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[Form 4] OnKure Therapeutics, Inc. Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4
Rhea-AI Filing Summary

OnKure Therapeutics CFO Jason A. Leverone reported a routine disposition of Class A common stock to cover tax withholding tied to RSU vesting. On 09/22/2025 the reporting person sold 303 shares at a weighted average price of $2.6235, leaving beneficial ownership of 12,603 shares. The filing explains the sale was automatic under the companys 2023 RSU Equity Incentive Plan and that RSUs represent contingent rights to receive one share upon vesting. The Form 4 was submitted under power of attorney on 09/24/2025.

Positive
  • Transaction disclosed promptly on Form 4, demonstrating compliance with Section 16 reporting requirements
  • Sale was automatic to cover tax withholding from RSU vesting, indicating routine equity-plan mechanics rather than an opportunistic insider sale
Negative
  • Insider disposed of 303 shares, which could be interpreted by some investors as a sale by management even if routine
  • Details of individual trade prices are not provided in the filing (only a weighted average), though the filer offers to provide them upon request

Insights

TL;DR: Small, routine insider sale to satisfy tax obligations; not a material change in ownership.

The reported 303-share sale at a weighted average of $2.6235 appears to be a withholding sale tied to RSU vesting rather than a discretionary cash-raise by management. The remaining beneficial holding of 12,603 shares suggests the transaction is immaterial relative to a typical executives total holdings and does not by itself imply a change in view on company fundamentals. Disclosure is timely and conforms to Section 16 reporting expectations.

TL;DR: Filing reflects standard equity plan mechanics and proper SEC disclosure via Form 4.

The explanatory notes state the shares were sold automatically to cover tax withholding under the 2023 RSU Equity Incentive Plan and that sales occurred across multiple executions, with the filer offering to provide per-trade details on request. Submission by power of attorney and the inclusion of the weighted-average price indicate appropriate procedural compliance. No governance red flags are evident from this single Form 4.

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).
1. Name and Address of Reporting Person*
Leverone Jason A.

(Last) (First) (Middle)
C/O ONKURE THEREAPEUTICS, INC.
6707 WINCHESTER CIRCLE, SUITE 400

(Street)
BOULDER CO 80301

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
OnKure Therapeutics, Inc. [ OKUR ]
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)
09/22/2025
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
Class A Common Stock 09/22/2025 S(1) 303 D $2.6235(2) 12,603(3) 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
Explanation of Responses:
1. These shares were automatically sold to cover tax withholding obligations in connection with the vesting of restricted stock units ("RSUs"), pursuant to the terms of the Issuer's 2023 RSU Equity Incentive Plan.
2. This transaction was executed in multiple trades at prices ranging from $2.60 to $2.645. The price reported above reflects the weighted average sale price. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.
3. Certain of these securities are RSUs. Each RSU represents a contingent right to receive one share of Class A Common Stock, subject to the applicable vesting schedule and conditions of each RSU.
/s/ Rogan Nunn, by power of attorney 09/24/2025
** 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 insider transaction did OnKure Therapeutics (OKUR) report for Jason A. Leverone?

The Form 4 reports a sale of 303 shares on 09/22/2025 by CFO Jason A. Leverone to cover tax withholding related to RSU vesting.

At what price were the shares sold in the OKUR Form 4?

The shares were sold at a weighted average price of $2.6235, with individual trade prices ranging from $2.60 to $2.645.

How many shares does the reporting person beneficially own after the transaction?

Following the reported sale, the reporting person beneficially owns 12,603 shares of Class A common stock.

Why were the shares sold according to the filing?

The filing states the shares were automatically sold to cover tax withholding obligations in connection with the vesting of RSUs under the Issuers 2023 RSU Equity Incentive Plan.

When was the Form 4 filed and who signed it?

The Form 4 reflects the transaction date of 09/22/2025 and was submitted under power of attorney by Rogan Nunn on 09/24/2025.
OnKure Therapeutics

NASDAQ:OKUR

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42.81M
12.15M
1.66%
87.13%
1.46%
Biotechnology
Pharmaceutical Preparations
Link
United States
BOULDER