Carl L. Gordon - Jul 1, 2024 Form 4 Insider Report for Terns Pharmaceuticals, Inc. (TERN)

Role
Director, 10%+ Owner
Signature
/s/ Bryan Yoon, as Attorney-in-Fact for Carl Gordon
Stock symbol
TERN
Transactions as of
Jul 1, 2024
Transactions value $
$0
Form type
4
Date filed
7/2/2024, 06:36 PM
Previous filing
Jun 14, 2024
Next filing
Jul 17, 2024

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction TERN Stock Option (Right to Buy) Award $0 +4.68K $0.00 4.68K Jul 1, 2024 Common Stock 4.68K $6.85 Direct F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 This option was issued pursuant to the Issuer's Non-Employee Director Compensation Policy, under which the Reporting Person elected to receive this option in lieu of the Reporting Person's cash retainer fee of $20,000 for the third and fourth quarters of 2024.
F2 The option will vest as to 1/6th of the total shares subject thereto on each monthly anniversary of the date of grant, such that 100% of the shares subject to the option will be fully vested on January 1, 2025.
F3 Pursuant to an agreement with OrbiMed Advisors LLC, OrbiMed Asia GP III, L.P., OrbiMed Advisors III Limited, and OrbiMed Capital GP VII LLC, the Reporting Person is obligated to transfer any securities issued under any such stock options or other awards, or the economic benefit thereof, to OrbiMed Advisors LLC, OrbiMed Asia GP III, L.P., OrbiMed Advisors III Limited, and OrbiMed Capital GP VII LLC, which will in turn ensure that such securities or economic benefits are provided to OrbiMed Asia Partners III, L.P. and OrbiMed Private Investments VII, LP.