SCHEDULE: Adage Capital Discloses 5.1% Stake in Terns Pharma
Beneficial Ownership Report
Adage Capital Management, L.P., along with Robert Atchinson and Phillip Gross, reported a 5.10% beneficial ownership stake in Terns Pharmaceuticals, Inc. as of December 31, 2025.
Summary
- Adage Capital Management, L.P., Robert Atchinson, and Phillip Gross (collectively, the "Reporting Persons") have filed a Schedule 13G.
- The Reporting Persons collectively beneficially own 5,550,000 shares of Terns Pharmaceuticals, Inc. Common Stock.
- This ownership represents 5.10% of the total outstanding Common Stock of Terns Pharmaceuticals, Inc.
- The shares are held with shared voting power and shared dispositive power by the Reporting Persons.
- The percentage is calculated based on an aggregate of 108,767,281 shares of Common Stock outstanding, which includes 90,079,781 shares as of November 7, 2025, and an additional 18,687,500 shares issued after December 11, 2025.
Sentiment
Score: 6
Explanation: StockSavvy.ai views this as a moderately positive signal, as a significant institutional investment often reflects a belief in the company's long-term potential, though the filing itself is purely factual and not an endorsement.
Positives
- A significant institutional investor, Adage Capital Management, L.P., has taken a substantial position in Terns Pharmaceuticals, Inc., indicating potential confidence in the company's future prospects.
Future Outlook
This Schedule 13G filing is a disclosure of current beneficial ownership and does not contain forward-looking statements or guidance regarding Terns Pharmaceuticals, Inc.'s future performance or strategic direction.
Industry Context
StockSavvy.ai notes that the disclosure of a significant stake by an institutional investor like Adage Capital Management in a biotechnology company such as Terns Pharmaceuticals can often be interpreted by the market as a vote of confidence, potentially signaling positive prospects for the company's pipeline or strategic direction within the competitive pharmaceutical industry.
Comparison to Industry Standards
- This filing is a standard beneficial ownership disclosure (Schedule 13G) and does not contain information that allows for a direct comparison of Terns Pharmaceuticals, Inc.'s operational or financial results to industry benchmarks or specific comparable companies or projects.
Stakeholder Impact
- Shareholders: The disclosure of a new significant institutional holder may positively influence investor sentiment and potentially the stock price.
Key Dates
| Date | Description |
|---|---|
| 2025-09-30 | End of quarterly period for which Terns Pharmaceuticals, Inc. reported 90,079,781 shares outstanding in its Form 10-Q. |
| 2025-11-07 | Date as of which 90,079,781 shares of Common Stock were outstanding, as reported in the Company's Quarterly Report on Form 10-Q. |
| 2025-11-10 | Date Terns Pharmaceuticals, Inc. filed its Quarterly Report on Form 10-Q for the period ended September 30, 2025. |
| 2025-12-11 | Date Terns Pharmaceuticals, Inc. filed its Prospectus pursuant to Rule 424(b)(5) and Current Report on Form 8-K, detailing the issuance of 18,687,500 shares. |
| 2025-12-31 | Date of event which requires the filing of this Schedule 13G, indicating the reporting persons' beneficial ownership. |
| 2026-02-12 | Date the Schedule 13G was signed and filed by the Reporting Persons. |
Keywords
Terns Pharmaceuticals, Adage Capital Management, Schedule 13G, Beneficial Ownership, Institutional Investor, Biotechnology, Pharmaceuticals, TRNS
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