Jill M. Quigley - Nov 4, 2025 Form 4 Insider Report for Terns Pharmaceuticals, Inc. (TERN)

Role
Director
Signature
/s/ David Strauss, as Attorney-in-Fact for Jill M. Quigley
Stock symbol
TERN
Transactions as of
Nov 4, 2025
Transactions value $
-$214,795
Form type
4
Date filed
11/5/2025, 06:17 PM
Previous filing
Jun 12, 2025

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Quigley Jill M. Director C/O TERNS PHARMACEUTICALS, INC., 1065 EAST HILLSDALE BLVD., SUITE 100, FOSTER CITY /s/ David Strauss, as Attorney-in-Fact for Jill M. Quigley 2025-11-05 0001799780

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction TERN Common Stock Options Exercise $227K +24.5K $9.24 24.5K Nov 4, 2025 Direct F1
transaction TERN Common Stock Sale -$441K -24.5K -100% $18.00 0 Nov 4, 2025 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 -24.5K -86.11% $0.00 3.96K Nov 4, 2025 Common Stock 24.5K $9.24 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 1/3rd of the shares subject to the option vested on the first anniversary measured from December 29, 2020 (the "Vesting Commencement Date"), and 1/36th of the total number of shares vested monthly thereafter, such that 100% of the shares subject to the option were fully vested and exercisable on the third anniversary of the Vesting Commencement Date.