VSTM Director Sells 587 Shares at $9.99 for RSU Tax Withholding

Rhea-AI Filing Summary

Brian M. Stuglik, a director of Verastem, Inc. (VSTM), reported a sale of 587 shares of common stock on 09/16/2025 at $9.99 per share. The filing states the shares were sold to satisfy statutory withholding obligations arising from the vesting of restricted stock units. After the transaction, the reporting person beneficially owns 101,739 shares in a direct capacity. The Form 4 indicates it was filed by one reporting person and includes an explanatory note that the disposition was for tax withholding tied to RSU vesting.

Positive

• Transparent disclosure of the sale and post-transaction beneficial ownership
• Transaction tied to RSU tax withholding, indicating a non-discretionary reason for the sale
• Insider remains a substantial holder with 101,739 shares after the sale

Negative

• None.

Insights

Financial Analyst

TL;DR: Small, routine insider share sale to cover withholding; immaterial to valuation given ownership size.

The reported sale of 587 shares at $9.99 to satisfy tax withholding from RSU vesting is a common, non-discretionary insider transaction. With 101,739 shares remaining beneficially owned directly, the disposal represents a small fraction of the insider's holdings. There is no indication of additional market-directed selling or any change to compensation structure in this filing. From a financial-materiality perspective, this transaction is routine and unlikely to affect the company's equity valuation.

Corporate Governance Expert

TL;DR: Disclosure is standard and transparent; transaction tied to compensation withholding, not discretionary share disposition.

The Form 4 clearly identifies the reporting person as a director and documents the nature of the disposition as tax-withholding related to restricted stock unit vesting. The filing follows Section 16 disclosure norms and provides the post-transaction beneficial ownership. There are no governance red flags, such as accelerated sales or related-party transfers, noted in this document.

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

1. Name and Address of Reporting Person^*

Stuglik Brian M

(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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/16/2025

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	09/16/2025		S		587(1)	D	$9.99	101,739	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. The sale reported on this Form 4 represents shares sold by the Reporting Person to satisfy statutory withholding requirements in connection with the vesting of restricted stock units.

	/s/ Daniel Calkins, Attorney in Fact	09/18/2025
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Verastem director Brian M. Stuglik sell in the Form 4?

He sold 587 shares of Verastem common stock on 09/16/2025 at $9.99 per share.

Why were the 587 shares sold according to the filing?

The sale was to satisfy statutory withholding requirements associated with the vesting of restricted stock units.

How many Verastem shares does the reporting person own after the transaction?

The reporting person beneficially owns 101,739 shares following the reported transaction.

Is this Form 4 filing a joint filing or by one person?

The Form indicates it was filed by one reporting person.

Does the filing indicate any derivative transactions or other dispositions?

No. The filing reports only a non-derivative sale of common stock tied to RSU withholding; no derivative transactions are reported.