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[Form 4] CITIUS ONCOLOGY, INC. Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Jaime Bartushak, Chief Financial Officer of Citius Oncology, Inc. (CTOR), reported equity awards and option holdings on a Form 4. On 09/19/2025 she was granted 825,000 restricted stock awards at no cash price; those shares vest in three substantially equal installments on each of the first three anniversaries of the grant, subject to continued service. The filing also shows two outstanding stock option awards held directly: 400,000 options with a $1.07 exercise price (granted 12/12/2024) and 1,400,000 options with a $2.15 exercise price (vesting began 7/5/2023). The Form was signed by a power of attorney on 09/23/2025.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Significant insider equity grants concentrate management ownership and align incentives with shareholders.

The reported 825,000 restricted shares and total option holdings of 1.8 million underlying shares materially increase the reporting person’s equity exposure to company performance. Restricted stock vests over three years, which supports retention and aligns long-term incentives. The options carry modest exercise prices ($1.07 and $2.15) relative to no price shown for the RSAs, indicating potential upside for the executive if share price exceeds those levels. For investors, the grants signal management continuity and alignment, though they also represent future potential dilution as options are exercised.

TL;DR: Grants follow standard executive compensation practices with time-based vesting; documentation appears routine.

The awards disclosed show time-based vesting schedules tied to continuous service, which is a common retention mechanism. The Form 4 clearly discloses grant dates, vesting schedules, exercise prices for options, and direct ownership form, meeting disclosure requirements. The filing was executed via power of attorney, which is acceptable when authorized. No departures, accelerated vesting, or unusual insider transactions are disclosed in this filing.

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*
Bartushak Jaime

(Last) (First) (Middle)
C/O CITIUS ONCOLOGY, INC.
11 COMMERCE DRIVE, 1ST FLOOR

(Street)
CRANFORD NJ 07016

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
CITIUS ONCOLOGY, INC. [ CTOR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Financial Officer
3. Date of Earliest Transaction (Month/Day/Year)
09/19/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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
Common Stock 09/19/2025 A 825,000(1) A $0 825,000 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 (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 Option (Right to Buy) $1.07 (2) 12/12/2034 Common Stock 400,000 400,000 D
Stock Option (Right to Buy) $2.15 (3) 07/05/2033 Common Stock 1,400,000 1,400,000 D
Explanation of Responses:
1. Represents restricted stock awards granted on September 19, 2025. The shares will vest in three substantially equal installments on the first, second and third anniversaries of the grant date, subject to the Reporting Person's Continuous Service to Citius Oncology, Inc. (the "Company") or a Related Entity (as defined in the award agreement) as of the applicable vesting date.
2. These options were granted on December 12, 2024. The options will vest 1/3 on each of the one-year, two-year and three-year anniversary of the grant date, subject to the Reporting Person's Continuous Service to the Company or a Related Entity (as defined in the award agreement) as of the applicable vesting date.
3. These options vest over three years, beginning July 5, 2023, with 1/36th every month for the first year, and the 1/3 each on the second and third anniversary of the July 5, 2023, subject to the Reporting Person's Continuous Service to the Company or a Related Entity (as defined in the award agreement) as of the applicable vesting date.
/s/ Alexander M. Donaldson, by Power of Attorney 09/23/2025
** 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.

FAQ

What transactions did Jaime Bartushak report on the Form 4 for CTOR?

The Form 4 reports a grant of 825,000 restricted stock awards on 09/19/2025 and disclosure of existing options: 400,000 options at $1.07 and 1,400,000 options at $2.15.

When do the restricted shares and options vest for CTOR insider Jaime Bartushak?

The restricted stock vests in three substantially equal installments on each of the first three anniversaries of 09/19/2025. The 12/12/2024 options vest one-third annually over three years. The 7/5/2023 options vest over three years starting 7/5/2023 with monthly vesting in year one and one-third on years two and three.

How many total shares and options does the filing show Jaime Bartushak directly owns?

Following the reported transaction, the filing shows 825,000 shares beneficially owned from the restricted award and option coverage of 400,000 and 1,400,000 underlying shares, all held directly.

What are the exercise prices for the disclosed options in the CTOR Form 4?

The filing shows exercise prices of $1.07 for the 400,000-option grant (12/12/2024) and $2.15 for the 1,400,000-option grant (07/05/2023).

Who signed the Form 4 and when was it filed?

The Form 4 was signed by Alexander M. Donaldson by power of attorney on 09/23/2025.
Citius Oncology, Inc.

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94.37M
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Drug Manufacturers - Specialty & Generic
Pharmaceutical Preparations
United States
CRANFORD