UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-39926 Terns Pharmaceuticals, Inc. (Exact name of Registrant as specified in its Charter) | Delaware | 98-1448275 | | --- | --- | | (S ...

2 March 2023 This presentation contains forward-looking statements about Terns Pharmaceuticals, Inc. (the "Company," "we," "us," or "our") and its industry that involve substantial risks and uncertainties. All statements other than statements of historical facts contained in this presentation, including statements regarding the Company's strategy, future financial condition, future operations, projected costs, prospects, plans, objectives of management and expected market growth, are forward-looking stateme ...

Obesity • ~$30B market5limited by supply/cost of peptides • Oral drugs expected to expand market access potential NASH • No approved drugs to date • Demand for drugs amenable for co-administration 2 Terns Pipeline: Broad Rights to Multiple Wholly-owned Opportunities Targeting Serious Diseases 1. Out-licensed to Hansoh Pharma (HS 10382) in the Greater China region; Ph 1 trial ongoing in China; Terns eligible for up to $ 67M in clinical, regulatory and sales-based milestones, mid single digit percentage royal ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39926 Terns Pharmaceuticals, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 98-1448275 (State or other ...

Pipeline and Clinical Programs - TERN-701, an allosteric BCR-ABL inhibitor for Chronic Myeloid Leukemia (CML), has a Phase 1 clinical trial in CML patients initiated in Q2 2022[18, 34] - TERN-601, an oral GLP-1 agonist for obesity, is undergoing IND-enabling activities with Phase 1 trial initiation expected in 2023[39, 65] - TERN-501, a THR-β agonist for NASH, has Phase 2a NASH mono/combo data expected in 2H 2023[9] The Phase 2a combo trial with TERN-101 initiated dosing in July 2022[11, 107] Financial Position - The company has approximately $140 million in cash and cash equivalents as of June 30, 2022, which provides a runway into 2025[9, 118] This equates to roughly $550 per share[9, 118] - The company has approximately 25 million primary shares outstanding as of August 5, 2022[9, 118] Intellectual Property - TERN-701 has composition of matter patent protection until 2039[121] - TERN-601 has composition of matter patent protection projected to expire between 2041 and 2043[122] - TERN-501 has composition of matter patent protection until 2039[123] Market Opportunity and Differentiation - Up to approximately 30% of CML patients are not adequately treated by the standard of care, presenting an opportunity for TERN-701[9, 127] - The obesity market is estimated at approximately $30 billion, but is limited by the supply and cost of peptides, creating an opportunity for oral drugs like TERN-601[9, 127] - TERN-501 aims for superior selectivity for THR-β over THR-α and enhanced metabolic and PK stability compared to other THR-β agonists[12] TERN-101 (FXR Agonist) - In a Phase 2 trial, TERN-101 demonstrated no discontinuations due to adverse events, including pruritus[140] - The Phase 2 trial showed significant improvements in corrected T1 (cT1), an imaging marker of liver inflammation and fibrosis[140]

(Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q Commission File Number: 001-39926 Terns Pharmaceuticals, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 98-1448275 (State or other juris ...

Drug Development - The company is developing a portfolio of small-molecule therapies targeting serious diseases such as non-alcoholic steatohepatitis (NASH), obesity, and cancer, with a focus on THR-β and FXR mechanisms [117]. - TERN-501, a THR-β agonist, showed positive Phase 1 trial results, demonstrating safety and tolerability with no serious adverse events reported [118]. - The FDA cleared the IND application for TERN-501 and TERN-101, leading to a Phase 2a trial expected to enroll approximately 140 NASH patients, with top-line data anticipated in the second half of 2023 [119]. - The company aims to develop TERN-601, an oral GLP-1R agonist for obesity, with a first-in-human clinical trial planned for 2023 after identifying suitable small-molecule scaffolds [120]. - TERN-101 demonstrated significant improvements in liver inflammation and fibrosis markers in a Phase 2a study, indicating its potential in combination therapies for NASH [121]. - TERN-201, an inhibitor of VAP-1, met primary safety endpoints in a Phase 1b trial, but did not show meaningful changes in NASH biomarkers, leading to limited further investment in this candidate [123]. - TERN-701, a BCR-ABL TKI for chronic myeloid leukemia, is in development in China, with a Phase 1 trial initiated by Hansoh Pharmaceuticals [124]. - The company has prioritized resources towards TERN-501 and TERN-601, expecting cash reserves to fund operations into 2025, including key data readouts [125]. Financial Performance - The company has not generated any revenue from product sales and will not do so until successful clinical development and regulatory approval of its therapy candidates [126]. - For the three months ended March 31, 2022, total operating expenses were $13,825,000, an increase of 4% from $13,296,000 in the same period of 2021 [130]. - Research and development expenses decreased by $599,000 to $8,136,000, primarily due to a $2.0 million decrease in clinical program expenses [130][133]. - General and administrative expenses increased by $1,128,000 to $5,689,000, driven by a $0.8 million increase in personnel-related expenses [130][136]. - The net loss for the three months ended March 31, 2022, was $13,773,000, compared to a net loss of $13,337,000 for the same period in 2021, reflecting a 3.3% increase in losses [130]. - As of March 31, 2022, the company had an accumulated deficit of $195.8 million and cash, cash equivalents, and marketable securities totaling $151.3 million [144]. - The company expects to incur net operating losses for at least the next several years and anticipates significant research and development expenses [142][149]. - Net cash used in operating activities during the three months ended March 31, 2022, was $13.3 million, compared to $14.3 million in the same period of 2021 [153][154]. - Net cash provided by investing activities for the three months ended March 31, 2022, was $9.5 million, primarily from the sale and maturity of investments [155]. - The company entered into a Sales Agreement in March 2022 to offer shares of common stock with an aggregate offering price of up to $75.0 million [147]. - The company will need substantial additional funding to support ongoing operations and research activities, which may come from equity or debt financings [149][151]. Operational Challenges - The ongoing COVID-19 pandemic continues to pose uncertainties regarding the company's operations and development timelines [129].

Financial Status and Intellectual Property - The company's cash balance was approximately $166 million as of December 31, 2021, providing a runway into 2024[6, 9] - The company's IP estate includes patents and patent applications potentially extending into the 2040s[6] - The company anticipates 5-year NCE exclusivity (plus 30 month stay) after approval, in addition to patents[121] Pipeline Programs and Milestones - TERN-201 (VAP-1 Inhibitor) AVIATION Part 1 top-line data is expected in March 2022, and Part 2 top-line data in 2H 2022[8, 14, 113] - TERN-501 (THR-β Agonist) Phase 2a trial is starting in 1H 2022, with top-line data expected in 2H 2023[8] - TERN-601 (Oral GLP-1R Agonist) is engaging in IND-enabling activities, with Phase 1 trial initiation planned for 2023[8, 14, 109] - A combination NASH Phase 2a trial of TERN-101 and TERN-501 is planned to start in 1H 2022[14, 45, 48] TERN-501 (THR-β Agonist) - TERN-501 achieved significant dose-dependent changes in PD markers, including a 166% change in SHBG and a -21% change in LDL-c at the 10 mg dose[31, 32, 34] - TERN-501 exhibits superior selectivity for THR-β over THR-α, with a selectivity ratio of 23, compared to 15 for Resmetirom and 2 for VK2809A[13, 25] TERN-201 (VAP-1 Inhibitor) - TERN-201 is a highly selective inhibitor of VAP-1, with minimal potential to inhibit MAO-A or MAO-B[8, 13, 58, 65] - TERN-201 demonstrated complete inhibition of soluble VAP-1 activity in plasma with all single and multiple doses[68, 70, 71]

For the fiscal year ended December 31, 2021 OR Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 UNITED STATES SECURITIES AND EXCHANGE COMMISSION ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-39926 Terns Pharmaceuticals, Inc. (Exact name of Registrant as specified in its Charter) Delaware 98-1448275 (State or other jurisdic ...

g Company Overview NASDAQ: TERN January 2022 2 Forward-Looking Statements This presentation contains forward-looking statements about Terns Pharmaceuticals, Inc. (the "Company," "we," "us," or "our") and its industry that involve substantial risks and uncertainties. All statements other than statements of historical facts contained in this presentation, including statements regarding the Company's strategy, future financial condition, future operations, projected costs, prospects, plans, objectives of manag ...