Daniel Calkins - Mar 11, 2024 Form 4 Insider Report for Verastem, Inc. (VSTM)

Role: Chief Financial Officer
Signature: /s/ Daniel Calkins
Stock symbol: VSTM
Transactions as of: Mar 11, 2024
Transactions value $: $0
Form type: 4
Date filed: 3/13/2024, 06:11 PM
Previous filing: Jan 9, 2024
Next filing: Mar 21, 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	VSTM	Stock Option (right to buy)	Disposed to Issuer		-631	-100%		0	Mar 11, 2024	Common Stock	631	$43.32	Direct	F1, F2
transaction	VSTM	Stock Option (right to buy)	Disposed to Issuer		-833	-100%		0	Mar 11, 2024	Common Stock	833	$21.72	Direct	F1, F3
transaction	VSTM	Stock Option (right to buy)	Disposed to Issuer		-1.67K	-100%		0	Mar 11, 2024	Common Stock	1.67K	$15.96	Direct	F1, F4
transaction	VSTM	Stock Option (right to buy)	Disposed to Issuer		-833	-100%		0	Mar 11, 2024	Common Stock	833	$29.76	Direct	F1, F5
transaction	VSTM	Stock Option (right to buy)	Disposed to Issuer		-750	-100%		0	Mar 11, 2024	Common Stock	750	$26.40	Direct	F1, F6
transaction	VSTM	Stock Option (right to buy)	Disposed to Issuer		-1.88K	-100%		0	Mar 11, 2024	Common Stock	1.88K	$27.72	Direct	F1, F7
transaction	VSTM	Stock Option (right to buy)	Award		+5.41K			5.41K	Mar 11, 2024	Common Stock	5.41K	$11.44	Direct	F1
transaction	VSTM	Stock Option (right to buy)	Award		+1.18K			1.18K	Mar 11, 2024	Common Stock	1.18K	$11.44	Direct	F1

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	On March 11, 2024, pursuant to the Issuer's option exchange program, the Issuer canceled certain eligible unexercised options granted to the Reporting Person with an exercise price greater than $15. In exchange, the Reporting Person received (i) in the case of the canceled options that were fully vested as of March 8, 2024, a grant of 5,413 stock options that will vest in two equal installments over a two-year period from March 11, 2024 (the "Grant Date") and (ii) in the case of the canceled options there were unvested as of March 8, 2024, a grant of 1,175 stock options that will vest as to 25% on the first anniversary of the Grant Date and as to an additional 6.25% at the end of each successive three-month period following the first anniversary of the Grant Date until the fourth anniversary of the Grant Date, subject to the Reporting Person's continued service to the Issuer on the vesting date.
F2	The canceled option was granted on January 2, 2019 and provided for vesting as to 20% of the shares underlying the option on the first anniversary of the grant date and, thereafter, vesting as to 5.0% of the shares underlying the option at the end of each successive three-month period following the first anniversary of the grant date until the fifth anniversary of the grant date.
F3	The canceled option was granted on June 21, 2019 and provided for vesting as to 50% of the shares underlying the option on the first anniversary of the grant date and, thereafter, vesting as to 12.5% of the shares underlying the option on each successive three month period after such date until the second anniversary of the grant date.
F4	The canceled option was granted on December 20, 2019 and provided for vesting as to 25% of the shares underlying the option on the first anniversary of the grant date and, thereafter, vesting as to 6.25% of the shares underlying the option at the end of each successive three-month period after such date until the fourth anniversary of the grant date.
F5	The canceled option was granted on April 1, 2020 and provided for vesting as to 25% of the shares underlying the option on the first anniversary of the grant date and, thereafter, vesting as to 6.25% of the shares underlying the option at the end of each successive three-month period after such date until the fourth anniversary of the grant date.
F6	The canceled option was granted on January 4, 2021 and provided for vesting as to 25% of the shares underlying the option on the first anniversary of the grant date and, thereafter, vesting as to 6.25% of the shares underlying the option at the end of each successive three-month period after such date until the fourth anniversary of the grant date.
F7	The canceled option was granted on December 23, 2021 and provided for vesting as to 25% of the shares underlying the option on the first anniversary of the grant date and, thereafter, vesting as to 6.25% of the shares underlying the option at the end of each successive three-month period after such date until the fourth anniversary of the grant date.