Terns Pharmaceuticals Reports Inducement Grant to New Employee Under Nasdaq Listing Rule 5635(C)(4)

Rhea-AI Summary

Terns Pharmaceuticals (Nasdaq: TERN) has announced the granting of equity inducement awards to Elona Kogan, the company's new Chief Legal Officer, under its 2022 Employment Inducement Award Plan. The awards, approved by the Compensation Committee in accordance with Nasdaq Listing Rule 5635(c)(4), include:

1. A new hire option to purchase 475,000 shares of Terns common stock, vesting over four years.
2. A signing bonus option to purchase 28,000 shares, fully vesting on the one-year anniversary of the grant date.

Both options have a 10-year term and an exercise price of $8.33 per share, equal to the closing price of Terns' common stock on July 29, 2024. The awards are subject to Ms. Kogan's continued employment with Terns.

Positive

• Appointment of a new Chief Legal Officer, indicating expansion of the executive team
• Granting of substantial equity awards to attract and retain top talent

Negative

• Potential dilution of existing shareholders due to the issuance of new stock options

FOSTER CITY, Calif., Aug. 01, 2024 (GLOBE NEWSWIRE) -- Terns Pharmaceuticals, Inc. (“Terns” or the “Company”) (Nasdaq: TERN), a clinical-stage biopharmaceutical company developing a portfolio of small-molecule product candidates to address serious diseases, including oncology and obesity, today announced that it has granted as of July 29, 2024 equity inducement awards to Elona Kogan, the Company’s new Chief Legal Officer, under the terms of the 2022 Employment Inducement Award Plan, as amended (the “Inducement Plan”). The equity awards were approved by the Compensation Committee of the Company’s Board of Directors in accordance with Nasdaq Listing Rule 5635(c)(4) and were made as a material inducement to Ms. Kogan’s acceptance of employment with Terns.

The Company granted Ms. Kogan a new hire option to purchase 475,000 shares of Terns common stock and a signing bonus option to purchase 28,000 shares. These options have a 10-year term and an exercise price per share equal to $8.33, which was the closing price of Terns’ common stock on July 29, 2024. The new hire option shall vest over four years, subject to Ms. Kogan’s continued employment with the Company through the applicable vesting dates. The signing bonus option shall fully vest and become exercisable on the one-year anniversary of July 29, 2024, the date of grant, subject to Ms. Kogan’s continued employment with the Company through the applicable vesting dates, or upon her involuntary termination before such one-year anniversary.

About Terns Pharmaceuticals
Terns Pharmaceuticals, Inc. is a clinical-stage biopharmaceutical company developing a portfolio of small-molecule product candidates to address serious diseases, including oncology and obesity. Terns’ pipeline includes three clinical-stage development programs including an allosteric BCR-ABL inhibitor, a small-molecule GLP-1 receptor agonist, a THR-β agonist, and a preclinical GIPR modulator program. For more information, please visit: www.ternspharma.com.

Contacts for Terns

Investors
Justin Ng
investors@ternspharma.com

Media
Bill Berry
Berry & Company Public Relations
media@ternspharma.com

FAQ

What equity inducement awards did Terns Pharmaceuticals (TERN) grant to its new Chief Legal Officer?

Terns Pharmaceuticals granted Elona Kogan, the new Chief Legal Officer, a new hire option to purchase 475,000 shares of common stock and a signing bonus option to purchase 28,000 shares. Both options have a 10-year term and an exercise price of $8.33 per share.

When will the equity inducement awards granted by Terns Pharmaceuticals (TERN) vest?

The new hire option will vest over four years, while the signing bonus option will fully vest on the one-year anniversary of the grant date (July 29, 2024), subject to Elona Kogan's continued employment with the company.

What was the exercise price of the stock options granted by Terns Pharmaceuticals (TERN) on July 29, 2024?

The exercise price of the stock options granted by Terns Pharmaceuticals on July 29, 2024, was $8.33 per share, which was equal to the closing price of Terns' common stock on that date.

Under which plan did Terns Pharmaceuticals (TERN) grant the equity inducement awards?

Terns Pharmaceuticals granted the equity inducement awards under the 2022 Employment Inducement Award Plan, as amended.