|4Feb 4, 9:30 PM ET

Bohen Sean 4

4 · Olema Pharmaceuticals, Inc. · Filed Feb 4, 2026

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Olema (OLMA) CEO Sean Bohen Receives 1.125M Equity Awards

What Happened
Sean Bohen, President and CEO of Olema Pharmaceuticals, was granted two derivative equity awards on February 2, 2026 covering 850,000 and 275,000 shares (total 1,125,000) at $0.00 per share. These were awards/grants (not open-market purchases or sales), so no cash changed hands and there is no immediate realized value — these are potential future shares contingent on vesting and any exercise terms.

Key Details

  • Transaction date: 2026-02-02; Form 4 filed: 2026-02-04 (timely; Form 4s are due within two business days).
  • Award details: 850,000 and 275,000 share-related derivative awards, reported at $0.00 per share (derivative/award code "A").
  • Shares owned after transaction: Not disclosed in the provided filing excerpt.
  • Footnote highlights:
    • F1 (time-based vesting): 25% of the shares subject to the option vest on Feb 2, 2027, then 1/48 of the total vests monthly thereafter, subject to continued service.
    • F2 (performance-based): The performance options vest only if specified 30-day average stock-price thresholds are met during one of two performance periods (Feb 2, 2026 to 12/31/2029 and to 12/31/2030); vesting is certified by the Compensation Committee.
    • F3 (severance protection): If the Reporting Person’s service is terminated without Cause, the performance-based options remain outstanding and eligible to vest for 12 months following termination.
  • Transaction type: Award/grant of derivative securities (not a sale or purchase).

Context
These awards are compensation/retention instruments (time- and performance-based stock options or similar derivatives). They do not represent an immediate purchase of shares or a sale; any future ownership or value depends on meeting vesting conditions and, for options, any exercise. Awards are common for executives and should be viewed as part of long-term incentive arrangements rather than a straightforward bullish or bearish market signal.

Insider Transaction Report

Form 4
Period: 2026-02-02
Bohen Sean
DirectorPRESIDENT AND CEO
Transactions
  • Award

    Stock Option (Right to Buy)

    [F1]
    2026-02-02+850,000850,000 total
    Exercise: $25.65Exp: 2036-02-01Common Stock (850,000 underlying)
  • Award

    Performance Stock Options (Right to Buy)

    [F2][F3]
    2026-02-02+275,000275,000 total
    Exercise: $25.65Exp: 2036-02-01Common Stock (275,000 underlying)
Footnotes (3)
  • [F1]25% of the shares subject to the option vest on February 2, 2027, and 1/48 of the total number of shares subject to the option vest each month thereafter, subject to the Reporting Person's continuous service through each applicable vesting date.
  • [F2]The performance-based stock options will be eligible to vest during two distinct performance periods, each beginning on February 2, 2026 and ending on December 31, 2029 and December 31, 2030, respectively, based on the Issuer's stock price trading at certain pre-determined price thresholds as measured by the average closing price per share of the Issuer's stock over a consecutive thirty (30) day trading period during each such performance period. Once a price threshold is achieved, the portion of the award related to such threshold will vest upon the date set forth in the certification by the Compensation Committee certifying that such price threshold was achieved, subject to the Reporting Person's continuous service as of the applicable certification date.
  • [F3]Notwithstanding the foregoing, if the Reporting Person's continuous service is terminated without Cause (as defined in the Reporting Person's offer letter), the performance-based stock options shall remain outstanding and eligible to vest for twelve (12) months following such termination.
Signature
/s/ Shawnte Mitchell, Attorney-in-Fact|2026-02-04

Documents

2 files