Olema Pharmaceuticals Inc.

12/23/2025 | Press release | Distributed by Public on 12/23/2025 20:41

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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OMB Number: 3235-0287
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Zojwalla Naseem
2. Issuer Name and Ticker or Trading Symbol
Olema Pharmaceuticals, Inc. [OLMA]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Medical Officer
(Last) (First) (Middle)
C/O OLEMA PHARMACEUTICALS, INC., 780 BRANNAN STREET
3. Date of Earliest Transaction (Month/Day/Year)
12/19/2025
(Street)
SAN FRANCISCO, CA 94103
4. If Amendment, Date Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 12/19/2025 M 40,000 A $15.25 173,997(1) D
Common Stock 12/19/2025 S 57,079 D $28.03(2) 116,918 D
Common Stock 12/19/2025 S 12,921 D $28.93(3) 103,997 D
Common Stock 12/22/2025 M 42,818 A $15.25 146,815 D
Common Stock 12/22/2025 M 7,182 A $7.02 153,997 D
Common Stock 12/22/2025 S 100,000 D $28.04(4) 53,997 D
Common Stock 12/23/2025 M 50,000 A $7.02 103,997 D
Common Stock 12/23/2025 S 99,509 D $27.66(5) 4,488 D
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 1474 (9-02)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) $15.25 12/19/2025 M 40,000 (6) 01/31/2034 Common Stock 40,000 $ 0 155,000 D
Stock Option (Right to Buy) $15.25 12/22/2025 M 42,818 (6) 01/31/2034 Common Stock 42,818 $ 0 112,182 D
Stock Option (Right to Buy) $7.02 12/22/2025 M 7,182 (7) 01/31/2032 Common Stock 7,182 $ 0 206,818 D
Stock Option (Right to Buy) $7.02 12/23/2025 M 50,000 (7) 01/31/2032 Common Stock 50,000 $ 0 156,818 D

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Zojwalla Naseem
C/O OLEMA PHARMACEUTICALS, INC.
780 BRANNAN STREET
SAN FRANCISCO, CA 94103
Chief Medical Officer

Signatures

/s/ Shane Kovacs, Attorney-in-Fact 12/23/2025
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Includes 4,488 shares acquired under the Issuer's Employee Stock Purchase Plan on June 30, 2025.
(2) The weighted average sale price for the transaction reported was $28.03, and the range of prices was between $27.50 and $28.49. Upon request from the SEC staff, the issuer, or any security holder of the issuer, full information regarding the number of shares sold at each separate price will be provided.
(3) The weighted average sale price for the transaction reported was $28.93, and the range of prices was between $28.51 and $29.44. Upon request from the SEC staff, the issuer, or any security holder of the issuer, full information regarding the number of shares sold at each separate price will be provided.
(4) The weighted average sale price for the transaction reported was $28.04, and the range of prices was between $27.655 and $28.36. Upon request from the SEC staff, the issuer, or any security holder of the issuer, full information regarding the number of shares sold at each separate price will be provided.
(5) The weighted average sale price for the transaction reported was $27.66, and the range of prices was between $27.50 and $27.83. Upon request from the SEC staff, the issuer, or any security holder of the issuer, full information regarding the number of shares sold at each separate price will be provided.
(6) 25% of the shares subject to the option vest on February 1, 2025 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.
(7) 25% of the shares subject to the option vested on January 31, 2023 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.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
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