Oruka COO sells 600 shares for tax withholding

Oruka Therapeutics, Inc. Chief Operating Officer Laura Lee Sandler reported an open-market sale of 600 shares of common stock at $69.69 per share.

Rhea-AI Filing Summary

Oruka Therapeutics, Inc. Chief Operating Officer Laura Lee Sandler reported an open-market sale of 600 shares of common stock at $69.69 per share. The sale was executed under the company’s automatic, non-discretionary sell-to-cover procedure to satisfy tax withholding obligations from vested restricted stock units.

After this transaction, Sandler directly holds 236,384 shares of Oruka Therapeutics common stock. The filing reflects a small, tax-driven disposition rather than a discretionary change in her overall ownership stake.

Insider Trade Summary

Net Seller: 600 shares

Net Sell 1 txn

Insider Sandler Laura Lee

Role Chief Operating Officer

Sold 600 shs ($42K)

Type	Security	Shares	Price	Value
Sale	Common Stock	600	$69.69	$42K

Holdings After Transaction: Common Stock — 236,384 shares (Direct)

Footnotes (1)

1. F1. The reported sales were effected pursuant to Oruka Therapeutics, Inc.'s automatic, non-discretionary, sell-to-cover procedure to satisfy tax withholding obligations arising in connection with the vesting of restricted stock units.

Key Figures

Shares sold: 600 shares Sale price: $69.69 per share Shares owned after transaction: 236,384 shares

3 metrics

Shares sold 600 shares Open-market sale on 2026-06-15

Sale price $69.69 per share Sell-to-cover tax transaction

Shares owned after transaction 236,384 shares Direct holdings post-sale

Key Terms

sell-to-cover, restricted stock units, tax withholding obligations

3 terms

sell-to-cover financial

"automatic, non-discretionary, sell-to-cover procedure to satisfy tax withholding obligations"

Sell-to-cover is when part of newly issued or exercised company stock is immediately sold to pay required taxes and fees, so the recipient keeps the remaining shares. For investors this matters because it reduces the number of shares insiders or employees actually hold after a grant, can create small, routine share sales that aren’t signal of cashing out, and slightly increases share supply on the market—like selling a portion of a paycheck to cover the tax bill.

restricted stock units financial

"tax withholding obligations arising in connection with the vesting of restricted stock units"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax withholding obligations financial

"sell-to-cover procedure to satisfy tax withholding obligations arising in connection with the vesting"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Oruka Therapeutics (ORKA) report for Laura Lee Sandler?

Oruka Therapeutics reported that COO Laura Lee Sandler sold 600 shares of common stock. The shares were sold in an automatic, non-discretionary sell-to-cover transaction to satisfy tax withholding obligations from the vesting of restricted stock units.

At what price did the Oruka Therapeutics (ORKA) COO sell shares and how many?

Laura Lee Sandler sold 600 Oruka Therapeutics common shares at $69.69 per share. The transaction was characterized as an open-market sale executed under an automatic sell-to-cover procedure tied to restricted stock unit vesting.

How many Oruka Therapeutics (ORKA) shares does Laura Lee Sandler hold after the sale?

Following the transaction, Laura Lee Sandler directly owns 236,384 shares of Oruka Therapeutics common stock. This indicates the 600-share sale represents a very small portion of her overall reported holdings in the company.

Why were Oruka Therapeutics (ORKA) shares sold in this Form 4 filing?

The shares were sold to cover tax withholding obligations triggered by the vesting of restricted stock units. Oruka Therapeutics used an automatic, non-discretionary sell-to-cover process, meaning the sale was driven by tax requirements rather than discretionary trading.

What does a sell-to-cover transaction mean for Oruka Therapeutics (ORKA) insiders?

A sell-to-cover transaction means shares are automatically sold to pay taxes when equity awards vest. For Oruka Therapeutics insiders like Laura Lee Sandler, it reflects a tax-related mechanism and not necessarily a change in sentiment toward the company’s stock.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/15/2026 - 06:51 PM EDT Learn about SEC filing dates

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^*

Sandler Laura Lee

(Last) (First) (Middle)

C/O ORUKA THERAPEUTICS, INC.

855 OAK GROVE AVE., SUITE 100

(Street)

MENLO PARK CALIFORNIA 94025

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Oruka Therapeutics, Inc. [ ORKA ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/15/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	06/15/2026		S(1)		600	D	$69.69	236,384	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. The reported sales were effected pursuant to Oruka Therapeutics, Inc.'s automatic, non-discretionary, sell-to-cover procedure to satisfy tax withholding obligations arising in connection with the vesting of restricted stock units.

	/s/ Paul Quinlan, as attorney-in-fact for Laura Sandler	06/15/2026
	** 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.
* Form 4: SEC 1474 (03-26)