Actuate Therapeutics (ACTU) director gets 15,000 stock options at $2.42 strike

Rhea-AI Filing Summary

ACTUATE THERAPEUTICS, INC. director Roger Sawhney received a grant of stock options that give him the right to buy 15,000 shares of common stock. The options have an exercise price of $2.4200 per share and expire on May 21, 2036.

All 15,000 options relate to common stock and were acquired as a compensation grant, not through an open-market purchase. According to the footnote, these options will vest in full on the first anniversary of the grant date, so they become exercisable after that time.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Sawhney Roger

Role null

Type	Security	Shares	Price	Value
Grant/Award	Stock Options	15,000	$0.00	--

Holdings After Transaction: Stock Options — 15,000 shares (Direct, null)

Footnotes (1)

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Key Figures

Options granted: 15,000 options Exercise price: $2.4200 per share Underlying shares: 15,000 shares +2 more

5 metrics

Options granted 15,000 options Stock option grant to director on May 21, 2026

Exercise price $2.4200 per share Strike price for underlying common stock

Underlying shares 15,000 shares Common stock underlying the options

Expiration date May 21, 2036 Option term end date

Post-grant derivative holdings 15,000 options Total options held following the transaction

Key Terms

Stock Options, Common Stock, Grant, award, or other acquisition, vest in full

4 terms

Stock Options financial

"The options have an exercise price of $2.4200 per share"

Stock options are agreements that give a person the right to buy or sell a company's stock at a specific price within a certain time frame. They are often used as a reward or incentive, similar to a coupon that can be used later if the stock price rises, allowing the holder to make a profit.

Common Stock financial

"underlying common shares at a fixed exercise price of $2.4200"

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

Grant, award, or other acquisition financial

"The options were granted as compensation, with an exercise price"

vest in full financial

"options will vest in full on the anniversary of the grant date"

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Sawhney Roger

(Last) (First) (Middle)

C/O ACTUATE THERAPEUTICS, INC.

1751 RIVER RUN, SUITE 400

(Street)

FORT WORTH TEXAS 76107

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
ACTUATE THERAPEUTICS, INC. [ ACTU ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/21/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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 Options	$2.42	05/21/2026		A		15,000		(1)	05/21/2036	Common Stock	15,000	$0	15,000	D

Explanation of Responses:

1. Options will vest in full on the anniversary of the grant date.

	/s/ Paul Lytle, Attorney-in-Fact	05/22/2026
	** Signature of Reporting Person	Date
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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did ACTU director Roger Sawhney report on this Form 4 for ACTU?

Roger Sawhney reported receiving stock options for 15,000 shares of ACTU common stock. The options were granted as compensation, with an exercise price of $2.4200 per share and an expiration date in May 2036.

How many ACTUATE THERAPEUTICS (ACTU) options were granted to Roger Sawhney?

He was granted stock options covering 15,000 shares of ACTU common stock. These options are a derivative security and, once vested, allow him to purchase the underlying common shares at a fixed exercise price of $2.4200.

What is the exercise price and expiration date of Roger Sawhney’s ACTU options?

The granted stock options have an exercise price of $2.4200 per share and expire on May 21, 2036. After vesting, Sawhney can buy ACTU common shares at this price until the expiration date.

When do Roger Sawhney’s ACTU stock options vest?

According to the footnote, the options will vest in full on the anniversary of the grant date. This means all 15,000 options become exercisable one year after the grant, assuming he meets the vesting conditions.

Did Roger Sawhney buy or sell any ACTU common stock in this Form 4?

No common stock purchases or sales were reported. The Form 4 only shows a grant of stock options as a derivative security, acquired at a price of $0.0000 per option with an exercise price of $2.4200 for the underlying shares.