique C-terminal transcriptional activation domain (TAD). Using the ERK5 kinase inhibitor, Compound 26 (ERK5-IN-1), as a paradigm, we have developed kinase-active, drug-resistant mutants of ERK5. With these mutants, we show that induction of ERK5 transcriptional activity requires direct binding of the inhibitor to the kinase domain. This in turn promotes conformational changes in the kinase domain that result in nuclear translocation of ERK5 and stimulation of gene transcription. This shows that both the ERK5 kinase and TAD must be considered when assessing the role of ERK5 and the effectiveness of anti-ERK5 therapeutics. 1 1234567890():,;E xtracellular signal-regulated kinase 5 (ERK5, also known as Big MAP Kinase or BMK1) 1,2 is a member of the mitogenactivated protein kinase (MAPK) family, which also includes ERK1/2 3 , the JNKs 4 and the p38 kinases 5 . Like ERK1/2, ERK5 is the effector kinase of a three-tiered MAPK pathway, comprising MEKK2 and MEKK3 (the MKKKs), MEK5 (MKK) and finally ERK5 (MAPK). ERK5 is encoded by the MAPK7 gene and includes an N-terminal kinase domain that shares 50% identity with ERK2 1,2 . However, it also contains a large, unique C-terminal extension that includes a nuclear localisation signal (NLS) and a transcriptional activation domain (TAD) (Fig. 1a) 6 . The ERK5 pathway is activated by mitogens 7 , agonists of the Tolllike receptor-2 8 and cellular stresses 9 . Upon cellular stimulation, activated MEK5 phosphorylates the TEY motif in the ERK5 activation-loop, leading to activation of its kinase domain 10 . The ERK5 C-terminus also becomes auto-phosphorylated and promotes ERK5 translocation from the cytosol to the nucleus 11,12 , where ERK5 has been shown to interact with MEF2 transcription factors such as MEF2D 7,13,14 . The C-terminus can also be regulated by other protein kinases, including ERK1/2 15 and CDK1 16,17 , which phosphorylate C-terminal residues independently of ERK5 kinase activity. Thus, the C-terminus mediates NATURE COMMUNICATIONS | https://doi.