[Form 4] Onconetix, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Tarsh Simon, a non-employee director of Onconetix, Inc. (ONCO), reported changes to his restricted stock awards. An original restricted stock award granted September 26, 2024 was modified on August 15, 2025 to extend its vesting date from August 31, 2025 to August 31, 2026, conditional on continued service as a non-employee director. The issuer completed a 1-for-85 reverse stock split on June 13, 2025; all share amounts in this report are presented on a post-split basis. The reporting person was also granted a separate restricted stock award of 618 shares that will vest in full on August 31, 2026 if he continues to serve as a non-employee director. The Form 4 is signed by Simon Tarsh on August 19, 2025.

Positive

• New restricted stock award of 618 shares granted that vests on August 31, 2026, aligning director incentives with company retention objectives
• Retention alignment: Vesting conditions tie equity awards to continued non-employee director service through August 31, 2026

Negative

• Original award vesting delayed from August 31, 2025 to August 31, 2026, which postpones potential ownership vesting
• No cash-based transaction or disposition that would provide immediate liquidity to the reporting person is reported

Insights

Corporate Governance Expert

TL;DR: Director's equity awards were extended and a new restricted award granted; these are service-based vesting adjustments, not immediate liquidity events.

The filing shows a modification to an existing restricted stock award that pushes the vesting date by one year to August 31, 2026, plus a new restricted grant of 618 shares with the same vesting condition tied to continued board service. The change appears intended to retain the director through 2026. The reverse 1-for-85 split is disclosed and share counts are post-split; there is no cash transaction or option exercise disclosed. For investors, these actions signal the company is using equity-based retention for board continuity rather than cash compensation.

Securities Analyst

TL;DR: No sale or purchase for cash is reported; transactions are equity grant and vesting modification, with limited immediate market impact.

The Form 4 records a vesting modification of a prior restricted award and a new restricted stock award of 618 shares, both conditioned on continued non-employee director service through August 31, 2026. There is no reported sale or acquisition for value that would affect market supply. The reverse split on June 13, 2025 is noted and only affects reported quantities. Overall, this filing is procedural and retention-focused rather than a material capital or insider liquidity event.

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
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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^*

Tarsh Simon

(Last) (First) (Middle)

C/O ONCONETIX, INC.

201 E. FIFTH STREET, SUITE 1900

(Street)

CINCINNATI OH 45202

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Onconetix, Inc. [ ONCO ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/15/2025

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	08/15/2025		J		39(1)(2)	A	$0	40(2)	D
Common Stock	08/15/2025		A		618(3)	A	$0	658	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. Represents a restricted stock award originally granted to the Reporting Person on September 26, 2024 pursuant to the Issuer's 2022 Equity Incentive Plan, as amended ("2022 Plan" and the grant on such date, the "Original Award"). On August 15, 2025, the Original Award was modified to change the vesting terms, such that the award, which was to vest in full on August 31, 2025, was changed to vest in full on August 31, 2026, so long as the Reporting Person continues to serve as a non-employee director of the Issuer until such date. Except as set forth herein, the Original Award remains unmodified.

2. On June 13, 2025, the Issuer effected a 1-for-85 reverse split of its Common Stock. The amounts set forth herein are presented on a post-split basis.

3. Represents a restricted stock award granted to the Reporting Person pursuant to the 2022 Plan. The award will vest in full on August 31, 2026 so long as the Reporting Person continues to serve as a non-employee director of the Issuer until such date.

	/s/ Simon Tarsh	08/19/2025
	** 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.
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FAQ

What did ONCO director Tarsh Simon report on Form 4?

The Form 4 reports a modification to a previously granted restricted stock award to extend vesting to August 31, 2026 and a new restricted stock grant of 618 shares that vests on the same date, conditional on continued service.

Did the Form 4 report any sales of ONCO stock by the director?

No. The filing discloses modifications and grants of restricted stock; it does not report any sales or cash purchases of ONCO common stock.

How does the June 13, 2025 reverse split affect the reported share amounts?

ONCO effected a 1-for-85 reverse split on June 13, 2025, and all share amounts in the Form 4 are presented on a post-split basis.

When will the granted and modified awards vest?

Both the modified original award and the new restricted award vest in full on August 31, 2026, provided the reporting person continues serving as a non-employee director until that date.

Who signed the Form 4 and when?

The Form 4 is signed by Simon Tarsh on August 19, 2025.