Verastem (VSTM) CEO Dan Paterson awarded 213,785 RSUs in equity grant

Rhea-AI Filing Summary

Verastem, Inc. reported an equity award to its President and CEO, Dan Paterson. On January 21, 2026, he was granted 213,785 shares of Verastem common stock in the form of restricted stock units (RSUs) at a price of $0.00 per share under the company’s Amended and Restated 2021 Equity Incentive Plan. Following this grant, he beneficially owns 613,889 shares of common stock directly.

The RSUs are scheduled to vest over three years. They vest as to 33.3% of the award on each of the first three anniversaries of January 21, 2026, so that the grant is fully vested on January 21, 2029. Vesting requires that Paterson continue to serve as an employee or other service provider to Verastem on each vesting date.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Paterson Dan

(Last) (First) (Middle)

C/O VERASTEM, INC.,

117 KENDRICK ST., SUITE 500

(Street)

NEEDHAM MA 02494

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Verastem, Inc. [ VSTM ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
01/21/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/21/2026		A		213,785(1)	A	$0.00	613,889	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Restricted stock units ("RSUs") granted to the Reporting Person under the Issuer's Amended and Restated 2021 Equity Incentive Plan. Each RSU represents the contingent right to receive one share of Common Stock. The RSUs vest as to 33.3% of the RSUs on the first three anniversaries of January 21, 2026 such that the award is fully vested on January 21, 2029 (with the number of RSUs vesting on each vesting date rounded down to the nearest whole RSU, except with respect to the final vesting date on which all remaining unvested RSUs shall vest), provided that the Reporting Person continues to serve as an employee of or other service provider to the Issuer on each such vesting date.

	/s/ Daniel Calkins, Attorney in fact	01/23/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Verastem (VSTM) disclose in this Form 4?

Verastem disclosed that its President and CEO, Dan Paterson, received a grant of 213,785 shares of common stock in the form of restricted stock units (RSUs) on January 21, 2026 at a price of $0.00 per share under the company’s Amended and Restated 2021 Equity Incentive Plan.

How many Verastem (VSTM) shares does Dan Paterson own after this grant?

After the reported RSU grant, Dan Paterson is shown as beneficially owning 613,889 shares of Verastem common stock, held directly, according to the Form 4.

How do the new Verastem (VSTM) RSUs granted to the CEO vest?

The RSUs vest as to 33.3% of the award on each of the first three anniversaries of January 21, 2026. The award is fully vested on January 21, 2029, with interim vesting dates rounded down to the nearest whole RSU and the remaining RSUs vesting on the final date.

What conditions apply to Dan Paterson’s Verastem (VSTM) RSU vesting?

Vesting of the RSUs requires that Dan Paterson continue to serve as an employee or other service provider to Verastem on each applicable vesting date, as stated in the footnote to the Form 4.

What type of security is involved in this Verastem (VSTM) Form 4 filing?

The transaction involves restricted stock units (RSUs), each representing the contingent right to receive one share of Verastem common stock, granted under the company’s Amended and Restated 2021 Equity Incentive Plan.

Is the Verastem (VSTM) CEO’s RSU grant a purchase or a cost-based acquisition?

The Form 4 shows the CEO’s RSU grant as an acquisition (Code A) of 213,785 shares of common stock at a price of $0.00 per share, reflecting an equity compensation award rather than an open-market purchase.