Abiopharma

🔍 FELLOWS DAVID A (Executive)

Company: Terns Pharmaceuticals, Inc. (TERN)

Report Date: 2026-05-05

Detailed Transactions and Holdings:

• Sold 32,000 shares of Stock Option (Right to Buy) at $1.82 per share (Derivative)
  Date: 2026-05-05 | Code: D | equity_swap_involved: false | transaction_form_type: 4 | Footnotes: F1, F2, F1, F1
• Sold 45,000 shares of Stock Option (Right to Buy) at $4.1 per share (Derivative)
  Date: 2026-05-05 | Code: D | equity_swap_involved: false | transaction_form_type: 4 | Footnotes: F1, F2, F1, F1
• Sold 18,650 shares of Stock Option (Right to Buy) at $4.46 per share (Derivative)
  Date: 2026-05-05 | Code: D | equity_swap_involved: false | transaction_form_type: 4 | Footnotes: F1, F2, F1, F1
• Sold 8,183 shares of Stock Option (Right to Buy) at $6.85 per share (Derivative)
  Date: 2026-05-05 | Code: D | equity_swap_involved: false | transaction_form_type: 4 | Footnotes: F1, F2, F1, F1
• Sold 32,000 shares of Stock Option (Right to Buy) at $6.99 per share (Derivative)
  Date: 2026-05-05 | Code: D | equity_swap_involved: false | transaction_form_type: 4 | Footnotes: F1, F2, F1, F1
• Sold 28,475 shares of Stock Option (Right to Buy) at $9.24 per share (Derivative)
  Date: 2026-05-05 | Code: D | equity_swap_involved: false | transaction_form_type: 4 | Footnotes: F1, F2, F1, F1
• Sold 22,000 shares of Stock Option (Right to Buy) at $10.72 per share (Derivative)
  Date: 2026-05-05 | Code: D | equity_swap_involved: false | transaction_form_type: 4 | Footnotes: F1, F2, F1, F1
• Sold 32,000 shares of Stock Option (Right to Buy) at $12.05 per share (Derivative)
  Date: 2026-05-05 | Code: D | equity_swap_involved: false | transaction_form_type: 4 | Footnotes: F1, F2, F1, F1
• Sold 2,828 shares of Stock Option (Right to Buy) at $34.6 per share (Derivative)
  Date: 2026-05-05 | Code: D | equity_swap_involved: false | transaction_form_type: 4 | Footnotes: F1, F2, F1, F1

Footnotes:

• F1: Pursuant to the Merger Agreement, at the Effective Time (as defined in the Merger Agreement), each option to purchase the Issuer's Shares that was outstanding and unexercised immediately prior to the Effective Time, whether or not vested, with a per share exercise price that was less than the Merger Consideration was cancelled and converted into the right to receive, without interest thereon and subject to the applicable withholding taxes, the excess of the Merger Consideration over the per share exercise price.
• F2: On March 24, 2026, Terns Pharmaceuticals, Inc. (the "Issuer") entered into an Agreement and Plan of Merger (the "Merger Agreement") with Merck Sharp & Dohme LLC ("Merck") and Thailand Merger Sub, Inc. (the "Purchaser"), a wholly owned subsidiary of Merck. Pursuant to the Merger Agreement, the Purchaser completed a tender offer for the shares of the Issuer's common stock (the "Shares"). In exchange for each Share, tendering shareholders will receive $53.00 per Share (the "Merger Consideration"), payable in cash, net to the seller, and without interest, subject to any applicable withholding taxes, as described more fully in the Schedule 14D-9 filed by the Issuer on April 7, 2026.