Andrew Gengos - 14 Jan 2026 Form 4 Insider Report for Terns Pharmaceuticals, Inc. (TERN)

Role
Chief Financial Officer
Signature
/s/ David Strauss, as Attorney-in-Fact for Andrew Gengos
Issuer symbol
TERN
Transactions as of
14 Jan 2026
Net transactions value
$0
Form type
4
Filing time
16 Jan 2026, 17:23:31 UTC
Previous filing
10 Oct 2025
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Gengos Andrew Chief Financial Officer C/O TERNS PHARMACEUTICALS, INC., 1065 EAST HILLSDALE BLVD., SUITE 100, FOSTER CITY /s/ David Strauss, as Attorney-in-Fact for Andrew Gengos 16 Jan 2026 0001563623

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction TERN Common Stock Award $0 +68,750 +208% $0.000000 101,788 14 Jan 2026 Direct F1, F2

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 +137,500 $0.000000 137,500 14 Jan 2026 Common Stock 137,500 $37.18 Direct F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each share is represented by a Restricted Stock Unit ("RSU"). 25% of the RSUs vest on the first anniversary measured from January 1, 2026 (the "Vesting Commencement Date"), and 1/16th of the total number of shares vest quarterly thereafter, such that 100% of the RSUs will be fully vested on the fourth anniversary of the Vesting Commencement Date.
F2 Includes 8,038 shares acquired by the Reporting Person under the Issuer's 2021 Employee Stock Purchase Plan ("ESPP") on November 30, 2025.
F3 25% of the shares subject to the option vest on the first anniversary measured from January 1, 2026 (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.