Sec Form 3 Filing - Calkins Daniel @ Verastem, Inc. - 2022-10-31

FORM 3 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Calkins Daniel 2. Issuer Name and Ticker or Trading Symbol Verastem, Inc. [ VSTM] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Vice President of Finance (Last) (First) (Middle) C/O VERASTEM, INC.,, 117 KENDRICK ST., SUITE 500 3. Date of Earliest Transaction (MM/DD/YY) 10/31/2022 (Street) NEEDHAM, MA02494 4. If Amendment, Date Original Filed (MM/DD/YY) 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 (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 99,837( 1 )( 2 ) D

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 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) $ 3.61 ( 3 ) 01/02/2029 Common Stock 7,583 D Stock Option (right to buy) $ 1.81 ( 4 ) 06/21/2029 Common Stock 10,000 D Stock Option (right to buy) $ 1.33 ( 5 ) 12/20/2029 Common Stock 20,000 D Stock Option (right to buy) $ 2.48 ( 6 ) 04/01/2030 Common Stock 10,000 D Stock Option (right to buy) $ 2.2 ( 7 ) 01/04/2031 Common Stock 9,000 D Stock Option (right to buy) $ 2.31 ( 8 ) 12/23/2031 Common Stock 22,500 D Stock Option (right to buy) $ 0.87 ( 9 ) 10/03/2032 Common Stock 52,500 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Calkins Daniel C/O VERASTEM, INC., 117 KENDRICK ST., SUITE 500 NEEDHAM, MA02494 Vice President of Finance Signatures /s/ Daniel Calkins 11/08/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Includes 51,688 restricted stock units ("RSUs"). Each RSU represents the right to receive one share of common stock upon vesting. The RSUs vest as follows: (i) 1,688 RSUs vest as to 11% of the underlying shares on January 4, 2023, and as to an additional 11% of such shares at the end of each successive three month period until January 4, 2025; (ii) 15,000 RSUs vest as to 25% of the underlying shares on December 23, 2022, and as to an additional 6.25% of the shares at the end of each successive three-month period until December 23, 2025; and (iii) 35,000 RSUs vest as to 25% of the underlying shares on September 19, 2023, and as to an additional 6.25% of the shares at the end of each successive three-month period thereafter until September 19, 2026. ( 2 )In each case the number of shares vesting on each vesting date is rounded down to the nearest whole share, except with respect to the final vesting date on which all remaining unvested shares shall vest, and in each case provided that the Reporting Person continues to serve as an employee of other service provider to the Issuer on each such vesting date. ( 3 )The options vested as to 20% of the shares on December 10, 2019 and vest as to an additional 5.0% at the end of each successive three-month period thereafter until December 10, 2023 (with the number of shares vesting on each vesting date rounded down to the nearest whole share, except with respect to the final vesting date on which all remaining unvested shares shall vest), provided that the Reporting Person continues to serve as an employeeof or other service provider to the Issuer on each such vesting date. ( 4 )The options vested as to 50% of the shares on June 21, 2020 and as to an additional 12.5% at the end of each successive three-month period thereafter until June 21, 2021 (with the number of shares vesting on each vesting date rounded down to the nearest whole share, except with respect to the final vesting date on which all remaining unvested shares shall vest), provided that the Reporting Person continues to serve as an employee of or other serviceprovider to the Issuer on each such vesting date. ( 5 )The options vested as to 25% of the shares on December 20, 2020 and vest as to an additional 6.25% at the end of each successive three-month period thereafter until December 20, 2023 (with the number of shares vesting on each vesting date rounded down to the nearest whole share, except with respect to the final vesting date on which all remaining unvested shares shall vest), provided that the Reporting Person continues to serve as an employeeof or other service provider to the Issuer on each such vesting date. ( 6 )The options vested as to 25% of the shares on March 9, 2021 and vest as to an additional 6.25% at the end of each successive three-month period thereafter until March 9, 2024 (with the number of shares vesting on each vesting date rounded down to the nearest whole share, except with respect to the final vesting date on which all remaining unvested shares shall vest), provided that the Reporting Person continues to serve as an employee of or other service provider to the Issuer on each such vesting date. ( 7 )The options vested as to 25% of the shares on January 4, 2022 and vest as to an additional 6.25% at the end of each successive three-month period thereafter until January 4, 2025 (with the number of shares vesting on each vesting date rounded down to the nearest whole share, except with respect to the final vesting date on which all remaining unvested shares shall vest), provided that the Reporting Person continues to serve as an employee of orother service provider to the Issuer on each such vesting date. ( 8 )The options vest as to 25% of the shares on December 23, 2022 and vest as to an additional 6.25% at the end of each successive three-month period thereafter until December 23, 2025 (with the number of shares vesting on each vesting date rounded down to the nearest whole share, except with respect to the final vesting date on which all remaining unvested shares shall vest), provided that the Reporting Person continues to serve as an employee of or other service provider to the Issuer on each such vesting date. ( 9 )The options vest as to 25% of the shares on September 19, 2023 and vest as to an additional 6.25% at the end of each successive three-month period thereafter until September 19, 2026 (with the number of shares vesting on each vesting date rounded down to the nearest whole share, except with respect to the final vesting date on which all remaining unvested shares shall vest), provided that the Reporting Person continues to serve as an employeeof or other service provider to the Issuer on each such vesting date.

Remarks: Exhibit List Exhibit 24 -Power of Attorney

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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