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Vivo Capital Fund VIII, L.P.'s Form 4 filing

Terns Pharmaceuticals, Inc.TERN · filed Aug 16, 2022

Accession no.
0001213900-22-048763
Filed
Aug 16, 2022, 8:44 PM ET
Trade date
Aug 12-16, 2022
Filing delay
4 days
Rule 10b5-1 plan
Not on the form (before 2023)

This filing lists 3 non-derivative transactions and 1 derivative transaction. Open-market purchases total $6.98M. It was filed 4 days after the trade.

Reporting owners

A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.

Reporting owners on this filing
OwnerRelationship to the company
Vivo Capital Fund VIII, L.P.CIK 000161878810% Owner
Vivo Capital VIII, LLCCIK 000161878910% Owner
Vivo Capital Surplus Fund VIII, L.P.CIK 000162804810% Owner
Vivo Opportunity, LLCCIK 000172897010% Owner
Vivo Opportunity Fund Holdings, L.P.CIK 000193021410% Owner

Non-derivative securities (Table I)

Acquisitions and disposals of common stock and similar shares, one row per line on the filing.

Non-derivative transactions
Trade dateSecurityTransactionSharesPriceValueShares afterOwnershipFlags
Aug 12, 2022Common StockPPurchaseAcquired+1,123,021$2.98F2+$3,346,602.581,480,374IndirectDuplicate filing
Aug 15, 2022Common StockPPurchaseAcquired+1,218$2.99F3+$3,641.821,481,592IndirectDuplicate filing
Aug 16, 2022Common StockPPurchaseAcquired+1,500,000$2.42F4+$3,630,0002,981,592IndirectDuplicate filing

Derivative securities (Table II)

Options, warrants, restricted stock units and similar. Shares are the underlying shares; price and value are for the derivative itself, and the holding after is in derivative units.

Derivative transactions
Trade dateSecurityTransactionUnderlying sharesUnit priceValueHeld afterOwnershipFlags
Aug 16, 2022Common StockPPurchaseAcquired+1,500,000$2.42+$3,629,8501,500,000Indirect

Footnotes and remarks

Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.

F2

The price reported herein is a weighted average price. These shares were acquired on the open market in multiple transactions at prices ranging from $2.83 to $3.02, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares acquired at each separate price within the ranges set forth in footnote (2) to this Form 4.

Referenced by the price of 1 transaction in Table I.

F3

The price reported herein is a weighted average price. These shares were acquired on the open market in multiple transactions at prices ranging from $2.96 to $3.00, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares acquired at each separate price within the ranges set forth in footnote (3) to this Form 4.

Referenced by the price of 1 transaction in Table I.

F4

The reporting person acquired 1,500,000 shares of Common Stock at $2.42 per share and 1,500,000 pre-funded warrants at $2.41990 per warrant in an underwritten offering.

Referenced by the price of 1 transaction in Table I.

Read the full filing on SEC EDGAR (opens in a new tab)