Verastem, Inc.

Debt ), or through other strategic financing opportunities that could include, but are not limited to collaboration agreements, offerings of its equity, or the incurrence of debt.

SEC original ↗Verastem, Inc. — 10-Q Quarterly report10-QAug 6, 2026

The inputs to the Black-Scholes valuation model include the risk-free rate, stock price volatility, expected dividends and remaining term.

SEC original ↗Verastem, Inc. — 10-Q Quarterly report10-QAug 6, 2026

There were no debt securities in an unrealized loss position as of June 30, 2026 or December 31, 2025.

SEC original ↗Verastem, Inc. — 10-Q Quarterly report10-QAug 6, 2026

Debt Note Purchase Agreement On January 13, 2025 (the Closing Date ), the Company entered into a Note Purchase Agreement (the Note Purchase Agreement ) with RGCM SA LLC, as Purchaser Agent, Oberland Capital Management LLC ( Oberland ) and certain funds managed by Oberland Capital Management LLC, as purchasers (together with other purchasers party thereto from time to time, the Purchasers ), pursuant to which the Company may sell to the Purchasers, and the Purchasers may buy from the Company, notes (the Notes ) in an aggregate principal amount not to exceed $ 150.0 million.

SEC original ↗Verastem, Inc. — 10-Q Quarterly report10-QAug 6, 2026

The Company s obligations under the Note Purchase Agreement are subject to customary covenants, including limitations on the Company s ability to dispose of assets, undergo a change of control, merge with or acquire other entities, incur debt, incur liens, pay dividends or other distributions to holders of its capital stock, repurchase stock and make investments, in each case subject to certain exceptions.

SEC original ↗Verastem, Inc. — 10-Q Quarterly report10-QAug 6, 2026

The change in fair value attributable to instrument specific credit risk recorded during the six months ended June 30, 2026, June 30, 2025 and cumulatively life to date for the debt was a decrease of $ 2.8 million, $ 5.3 million and $ 8 million, respectively .

SEC original ↗Verastem, Inc. — 10-Q Quarterly report10-QAug 6, 2026

We remain focused on advancing what we believe is a differentiated KRAS G12D inhibitor with the potential to fundamentally change outcomes and the treatment experience for patients with KRAS G12D-driven cancers, and we look forward to sharing additional clinical data in October.

SEC original ↗Verastem, Inc. — Earnings release (8-K exhibit)EX-99Aug 6, 2026

Paterson added, “The incremental $90 million in non-dilutive funding strengthens our balance sheet and allows us to get beyond key data read outs, continue evaluating strategic partnerships, and preserve strategic flexibility as we evaluate future financing opportunities.

SEC original ↗Verastem, Inc. — Earnings release (8-K exhibit)EX-99Aug 6, 2026

· Continue to pursue regulatory paths for potential expansion of recurrent LGSOC into Europe and Japan.

SEC original ↗Verastem, Inc. — Earnings release (8-K exhibit)EX-99Aug 6, 2026

More than 200 patients have been treated with VS-7375 in the TARGET-D 101 dose escalation and expansion study.

SEC original ↗Verastem, Inc. — Earnings release (8-K exhibit)EX-99Aug 6, 2026

In June 2025, Verastem initiated TARGET-D 101, a Phase 1/2 dose escalation, dose expansion, and combination clinical trial evaluating the safety and efficacy of VS-7375 in patients with advanced KRAS G12D mutant solid tumors.

SEC original ↗Verastem, Inc. — Earnings release (8-K exhibit)EX-99Aug 6, 2026

Each forward-looking statement contained in this press release is subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statement.

SEC original ↗Verastem, Inc. — Earnings release (8-K exhibit)EX-99Aug 6, 2026

gov, for a discussion of these and other risks and uncertainties.

SEC original ↗Verastem, Inc. — Earnings release (8-K exhibit)EX-99Aug 6, 2026

Our business is subject to substantial risks and uncertainties, including those referenced above.

SEC original ↗Verastem, Inc. — Earnings release (8-K exhibit)EX-99Aug 6, 2026

Investors, potential investors, and others should give careful consideration to these risks and uncertainties.

SEC original ↗Verastem, Inc. — Earnings release (8-K exhibit)EX-99Aug 6, 2026

Legal Proceedings 44 Item 1A.

SEC original ↗Verastem, Inc. — 10-Q Quarterly report10-QAug 6, 2026

Each forward-looking statement is subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied in such statement.

SEC original ↗Verastem, Inc. — 10-Q Quarterly report10-QAug 6, 2026