Verastem, Inc. — Director's Dealing 2012

Dec 21, 2012

SEC Form 4/A — Form 4/A

Issuer: Verastem, Inc. (VSTM)
CIK: 0001526119
Period of Report: 2012-12-18

Reporting Person: CHP III LP (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-12-18	Common Stock	P	6193	$7.87	Acquired	2240319	Direct

Footnotes

F1: The transaction date on the original filing was incorrect.

F2: The purchases reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan.

F3: Represents a weighted-average price. These shares were purchased in multiple transactions at prices ranging from $7.70 to $8.00, inclusive. For all transactions reported in this Form 4 utilizing a weighted-average price, the reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares purchased at each price within the range.

F4: CHP III Management, L.L.C.(the "GP") is the sole General Partner of CHP III, L.P. John K. Clarke, Brandon H. Hull, Charles G. Hadley and John J. Park (collectively, the "Managing Members") are Managing Members of the GP, and, as such, may be deemed to have shared voting and dispositive power with respect to the issuer's securities held of CHP III, L.P. (the "CHP III Shares"). Each of the GP and the Managing Members disclaims beneficial ownership of the CHP III Shares, except to the extent of their respective pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of the shares for purposes of Section 16 or for any other purpose.