Material Agreement Form 8 K

Item 1.01 Entry into a Material Definitive Agreement.

On July 1, 2024, Terns Pharmaceuticals, Inc. (the "Company") via its wholly-owned subsidiary, Terns, Inc., entered into that certain First Amendment to Office Lease with DWF IV Century Plaza, LLC, a Delaware limited liability company ("Landlord") to amend the Office Lease dated as of March 1, 2019 (the "Lease"), for the lease of approximately 9,751 square feet of office space located at Suite 100, 1065 East Hillsdale Blvd., Foster City, California (the "July 2024 Lease Amendment").

The July 2024 Lease Amendment extends the Lease for another thirty-six (36) months commencing as of November 1, 2024 on substantially the same terms as the original Lease. In addition, with the Company's prior written notice, it has the option to extend the Lease for an additional three-year term immediately after the July 2024 Lease Amendment expires on October 31, 2027. The Company shall continue to pay the Minimum Monthly Rent (as defined in the Lease) prior to November 1, 2024, and is required to pay Landlord $43,789.50 as prepaid rent due for the month of February of 2025 concurrent with the execution of the July 2024 Lease Amendment. The Company intends to continue to use the office space leased under the Lease for general office and administrative purposes.

The monthly base rent under the July 2024 Lease Amendment shall be as follows.

A copy of the July 2024 Lease Amendment is attached as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference. The foregoing summary of the July 2024 Lease Amendment does not purport to be complete and is qualified in its entirety by reference to such exhibit.