Tango Therapeutics, Inc. Stock Compensation Disclosure

11. Equity Incentive Plans

2017 Stock Option and Grant Plan

In March 2017, the Company’s stockholders approved the 2017 Stock Option and Grant Plan (the 2017 Plan), under which stock options and restricted stock awards were granted to eligible employees, officers, directors, consultants, or other key persons who provide services to the Company. Such issuances under the 2017 Plan were subject to vesting, forfeiture and other restrictions as deemed appropriate by the board of directors at the time of issuance.

Upon effectiveness of the 2021 Stock Option and Incentive Plan (the 2021 Plan) in August 2021, the remaining shares available under the 2017 Plan ceased to be available for issuance and no future issuances will be made under the 2017 Plan. The shares of common stock underlying outstanding awards under the 2017 Plan that are forfeited, cancelled, reacquired by the Company prior to vesting, expire or are otherwise terminated (other than by exercise) will be added to the shares of common stock available for issuance under the 2021 Plan.

2021 Stock Option and Incentive Plan

In August 2021, the Company's board of directors and stockholders approved the 2021 Plan under which stock options, restricted stock units (RSUs) and other equity-based awards or any combination of these may be granted to eligible employees, officers, directors, consultants, or other key persons who provide services to the Company. Such issuances are subject to vesting, forfeiture and other restrictions as deemed appropriate by the board of directors at the time of issuance.

Upon approval, the maximum number of shares of stock reserved and available for issuance under the 2021 Plan was 9,498,725 shares. The number of shares available for future grant will automatically increase on the first day of each fiscal year by an amount equal to the least of: (i) five percent of the number of shares of Stock issued and outstanding on the immediately preceding December 31 or (ii) such lesser number of shares as determined by the 2021 Plan Administrator, as appointed by the board of directors. Awards that are returned to the Company's equity plan as a result of forfeiture or cancellation, are reacquired by the Company prior to vesting, expiration, or any other form of termination (other than by exercise) are automatically made available for issuance under the 2021 Plan. As of December 31, 2025, there were 8,793,766 shares available for future grant under the 2021 Plan and on January 1, 2026, the number of shares available for future grant under the 2021 Plan increased by 6,797,023 shares.

2021 Employee Stock Purchase Plan

The 2021 Employee Stock Purchase Plan (the 2021 ESPP) was adopted and approved by the Company’s board of directors and by the Company’s stockholders and became effective in August 2021. An aggregate of 949,873 shares were reserved for issuance. The 2021 ESPP provides that the number of shares reserved and available for issuance will automatically increase each January 1, beginning on January 1, 2022 and each January 1 thereafter, by the least of (i) 1% of the outstanding number of shares of the Company’s common stock on the immediately preceding December 31, (ii) 949,873 shares or (iii) such number of shares as determined by the administrator. During the year ended December 31, 2025, the Company issued 547,856 shares of common stock under the 2021 ESPP. As of December 31, 2025, there were 3,433,249 shares available for future purchase under the 2021 ESPP and on January 1, 2026, the number of shares available for future purchase under the 2021 ESPP increased by 949,873 shares.

2023 Inducement Plan

In February 2023, the Company's board of directors approved the 2023 Inducement Plan (the Inducement Plan), under which the Company reserved 3,000,000 shares of common stock, to be used exclusively for grants of non-qualified stock options, restricted stock units and other equity-based awards, or any combination of these to individuals who were not previously employees or directors of the Company. Such issuances are subject to vesting, forfeiture and other restrictions as deemed appropriate by the board of directors at the time of issuance. Awards that are returned to the Company's Inducement Plan as a result of forfeiture or cancellation, are reacquired by the Company prior to vesting, expiration, or any other form of termination (other than by exercise) are automatically made available for issuance under the Inducement Plan. As of December 31, 2025, there were 2,041,015 shares available for future grant under the Inducement Plan.

Restricted Stock Units

The total fair value of RSUs vested during the years ended December 31, 2025, 2024, and 2023 was $1.6 million, $3.0 million, and $0.1 million, respectively.

As of December 31, 2025, total unrecognized compensation expense related to RSUs was $4.2 million, which the Company expects to recognize over a remaining weighted-average period of 1.5 years.

Stock Options

The aggregate intrinsic value of options is calculated as the difference between the exercise price of the options and the fair value of the Company’s common stock for those options that had exercise prices lower than the fair value of the Company’s common stock.

The total intrinsic value of options exercised totaled $7.8 million, $4.9 million, and $2.8 million for the years ended December 31, 2025, 2024, and 2023, respectively. The weighted-average grant date fair value per share of stock options granted was $2.25, $7.46, and $5.41 for the years ended December 31, 2025, 2024, and 2023, respectively.

As of December 31, 2025, total unrecognized compensation expense related to stock options was $25.2 million, which the Company expects to recognize over a remaining weighted-average period of 2.4 years. Substantially all options outstanding as of December 31, 2025 are expected to vest.

Stock Option Valuation

Stock-Based Compensation Expense

The Company measures stock-based awards at their grant-date fair value and records compensation expense on a straight-line basis over the vesting period of the awards. The Company recorded stock-based compensation expense in the following expense categories in its accompanying statements of operations: