Form 4: Third Rock Ventures Sells 363,541 Tango (TNGX) Shares
Rhea-AI Filing Summary
Third Rock Ventures entities reported an insider sale of Tango Therapeutics (TNGX) common stock. On 09/16/2025 the reporting persons sold 363,541 shares at a weighted-average price of $7.04 per share (sales ranged $7.00–$7.19). After the sale, Third Rock Ventures IV, L.P. directly held 14,363,975 shares. The filing identifies the reporting parties as a director and a greater-than-10% owner and includes standard GP disclaimers that the GP entities disclaim beneficial ownership except to the extent of pecuniary interest. The Form 4 was signed by Kevin Gillis on 09/17/2025.
Positive
- Reporting parties retain a substantial position of 14,363,975 shares after the sale, indicating continued material ownership.
- Transaction fully disclosed with weighted-average price and price range, plus signature and GP disclaimers, reflecting compliance with Section 16 reporting requirements.
Negative
- Insider sale of 363,541 shares on 09/16/2025 could be interpreted as a reduction in insider holdings in the near term.
Insights
TL;DR: A major holder and director reduced stock by 363,541 shares at ~$7.04, but retains a large 14.36M-share position.
The sale is clearly disclosed and executed across multiple transactions at prices between $7.00 and $7.19, producing a weighted-average of $7.04. The reporting entities remain a substantial holder with 14,363,975 shares following the transactions, which preserves significant economic exposure to Tango Therapeutics. The GP-level disclaimers are standard and limit attribution of beneficial ownership to pecuniary interest. For investors, this is a routine Section 16 disclosure of insider sales rather than an operational or financial disclosure by the issuer.
TL;DR: Insider sale properly reported under Section 16; governance disclosures and GP disclaimers are in order.
The Form 4 includes required signatures and the explanatory footnotes describing weighted-average pricing and ownership structure. The multiple related reporting entities and GP disclaimers are common in venture-backed settings; they clarify that the limited partner vehicle directly holds the shares while GP entities disclaim beneficial ownership except as to pecuniary interest. The filing shows compliance with reporting obligations and transparent presentation of the transaction details.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Common Stock | 363,541 | $7.04 | $2.56M |
Footnotes (1)
- The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $7.00 to $7.19, inclusive. 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 (1). These shares are directly held by Third Rock Ventures IV, L.P. ("TRV IV"). The general partner of TRV IV is Third Rock Ventures GP IV, L.P. ("TRV GP IV"). The general partner of TRV GP IV is TRV GP IV, LLC ("TRV GP IV LLC"). Each of TRV GP IV and TRV GP IV LLC disclaims beneficial ownership of the shares except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that it is the beneficial owner of such shares.
