Terns Pharmaceuticals, Inc. — Director's Dealing 2021

Feb 4, 2021

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: Terns Pharmaceuticals, Inc. (TERN)
CIK: 0001831363
Period of Report: 2021-02-04

Reporting Person: LAV Biosciences Fund V, L.P. (10% Owner)
Reporting Person: Hopewell Resources Holdings Ltd (10% Owner)
Reporting Person: Oriental Spring Venture Ltd (10% Owner)
Reporting Person: LAV Aqua Ltd (10% Owner)

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Series A Preferred Stock	$		Common Stock (1392857)		Indirect
Series A Preferred Stock	$		Common Stock (696428)		Indirect
Series B Preferred Stock	$		Common Stock (952380)		Indirect
Series C Preferred Stock	$		Common Stock (334318)		Indirect
Series C Preferred Stock	$		Common Stock (1405583)		Indirect

Footnotes

F1: Each share of Series A Preferred Stock will automatically convert on a 1-for-1 basis into Common Stock immediately prior to the closing of the Issuer's initial public offering.

F2: Reflects a 1-for-14 reverse stock split of the Issuer's outstanding securities effected prior to the effectiveness of the Issuer's S-1 Registration Statement.

F3: Shares held by Hopewell Resources Holdings Limited.

F4: Shares held by Oriental Spring Venture Limited.

F5: Each share of Series B Preferred Stock will automatically convert on a 1-for-2.2 basis into Common Stock immediately prior to the closing of the Issuer's initial public offering. Such conversion is reflected in the amount of common stock underlying the security.

F6: Shares held by LAV Aqua Limited.

F7: Each share of Series C Preferred Stock will automatically convert on a 1-for-1 basis into Common Stock immediately prior to the closing of the Issuer's initial public offering.

F8: Shares held by LAV Biosciences Fund V, L.P.

F9: LAV Corporate GP, Ltd. is the general partner of LAV GP III, L.P., which is the general partner of the parent entity of Hopewell Resources Holdings Limited and Oriental Spring Venture Limited. LAV Corporate IV GP, Ltd., is the general partner of LAV GP IV, L.P., which is the general partner of the parent entity of LAV Aqua Limited. LAV Corporate V GP, Ltd., is the general partner of LAV GP V, L.P., which is the general partner of LAV Biosciences Fund V, L.P. Dr. Yi Shi is the managing partner of LAV Corporate GP, Ltd., LAV Corporate IV GP, Ltd., and LAV Corporate V, L.P. and has all voting and investment power with respect to shares beneficially held by each of Hopewell Resources Holdings Limited, Oriental Spring Venture Limited, LAV Aqua Limited and LAV Biosciences Fund V, L.P. Dr. Yi Shi is a managing partner at Lilly Asia Ventures.