Sec Form 4 Filing - EcoR1 Capital, LLC @ Tango Therapeutics, Inc. - 2024-11-06

FORM 4 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 EcoR1 Capital, LLC 2. Issuer Name and Ticker or Trading Symbol Tango Therapeutics, Inc. [ TNGX] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 357 TEHAMA STREET #3 3. Date of Earliest Transaction (MM/DD/YY) 11/06/2024 (Street) SAN FRANCISCO, CA94103 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 11/06/2024 S 1,494,558 ( 2 ) D $ 3.2759 11,836,178 ( 3 ) I See Note ( 1 ) Common Stock 11/07/2024 S 62,318 ( 4 ) D $ 3.2914 11,773,860 ( 5 ) I See Note ( 1 ) Common Stock 11/07/2024 S 1,143,124 ( 6 ) D $ 2.9171 10,630,736 ( 7 ) I See Note ( 1 )

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 Benefi cial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other EcoR1 Capital, LLC 357 TEHAMA STREET #3 SAN FRANCISCO, CA94103 X Signatures /s/ Oleg Nodelman, Manager of EcoR1 Capital, LLC 11/08/2024 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The filers are EcoR1 Capital, LLC ("EcoR1"), Oleg Nodelman and EcoR1 Capital Fund Qualified, L.P. ("Qualified Fund"). EcoR1 is the investment adviser and general partner of private funds, including Qualified Fund (collectively, the "Funds"). Mr. Nodelman is the manager and controlling owner of EcoR1. EcoR1 is filing this Form 4 for itself, Qualified Fund and Mr. Nodelman. The filers are filing this Form 4 jointly, but not as a group, and each expressly disclaims membership in a group within the meaning of Rule 13d-5(b) under the Securities Exchange Act of 1934, as amended. The Funds hold these securities directly for the benefit of their investors. EcoR1 may be deemed to indirectly beneficially own them as the investment adviser to the Funds. Mr. Nodelman may be deemed to indirectly beneficially own them as the control person of EcoR1. The filers disclaim ownership of such securities except to the extent of their respective pecuniary interests therein. ( 2 )Qualified Fund sold 1,406,529 of the shares sold in this transaction. ( 3 )After this transaction, Qualified Fund held 11,156,852 shares of Issuer's Common Stock. ( 4 )Qualified Fund sold 58,647 of the shares sold in this transaction. ( 5 )After this transaction, Qualified Fund held 11,098,205 shares of Issuer's Common Stock. ( 6 )Qualified Fund sold 1,075,794 of the shares sold in this transaction. ( 7 )After this transaction, Qualified Fund held 10,022,411 shares of Issuer's Common Stock.

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