Olema Pharmaceuticals (OLMA) CEO awarded major time and performance options

Rhea-AI Filing Summary

Olema Pharmaceuticals reported new equity awards to President and CEO Sean Bohen. On February 2, 2026, he received a stock option to buy 850,000 shares at an exercise price of $25.65. These options vest 25% on February 2, 2027, with the remainder vesting monthly over the following three years, subject to continued service.

On the same date, Bohen also received 275,000 performance-based stock options at an exercise price of $25.65. These can vest in two performance periods running from February 2, 2026 through December 31, 2029 and December 31, 2030, if Olema’s share price meets specified thresholds over a 30-day trading average and the compensation committee certifies achievement. If his service is terminated without cause, these performance options remain eligible to vest for 12 months.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a 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). See Instruction 10.

1. Name and Address of Reporting Person^*

Bohen Sean

(Last) (First) (Middle)

C/O OLEMA PHARMACEUTICALS, INC.

780 BRANNAN ST

(Street)

SAN FRANCISCO CA 94103

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Olema Pharmaceuticals, Inc. [ OLMA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	PRESIDENT AND CEO

3. Date of Earliest Transaction (Month/Day/Year)
02/02/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (Right to Buy)	$25.65	02/02/2026		A		850,000		(1)	02/01/2036	Common Stock	850,000	$0	850,000	D
Performance Stock Options (Right to Buy)	$25.65	02/02/2026		A		275,000		(2)(3)	02/01/2036	Common Stock	275,000	$0	275,000	D

Explanation of Responses:

1. 25% of the shares subject to the option vest on February 2, 2027, and 1/48 of the total number of shares subject to the option vest each month thereafter, subject to the Reporting Person's continuous service through each applicable vesting date.

2. The performance-based stock options will be eligible to vest during two distinct performance periods, each beginning on February 2, 2026 and ending on December 31, 2029 and December 31, 2030, respectively, based on the Issuer's stock price trading at certain pre-determined price thresholds as measured by the average closing price per share of the Issuer's stock over a consecutive thirty (30) day trading period during each such performance period. Once a price threshold is achieved, the portion of the award related to such threshold will vest upon the date set forth in the certification by the Compensation Committee certifying that such price threshold was achieved, subject to the Reporting Person's continuous service as of the applicable certification date.

3. Notwithstanding the foregoing, if the Reporting Person's continuous service is terminated without Cause (as defined in the Reporting Person's offer letter), the performance-based stock options shall remain outstanding and eligible to vest for twelve (12) months following such termination.

	/s/ Shawnte Mitchell, Attorney-in-Fact	02/04/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What stock options did Olema (OLMA) grant to CEO Sean Bohen?

Olema granted CEO Sean Bohen an option to buy 850,000 shares at an exercise price of $25.65, plus 275,000 performance-based stock options at the same price, all reported as directly owned derivative securities on February 2, 2026.

How do Sean Bohen’s 850,000 Olema time-based options vest?

For the 850,000 time-based options, 25% of the shares vest on February 2, 2027. The remaining shares vest in equal monthly installments over the next 36 months, contingent on Bohen’s continuous service through each vesting date.

What are the vesting conditions for Olema’s 275,000 performance stock options?

The 275,000 performance stock options may vest in two periods starting February 2, 2026 and ending December 31, 2029 and December 31, 2030, if Olema’s stock trades above preset price thresholds for a 30-day average and the compensation committee certifies achievement.

What happens to Sean Bohen’s performance options if he is terminated without cause?

If Sean Bohen’s continuous service is terminated without cause, the performance-based stock options do not immediately forfeit. Instead, they remain outstanding and eligible to vest for twelve months after termination, subject to the same stock price and certification conditions.

What role does Sean Bohen hold at Olema Pharmaceuticals (OLMA)?

Sean Bohen is Olema Pharmaceuticals’ President and Chief Executive Officer, and also serves as a director. The Form 4 shows these equity awards were granted in his capacity as an officer and director of the company on February 2, 2026.

When do Sean Bohen’s newly granted Olema options expire?

Both the 850,000 time-based stock options and the 275,000 performance-based stock options have an expiration date of February 1, 2036. They must vest under their respective schedules and conditions before that date for Bohen to exercise them.