Item 5. Other Information
Item 5. Other Information.
Trading Plans or Rule 10b5-1 Trading Plans
During the quarter ended March 31, 2026, our directors and officers (as defined in Rule 16a-1(f) under the Exchange Act) adopted or terminated the contracts, instructions or written plans for the purchase or sale of our securities set forth in the table below.
Name
Position
Action
Date of Adoption/
Termination
Type of Trading Arrangement
Expiration Date
Total Shares of Common Stock to be Sold***
Rule 10b5-1*
Non-Rule 10b5-1**
Sean Bohen, M.D., Ph.D.
President and Chief Executive Officer
Adoption
March 3, 2026
X
June 8, 2027
Up to 705,000
* Contract, instruction or written plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act.
** "Non-Rule 10b5-1 trading arrangement” as defined in Item 408(c) of Regulation S-K under the Exchange Act.
*** Represents the maximum number of shares that may be sold pursuant to the 10b5-1 trading arrangement . The number of shares to be sold was dependent on the satisfaction of certain conditions as set forth in the written plan.
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Item 6. Exhibits.
Incorporated by Reference
Exhibit
Number
Description
Schedule
Form
File Number
Exhibit
Filing
Date
3.1
Amended and Restated Certificate of Incorporation.
8‑K
001‑39712
3.1
11/23/2020
3.2
Amended and Restated Bylaws.
8‑K
001‑39712
3.1
12/16/2022
10.1¥
Third Amendment to Loan and Security Agreement by and between the Registrant and Silicon Valley Bank, a division of First-Citizens Bank & Trust Company, dated January 11, 2026.
10-K
001‑39712
10.29
3/16/2026
10.2
Separation and Consulting Agreement by and between the Company and Shane Kovacs.
8-K
001‑39712
10.1
1/30/2026
10.3*
Olema Pharmaceuticals, Inc. Amended and Restated Non-Employee Director Compensation Policy.
10.4*¥
Lease Agreement, dated April 27, 2026, between KR Oyster Point II, LLC and Olema Pharmaceuticals, Inc.
31.1*
Certification of Principal Executive Officer and Principal Financial Officer Pursuant to Rules 13a‑14(a) and 15d‑14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1*
Certification of Principal Executive Officer and Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS
Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File as its XBRL tags are embedded within the Inline XBRL document
101.SCH
Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents
104
Cover page formatted as Inline XBRL and contained in Exhibit 101
* Filed herewith.
The certifications attached as Exhibit 32.1 accompany this Quarterly Report pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, and shall not be deemed “filed” by the Registrant for purposes of Section 18 of the Exchange Act, and are not to be incorporated
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by reference into any of the Registrant’s filings under the Securities Act, irrespective of any general incorporation language contained in any such filing.
¥ Pursuant to Item 601(b)(10) of Regulation S-K, portions of this exhibit have been omitted as the Registrant has determined that the omitted information is the type that the Registrant customarily and actually treats as private or confidential and is not material.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Olema Pharmaceuticals, Inc.
Date: May 12, 2026
By:
/s/ Sean Bohen, M.D., Ph.D.
Sean Bohen, M.D., Ph.D.
President and Chief Executive Officer
( Principal Executive Officer and Principal Financial Officer )
116
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.