[Form 4] Terns Pharmaceuticals, Inc. Insider Trading Activity
Rhea-AI Filing Summary
Terns Pharmaceuticals CEO Amy L. Burroughs reported multiple equity transactions in early January 2026. On January 2, 2026, she exercised a stock option for 21,551 shares of common stock at an exercise price of $4.64 per share, increasing her directly held common shares to 60,315, plus 8,319 shares held indirectly through the Amy L Burroughs 2017 Trust.
On January 5, 2026, 150,000 restricted stock units converted into the same number of common shares after the Compensation Committee determined that stock price performance milestones had been achieved. That same day, she reported the sale of 71,339 shares of common stock at a weighted average price of $38.103 per share, with the filing stating these shares were sold to satisfy taxes from the RSU vesting and did not represent a discretionary trade. Following these transactions, she directly owned 138,976 shares of common stock, in addition to the indirect trust holdings.
Positive
- None.
Negative
- None.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Unit | 150,000 | $0.00 | -- |
| Exercise | Common Stock | 150,000 | $0.00 | -- |
| Sale | Common Stock | 71,339 | $38.103 | $2.72M |
| Exercise | Stock Option (Right to Buy) | 21,551 | $0.00 | -- |
| Exercise | Common Stock | 21,551 | $4.64 | $100K |
| holding | Common Stock | -- | -- | -- |
Footnotes (1)
- Each restricted stock unit represents the contingent right to receive, upon vesting, one share of common stock. Represents shares of common stock sold to satisfy taxes associated with the vesting of a restricted stock unit award previously granted to the Reporting Person. Such sales do not represent a discretionary trade by the Reporting Person. This sale price represents the weighted average sale price of the shares sold ranging from $37.43 to $39.595 per share. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. The Reporting Person beneficially owns these shares indirectly through the Amy L Burroughs 2017 Trust. 25% of the shares subject to the option vested on the first anniversary measured from January 1, 2025 (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. The restricted stock unit award was granted on March 1, 2024. The restricted stock unit award was subject to vesting as to 50% of the shares underlying the award if the average closing price of the Issuer's common stock over 30 consecutive trading days equaled or exceeded $15.00 per share and as to the remaining 50% of the shares underlying the award if the average closing price of the Issuer's common stock over 30 consecutive trading days equaled or exceeded $20.00 per share. The performance criteria for the specified milestones were determined to have been achieved by the Compensation Committee as to 100% of the underlying shares, and the delivery and release of the underlying shares occurred on January 5, 2026.