Mark J. Vignola - Sep 10, 2024 Form 4 Insider Report for Terns Pharmaceuticals, Inc. (TERN)

Signature
/s/ David Strauss, as Attorney-in-Fact for Mark J. Vignola
Stock symbol
TERN
Transactions as of
Sep 10, 2024
Transactions value $
-$56,400
Form type
4
Date filed
9/12/2024, 06:10 PM
Previous filing
Jun 4, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction TERN Common Stock Options Exercise $53.6K +10K +10.88% $5.36 102K Sep 10, 2024 Direct F1
transaction TERN Common Stock Sale -$110K -10K -9.81% $11.00 91.9K Sep 10, 2024 Direct F1

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) Options Exercise $0 -10K -15.38% $0.00 55K Sep 10, 2024 Common Stock 10K $5.36 Direct F1, F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 18, 2024.
F2 25% of the shares subject to the option vest on the first anniversary measured from January 1, 2022 (the "Vesting Commencement Date"), and 1/48th of the total number of shares vest monthly thereafter, such that 100% of the shares subject to the option will be fully vested on the fourth anniversary of the Vesting Commencement Date.