Verastem (VSTM) CFO receives 16,665-share RSU grant, now holds 121,384 shares

Rhea-AI Filing Summary

Verastem, Inc. Chief Financial Officer receives equity grant in the form of 16,665 shares of Common Stock on January 21, 2026, reported at a price of $0.00 per share as an award, not an open-market purchase. These shares arise from restricted stock units (RSUs) granted under Verastem's Amended and Restated 2021 Equity Incentive Plan, with each RSU representing the right to receive one share of Common Stock.

The RSUs vest in three equal annual installments of approximately 33.3% on each of the first three anniversaries of January 21, 2026, becoming fully vested on January 21, 2029, as long as the CFO continues to serve as an employee or other service provider on each vesting date. Following this grant, the CFO directly beneficially owns 121,384 shares of Verastem common stock.

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^*

Calkins Daniel

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

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		16,665(1)	A	$0.00	121,384	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	01/23/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What did Verastem (VSTM) report in this Form 4 filing?

Verastem reported that its Chief Financial Officer received an award of 16,665 shares of Common Stock on January 21, 2026, reported at a price of $0.00 per share as an equity grant rather than a market transaction.

How many Verastem (VSTM) shares does the CFO own after this transaction?

After the reported grant, the Chief Financial Officer beneficially owns 121,384 shares of Verastem common stock, held as direct ownership.

What type of equity did the Verastem CFO receive in this Form 4?

The CFO received restricted stock units (RSUs) under Verastem's Amended and Restated 2021 Equity Incentive Plan, with each RSU representing the right to receive one share of Common Stock.

How do the Verastem CFO’s RSUs vest?

The RSUs vest as to 33.3% on each of the first three anniversaries of January 21, 2026, so that the award is fully vested on January 21, 2029, subject to the CFO continuing to serve the company on each vesting date.

Was this a market purchase or sale of Verastem (VSTM) shares by the CFO?

No, the Form 4 describes an equity grant to the CFO coded as an "A" (acquired) transaction at $0.00 per share, indicating an award rather than an open-market trade.

Does the Verastem CFO hold the reported shares directly or indirectly?

The filing states that the 121,384 shares are held with direct (D) ownership by the Chief Financial Officer, with no separate indirect ownership entity disclosed for this transaction.