Form 4: Tempest Therapeutics Director Granted Stock Options

Tempest Therapeutics director Geoffrey Nichol received 1,230 stock options with a $2.94 exercise price, vesting by early 2027.

Summary

• Geoffrey Nichol, a Director of Tempest Therapeutics, Inc. (TPST), was granted stock options.
• The transaction date for the option grant was January 27, 2026.
• Mr. Nichol acquired 1,230 stock options, each representing the right to buy one share of Common Stock.
• The exercise price for these options is $2.94 per share.
• The options will vest in full on the earlier of January 27, 2027, or the day of the Issuer's 2026 annual stockholder meeting, contingent on Mr. Nichol's continuous service.
• The options have an expiration date of January 26, 2036.
• Following this transaction, Mr. Nichol beneficially owns 1,230 derivative securities (stock options).

Sentiment

Score: 6

Explanation: The grant of stock options to a director is a standard compensation practice that aligns the director's interests with shareholders. It's a routine event and not indicative of significant operational or financial changes.

Positives

• Granting of stock options to a director aligns their interests with those of shareholders, incentivizing long-term company performance.
• The options have a long expiration date (January 26, 2036), providing ample time for potential value realization.

Negatives

• The options are not immediately exercisable and are subject to a vesting schedule, meaning the director does not yet own the underlying shares.
• The value of the options is dependent on the future stock price exceeding the $2.94 exercise price.

Risks

• The value of the stock options is subject to market fluctuations of Tempest Therapeutics' common stock.
• Vesting is contingent on the reporting person's continuous service, meaning the options could be forfeited if service is terminated before the vesting date.
• There is no guarantee that the company's stock price will exceed the exercise price of $2.94 before the options expire.

Future Outlook

The stock options are subject to a vesting schedule, with full vesting expected by the earlier of January 27, 2027, or the 2026 annual stockholder meeting, provided continuous service is maintained. This indicates a future incentive for the director.

Industry Context

Granting stock options to directors is a common practice in the biotechnology and pharmaceutical industry, as well as other sectors, to attract and retain talent, and to align the interests of directors with those of shareholders. This particular grant is a standard compensation mechanism.

Comparison to Industry Standards

• The grant of stock options to a director is a standard form of equity compensation in publicly traded companies, particularly in growth-oriented sectors like biotechnology.
• The vesting schedule (approximately one year) is also a common practice to ensure continued service and alignment.
• The exercise price being set at the market price on the grant date is typical for incentive stock options.
• Specific comparable companies or projects are not detailed in this filing, but the structure of the grant is consistent with general industry practices for director compensation.

Related Party Transactions

• The grant of stock options to Geoffrey Nichol, a Director of Tempest Therapeutics, Inc., constitutes a related party transaction as it involves compensation to an insider.

Stakeholder Impact

• Shareholders: The grant aims to align the director's long-term interests with shareholder value creation. Dilution from future exercise is a potential, but minor, consideration.

Next Steps

• The stock options will vest on the earlier of January 27, 2027, or the date of the Issuer's 2026 annual stockholder meeting, subject to continuous service.
• Upon vesting, the director will have the right to exercise the options to purchase common stock at $2.94 per share until the expiration date of January 26, 2036.

Key Dates

Keywords

Tempest Therapeutics, TPST, Stock Options, Director Compensation, Insider Transaction, SEC Form 4, Equity Grant, Vesting