Every DEF 14A that Tempest Therapeutics, Inc. (TPST) has filed with the SEC in the last 12 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A DEF 14A covers the proxy statement, with executive pay and the shareholder votes, so if you follow TPST and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full TPST filings page.
Tempest Therapeutics, Inc. (TPST) is asking stockholders to vote at its virtual annual meeting on November 9, 2026, on four matters: electing John David Yee and William Drake Richey as directors, ratifying Ernst & Young LLP for fiscal 2026, approving Lincoln Park stock issuances, and approving common shares issuable upon exercise of the PIPE Warrants. As of October 23, 2026, 19,995,358 common shares were outstanding and entitled to vote.
Under the Lincoln Park Purchase Agreement, issuances are capped at 19.99% of shares outstanding immediately before the agreement, or 3,195,881 shares, unless stockholders approve issuance above the Exchange Cap or the specified average-price condition applies. After the Company issues shares equal to the Exchange Cap and at all times thereafter, the average price per share for shares sold to Lincoln Park must equal or exceed $1.3854. Series C and Series D Warrants become exercisable on the PIPE Stockholder Approval Date and have terms of six and three years, respectively, from the later of that date and the Effectiveness Date.
Tempest Therapeutics, Inc. is convening a virtual Special Meeting of stockholders on July 27, 2026 at 12:00 p.m. Eastern Time to vote on a single proposal to amend its Restated Certificate of Incorporation. Holders of 14,806,997 shares of common stock outstanding as of the May 28, 2026 Record Date are entitled to one vote per share. Proposal 1 would adopt “CoI Amendments” that permit stockholder action by written consent and replace specified charter supermajority voting provisions with a majority-of-outstanding voting standard for certain bylaw and governance changes. Approval requires “For” votes from the holders of at least 75% of the votes entitled to be cast in an annual election of directors. If approved, the company plans to file a Certificate of Amendment with Delaware, although the Board is authorized to abandon the amendments even after approval. The Board of Directors unanimously recommends a vote in favor of Proposal 1. A security ownership table shows significant holdings by entities affiliated with Lotus Capital BVI Limited, Sabby Volatility Warrant Master Fund, Ltd., and President and Chief Executive Officer Matthew Angel.
Tempest Therapeutics is calling a virtual Special Meeting on June 18, 2026 to seek stockholder approval for issuing common shares underlying two warrant financings. Proposal 1 covers up to 1,851,854 shares issuable upon exercise of PIPE Warrants with a $2.16 per-share exercise price.
Proposal 2 covers up to 2,344,828 shares from Inducement Warrants at $1.73 per share and up to 82,069 shares from related placement agent warrants at $2.1625 per share. The company states these approvals are required under Nasdaq Listing Rules 5635(c) and 5635(d) and are important for accessing capital.
Stockholders of record as of May 28, 2026, when 14,806,997 common shares were outstanding and entitled to vote, may participate and vote online. The board unanimously recommends voting in favor of both proposals.