CEO-linked entity boosts Tempest (TPST) stake with stock and new warrants
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Tempest Therapeutics CEO-linked entity buys stock and warrants. Factor Bioscience Inc. acquired 231,482 shares of Tempest Therapeutics common stock and warrants to purchase 462,964 additional shares under a Securities Purchase Agreement dated March 20, 2026. The combined purchase price was $2.16 for each share plus an accompanying warrant.
The Series A and Series B Warrants each cover 231,482 underlying shares at an exercise price of $2.16 per share. Both warrant series become exercisable only after stockholder approval; Series A Warrants then run for five years, and Series B Warrants for twenty-four months. Reporting person Matthew Angel, Tempest’s CEO and President, is the majority stockholder and Chairman of Factor and exercises voting and investment power over Factor’s holdings.
Positive
- None.
Negative
- None.
Insider Trade Summary
Net Buyer: 694,446 shares ($500,001)
Net Buy
3 txns
Insider
Angel Matthew
Role
CEO and President
Bought
694,446 shs ($500K)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Purchase | Series A Warrant (right to buy) | 231,482 | $0.00 | -- |
| Purchase | Series B Warrant (right to buy) | 231,482 | $0.00 | -- |
| Purchase | Common Stock | 231,482 | $2.16 | $500K |
Holdings After Transaction:
Series A Warrant (right to buy) — 231,482 shares (Indirect, By Factor Bioscience Inc.);
Series B Warrant (right to buy) — 231,482 shares (Indirect, By Factor Bioscience Inc.);
Common Stock — 231,482 shares (Indirect, By Factor Bioscience Inc.)
Footnotes (1)
- On March 24, 2026, Factor Biosciences Inc. ("Factor") acquired 231,482 shares of common stock, par value $0.001 per share, of Tempest Therapeutics, Inc. ("Common Stock") and warrants to purchase 462,964 shares of Common Stock (the "Warrants"), pursuant to a Securities Purchase Agreement by and between the Issuer, Factor and two institutional investors, dated as of March 20, 2026. The combined purchase price per one share of Common Stock and accompanying one warrant to purchase one share of Common Stock was $2.16. The Reporting Person is the majority stockholder and Chairman of the Board of Directors of Factor and exercises voting and investment power over the shares held by Factor. The Series A Warrants are subject to the approval of the Company's stockholders. The Series A Warrants will become exercisable on the effective date of the stockholder approval and have a term of five years from the effective date of the stockholder approval. The Series B Warrants are subject to the approval of the Company's stockholders. The Series B Warrants will become exercisable on the effective date of the stockholder approval and have a term of twenty-four months from the effective date of the stockholder approval.
Key Figures
Common shares purchased: 231,482 shares
Combined purchase price: $2.16 per share plus warrant
Total warrant coverage: 462,964 shares
+3 more
6 metrics
Common shares purchased
231,482 shares
Factor Bioscience Inc. acquisition on March 24, 2026
Combined purchase price
$2.16 per share plus warrant
One common share and one accompanying warrant
Total warrant coverage
462,964 shares
Warrants to purchase Tempest common stock
Series A Warrant term
5 years
From effective date of stockholder approval
Series B Warrant term
24 months
From effective date of stockholder approval
Warrant exercise price
$2.16 per share
Series A and Series B Warrants for common stock
Key Terms
Securities Purchase Agreement, Series A Warrants, Series B Warrants, stockholder approval, +1 more
5 terms
Securities Purchase Agreement financial
"pursuant to a Securities Purchase Agreement by and between the Issuer, Factor and two institutional investors"
A securities purchase agreement is a written contract between a buyer and a seller outlining the terms for buying or selling financial assets such as stocks or bonds. It specifies details like the price, quantity, and conditions of the transaction, similar to a shopping list with agreed-upon terms. For investors, it provides clarity and legal protection when transferring ownership of these financial instruments.
Series A Warrants financial
"The Series A Warrants are subject to the approval of the Company's stockholders."
Series A warrants are financial tools that give the holder the right to buy shares of a company at a specific price within a certain period. They are often issued alongside investments to provide additional potential profit if the company's value increases. For investors, they can offer a chance to benefit from future growth without committing immediate capital to buying shares.
Series B Warrants financial
"The Series B Warrants are subject to the approval of the Company's stockholders."
Series B warrants are contracts issued alongside a company's Series B financing that give the holder the right to buy a set number of shares at a fixed price within a specified time. For investors, they matter because they can provide leveraged upside if the company grows, or they can dilute existing shareholders when exercised—like a coupon promising a future share at a known price that can add value or change ownership stakes.
stockholder approval financial
"are subject to the approval of the Company's stockholders. The Series A Warrants will become exercisable on the effective date of the stockholder approval"
Stockholder approval is formal consent given by a company’s shareholders, usually through a vote at a meeting or by proxy, for major actions such as mergers, asset sales, changes to corporate structure, or amendments to governance rules. Investors pay attention because the vote can enable or block steps that materially change a company’s direction, ownership or value—like neighbors voting to allow a major renovation that would alter a building’s use and worth.
voting and investment power financial
"exercises voting and investment power over the shares held by Factor."
FAQ
What did Tempest Therapeutics (TPST) disclose in this Form 4 filing?
Tempest disclosed that Factor Bioscience Inc. acquired 231,482 common shares and warrants for 462,964 additional shares at a combined price of $2.16 per share plus warrant, under a Securities Purchase Agreement dated March 20, 2026.
Who is the insider involved in the Tempest Therapeutics (TPST) Form 4?
The reporting person is Matthew Angel, Tempest’s CEO, President, director and a ten percent owner. He is the majority stockholder and Chairman of Factor Bioscience Inc. and exercises voting and investment power over the Tempest shares held by Factor.
What price was paid in the Tempest Therapeutics (TPST) insider purchase?
The combined purchase price was $2.16 for each Tempest common share together with an accompanying warrant to buy one additional share. This pricing applied to the 231,482 shares of common stock and the related Series A and Series B Warrants acquired.
When do the Tempest Therapeutics (TPST) Series A Warrants become exercisable?
The Series A Warrants become exercisable on the effective date of stockholder approval and carry a five-year term from that approval date. Until stockholders approve them, the Series A Warrants cannot be exercised into Tempest common shares.
How long are Tempest Therapeutics (TPST) Series B Warrants outstanding after approval?
The Series B Warrants become exercisable on the effective date of stockholder approval and remain outstanding for twenty-four months from that effective date. They permit Factor Bioscience Inc. to purchase additional Tempest common shares during that two-year term.