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Oruka Therapeutics, Inc. 424B Filings

ORKA NASDAQ

Every 424B that Oruka Therapeutics, Inc. (ORKA) has filed with the SEC in the last 12 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 424B covers the supplement that carries the terms of a priced offering, so if you follow ORKA and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full ORKA filings page.

Rhea-AI Summary

Oruka Therapeutics, Inc. (ORKA) has established an “at the market offering” program to sell up to $500,000,000 of its common stock through TD Securities (USA) LLC (TD Cowen) as sales agent or principal under a Form S-3 shelf registration. Sales may be made from time to time on Nasdaq or other markets at prevailing market prices or in negotiated/block trades.

TD Cowen will receive up to 3.0% of the gross sales price as commission and will be deemed an underwriter. Assuming all shares are sold at $104.86 per share, Oruka would issue about 4,768,262 shares, increasing shares outstanding from 61,069,887 to up to 65,838,149. The company plans to use net proceeds for general corporate purposes, including research and development and working capital, and does not expect to pay cash dividends in the foreseeable future.

As of June 30, 2026, historical net tangible book value was $18.25 per share$24.29, implying illustrative dilution of $80.57 per share to new investors purchasing at $104.86. The filing highlights risks including broad discretion over use of proceeds, potential future dilution from additional equity and convertible securities, and share price pressure from significant or perceived future sales.

Rhea-AI Summary

Oruka Therapeutics, Inc. is offering 9,660,000 shares of common stock at an offering price of $72.50 per share pursuant to this prospectus supplement. Net proceeds are estimated at approximately $658.2 million, and the underwriters have a 30‑day option to purchase up to an additional 1,449,000 shares at the public offering price less underwriting discounts and commissions. The number of shares outstanding after the offering is expected to be 58,382,309 (or 59,831,309 if the underwriters exercise their option in full). The prospectus supplement states a preliminary cash, cash equivalents and investments balance of approximately $496 million as of March 31, 2026. Proceeds are intended for general corporate purposes, including research and development and working capital. The offering is conducted under a shelf registration and includes customary underwriting discounts, a 45‑day issuer lock‑up and standard international selling restrictions.

Rhea-AI Summary

Oruka Therapeutics, Inc. is pursuing a primary offering of its common stock under a shelf prospectus supplement subject to completion. The prospectus does not state the number of shares or offering size; net proceeds are intended for general corporate purposes, including research and development and working capital. The company reported approximately $496 million in cash, cash equivalents and investments as of March 31, 2026, and had 48,722,309 shares of common stock outstanding as of December 31, 2025. The common stock trades on Nasdaq under the symbol ORKA and the prospectus includes customary underwriting terms, a 30-day option to purchase additional shares, a 45-day lock-up period for insiders, and standard offering risk disclosures.

Rhea-AI Summary

Oruka Therapeutics, Inc. is offering securities under a preliminary prospectus supplement related to a shelf registration covering up to $500,000,000 of common stock and pre-funded warrants. The offering includes common stock and pre-funded warrants exercisable at $0.001 per share, with the shares issuable upon exercise registered here.

The prospectus supplement states 48,722,309 shares outstanding as of December 31, 2025 and discloses a preliminary cash, cash equivalents and investments balance of approximately $496 million as of March 31, 2026. Net tangible book value was reported as $471.9 million, or $9.69 per share, as of December 31, 2025. The offering proceeds treatment is described as for general corporate purposes, including research and development and working capital.

Rhea-AI Summary

ORKA filed a prospectus supplement to amend the selling stockholders table: the resale registration still covers 39,425,806 shares of Common Stock, and SILV Fund Ltd. is substituted for Point72 Associates, LLC as a selling stockholder. The supplement cites 49,542,691 shares outstanding as of February 28, 2026 for percentage calculations and shows 531,670 shares listed for SILV Fund Ltd. The supplement does not increase the number of shares registered and repeats the stated market price of $68.87 per share (last reported sale on April 20, 2026).

Rhea-AI Summary

Oruka Therapeutics, Inc. (ORKA) filed a prospectus to register up to 39,425,806 shares of common stock for resale by selling stockholders. This is a secondary offering; the company is not selling shares and will not receive proceeds from stockholder sales. The filing states the company will receive only the nominal cash exercise price if holders exercise pre-funded warrants for cash.

The registered shares include 7,083,000 September 2024 Private Placement Common Shares (including shares issued upon Series A Preferred conversion in November 2024), 680,000 shares issuable upon exercise of September 2024 pre-funded warrants, 10,933,405 September 2025 Private Placement Common Shares, 1,066,666 shares issuable upon exercise of September 2025 pre-funded warrants, and 19,662,735 Additional Fairmount Holdings, which include 2,936,922 common shares, 5,297,664 pre-funded warrant shares, and 11,428,149 shares issuable upon conversion of 137,138 shares of Series B Preferred Stock.

Shares outstanding were 48,384,150 as of September 19, 2025. The company’s common stock trades on Nasdaq as “ORKA,” and the last reported sale price was $19.18 per share on October 2, 2025.

Rhea-AI Summary

Oruka Therapeutics (ORKA) launched an at-the-market offering of up to $200,000,000 of common stock to be sold from time to time through TD Cowen as agent or principal, pursuant to a Rule 424(b)(5) prospectus. Sales may occur on Nasdaq or by other permitted methods under Rule 415(a)(4). TD Cowen’s compensation is up to 3.0% of the gross sales price, and it will be deemed an underwriter for these transactions.

The company intends to use net proceeds for general corporate purposes, including research and development and working capital. As an illustration in the prospectus, at a price of $19.18 per share, $200.0 million of sales would equal 10,427,528 shares, implying up to 47,878,273 shares outstanding after the offering; actual results will vary with market prices and timing. ORKA’s last reported sale price on Nasdaq was $19.18 per share on October 2, 2025. Shares outstanding were 37,450,745 as of June 30, 2025.