Welcome to our dedicated page for Terns Pharmaceuticals SEC filings (Ticker: TERN), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The Terns Pharmaceuticals, Inc. (TERN) SEC filings page provides access to the company’s official U.S. Securities and Exchange Commission disclosures, including current reports on Form 8-K and other registered offerings. As a Nasdaq Global Select Market issuer, Terns uses these filings to report material events such as clinical data updates, financial results and capital markets transactions related to its oncology-focused business.
For investors tracking TERN-701, Terns’ lead program and a highly selective, oral, allosteric BCR-ABL (BCR::ABL1) inhibitor for chronic myeloid leukemia (CML), Form 8-K filings often incorporate or reference press releases that summarize key clinical findings from the CARDINAL trial (NCT06163430). These filings detail major molecular response (MMR) and deep molecular response (DMR) rates, safety and tolerability observations, and characteristics of heavily pretreated CML patient populations, as well as milestones like selection for oral presentations at the American Society of Hematology (ASH) Annual Meeting.
Terns’ SEC filings also document financial results and capital raises, including underwritten public offerings of common stock registered on Form S-3. Related prospectus supplements describe intended uses of proceeds, such as funding research, clinical trials, development and manufacturing of key product candidates, including TERN-701, and supporting general corporate purposes.
Through this page, users can review how Terns communicates material information to the market, from quarterly financial updates furnished on Form 8-K to other event-driven disclosures. AI-powered tools on the platform can help summarize lengthy filings, highlight sections related to TERN-701 clinical data, CARDINAL trial progress, legacy metabolic programs like TERN-501, TERN-801 and TERN-601, and clarify the implications of financing and regulatory updates for the company’s oncology-focused strategy.
Terns Pharmaceuticals, Inc. director and Chief Executive Officer Amy L. Burroughs reported an exercise-and-sell transaction in company stock. On March 16, 2026, she exercised options for 14,583 shares of common stock at an exercise price of $4.64 per share, converting a derivative position into common shares.
On the same day, she sold 11,813 shares at a weighted average price of $46.5657 and 2,770 shares at a weighted average price of $47.3024 in open-market transactions, totaling 14,583 shares sold. The transactions were carried out under a pre-arranged Rule 10b5-1 trading plan adopted on June 30, 2025.
Following these transactions, Burroughs holds 288,976 shares of Terns Pharmaceuticals common stock directly and 8,319 shares indirectly through the Amy L Burroughs 2017 Trust, maintaining a substantial equity stake in the company while realizing liquidity from the exercised options.
Terns Pharmaceuticals CEO Amy L. Burroughs reported several equity transactions on February 17, 2026. She exercised a stock option to acquire 14,583 shares of common stock at $4.64 per share and then sold 14,583 shares of common stock in multiple open-market trades at weighted average prices ranging from the high $37 to just over $40 per share, executed under a pre-established Rule 10b5-1 trading plan. After these transactions, she directly held 288,976 shares and beneficially owned an additional 8,319 shares indirectly through the Amy L Burroughs 2017 Trust.
Terns Pharmaceuticals, Inc. received an updated ownership report from Commodore Capital and related parties. As of December 31, 2025, Commodore Capital LP, Commodore Capital Master LP, and managing partners Robert Egen Atkinson and Michael Kramarz may be deemed to beneficially own 1,475,000 shares of Terns common stock.
This stake represents 1.4% of the outstanding common shares, calculated using 108,767,281 shares outstanding based on the company’s latest SEC filings. The reporting parties share voting and dispositive power over these shares and certify that the investment is not intended to change or influence control of Terns Pharmaceuticals.
Vivo Capital investment entities filed an amended Schedule 13G to report their passive ownership in Terns Pharmaceuticals, Inc. common stock as of January 31, 2026. Vivo Capital Fund VIII, L.P. holds 966,461 shares, or 0.9% of the outstanding stock, and Vivo Capital Surplus Fund VIII, L.P. holds 133,415 shares, or 0.1%. Vivo Capital VIII, LLC, as general partner of these funds, is reported as beneficial owner of 1,099,876 shares, or 1.0%. Separately, Vivo Opportunity Fund Holdings, L.P. holds 2,700,615 shares, or 2.5%, and Vivo Opportunity Cayman Fund, L.P. holds 241,652 shares, or 0.2%. All percentages are based on 106,198,970 Terns shares outstanding as of December 11, 2025, and the group certifies the holdings are not for the purpose of changing or influencing control of Terns.
Deep Track Capital and related entities report a 2.97% beneficial stake in Terns Pharmaceuticals, Inc. They collectively report beneficial ownership of 3,150,000 shares of common stock as of December 31, 2025, with shared voting and dispositive power over all reported shares.
This amount includes 2,380,952 pre-funded warrants that are exercisable into common stock but subject to a 4.99% maximum beneficial ownership cap, limiting how many shares can be issued on exercise. The filers certify the holdings are not for the purpose of changing or influencing control of Terns.
Soleus Capital Master Fund and related entities reported their ownership stake in Terns Pharmaceuticals, Inc. on an amended Schedule 13G. They collectively report beneficial ownership of 212,710 shares of Terns common stock, representing 0.2% of the class, with shared voting and dispositive power over all reported shares.
The percentage is calculated based on 103,761,470 Terns shares outstanding as of the close of business on December 11, 2025. The reporting persons state that the securities were not acquired and are not held for the purpose of changing or influencing control of Terns Pharmaceuticals.
Terns Pharmaceuticals, Inc. disclosed that investment manager Adage Capital Management, L.P., together with principals Robert Atchinson and Phillip Gross, has filed a Schedule 13G as of December 31, 2025.
The reporting group beneficially owns 5,550,000 shares of Terns common stock, representing 5.10% of the outstanding class, with shared voting and dispositive power over all reported shares. They certify the position is held in the ordinary course of business and not for the purpose of influencing control of the company.
Terns Pharmaceuticals director Heather D. Turner received a stock option grant as part of her 2026 board compensation. On February 1, 2026, she was awarded an option to buy 1,697 shares of common stock at an exercise price of $34.60 per share.
The option was issued under the company’s Non-Employee Director Compensation Policy after she elected to take equity instead of a $45,000 cash retainer for 2026. The grant vests in equal monthly installments over twelve months, measured from January 1, 2026, and will be fully vested on January 1, 2027. Following this transaction, Turner beneficially owns 1,697 derivative securities directly.
Terns Pharmaceuticals director receives stock option in lieu of cash fee. Director Radhika Tripuraneni was granted a stock option for 1,697 shares of Terns Pharmaceuticals common stock at an exercise price of $34.60 per share on February 1, 2026. The option was issued under the company’s Non-Employee Director Compensation Policy as a replacement for a $45,000 cash retainer for 2026. It vests in equal monthly installments of 1/12 of the total starting January 1, 2026, becoming fully vested on January 1, 2027. Following this grant, the director beneficially owns 1,697 derivative securities directly.
Terns Pharmaceuticals director Robert Azelby received a new stock option grant as part of his 2026 board compensation. On 02/01/2026, he was granted 1,697 stock options with an exercise price of $34.6 per share, recorded at a transaction price of $0.00.
According to the company’s Non-Employee Director Compensation Policy, Azelby elected to take this option instead of a $45,000 cash retainer for 2026. The option will vest in equal monthly installments, with 1/12 of the shares vesting each month from January 1, 2026 so that all 1,697 shares are fully vested by January 1, 2027.