[Form 4] Onconetix, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Onconetix, Inc. (ONCO) Form 4 filing reports changes to director Timothy Ramdeen's restricted stock awards. The filing shows the Original Award granted 9/26/2024 had its vesting date changed on 08/15/2025 from vesting in full on 08/31/2025 to vesting in full on 08/31/2026, contingent on continued service as a non-employee director. The issuer effected a 1-for-85 reverse stock split on 06/13/2025 and all amounts are shown post-split. The filing also reports a separate restricted stock award of 618 shares that will vest in full on 08/31/2026, subject to continued service. Reported transactions on 08/15/2025 include acquisitions and a disposition, with 658 shares shown as beneficially owned following the transactions.

Positive

• New restricted stock award of 618 shares granted with vesting on 08/31/2026
• All amounts presented post 1-for-85 reverse split (reverse split occurred 06/13/2025)
• Clear disclosure of vesting conditions tying awards to continued service as a non-employee director

Negative

• Original restricted award vesting date was delayed from 08/31/2025 to 08/31/2026
• Disposition of 40 shares is reported on 08/15/2025

Insights

Financial Analyst

TL;DR: Director's equity award vesting was extended and a new restricted award was granted; post-split share counts updated.

The filing documents a modification to an existing restricted stock award and a new restricted stock grant for a non-employee director. The key numeric disclosures: amounts are presented on a post 1-for-85 reverse split basis and the director holds 658 shares beneficially after the reported activity. The modified Original Award now vests 08/31/2026 rather than 08/31/2025, and a new 618-share award vests 08/31/2026, both conditioned on continued board service. These changes affect outstanding insider-held equity timing but do not disclose cash consideration or acceleration triggers.

Corporate Governance Expert

TL;DR: Governance action: vesting schedule extended and new grant tied to board service; disclosure is routine for director compensation.

The filing is a standard Section 16 disclosure showing a director-level equity compensation adjustment and an additional grant. The modification ties vesting to continued non-employee director service through 08/31/2026. The report clearly notes the 1-for-85 reverse split on 06/13/2025 and that figures are post-split. No amendments to other award terms are referenced beyond the vesting date change.

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^*

Ramdeen Timothy R.

(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/ Timothy Ramdeen	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.
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 changes to Timothy Ramdeen's awards are reported on ONCO Form 4?

The filing states the Original Award's vesting was changed on 08/15/2025 to vest in full on 08/31/2026, and a separate restricted stock award of 618 shares was granted that vests in full on 08/31/2026 if the Reporting Person continues as a non-employee director.

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

The Form 4 reports 658 shares beneficially owned following the reported transactions.

Did Onconetix effect a stock split that affects the reported amounts?

Yes. The issuer effected a 1-for-85 reverse split on 06/13/2025, and the amounts in the filing are presented on a post-split basis.

What are the vesting conditions for the reported awards?

Both the modified Original Award and the new 618-share restricted award vest in full on 08/31/2026 so long as the Reporting Person continues to serve as a non-employee director until that date.

Are there any cash prices disclosed for the transactions?

The filing shows a price of $0 for the reported restricted stock awards and indicates acquisitions and a disposition on 08/15/2025.