STOCK TITAN

Oruka COO sells 5,000 shares after warrant exercise

COO Laura Lee Sandler exercised 5,000 warrants at $7.80 and sold the shares for about $91–$92 under a Sept. 19, 2025 10b5-1 plan.

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Oruka Therapeutics, Inc. (ORKA) reported insider transactions by Chief Operating Officer Laura Lee Sandler on September 1, 2026. Sandler exercised 5,000 Employee Warrants at an exercise price of $7.80 per share into common stock, then sold 5,000 common shares in two open‑market transactions at weighted average prices around $91–$92 per share. Following the warrant exercise, Sandler held 74,996 Employee Warrants directly. The sales were effected pursuant to a Rule 10b5-1 trading plan entered into on September 19, 2025.

Positive

  • None.

Negative

  • None.
Insider Sandler Laura Lee
Role Chief Operating Officer
Sold 5,000 shs ($459K)
Approx. gross sale proceeds $459K
Approx. exercise cost $39K
Approx. pre-tax spread $420K
Type Security Shares Price Value
Exercise Employee Warrant (right to buy) F4 5,000 $0.00 $0.00
Exercise Common Stock 5,000 $7.80 $39K
Sale Common Stock F1, F2 1,000 $91.0476 $91K
Sale Common Stock F1, F3 4,000 $92.0134 $368K
Holdings After Transaction: Employee Warrant (right to buy) — 74,996 contracts (Direct); Common Stock — 236,384 shares (Direct)
Footnotes (4)
  1. F1. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan entered into on September 19, 2025.
  2. F2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $90.51 to $91.49, inclusive. The reporting person undertakes to provide to Oruka Therapeutics, Inc., any security holder of Oruka Therapeutics, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (2) and (3) to this Form 4.
  3. F3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $91.60 to $92.59, inclusive.
  4. F4. The warrant vests as to 1/4 of the underlying shares on April 3, 2025 and as to 1/48 of the underlying shares monthly from April 3, 2025.
Employee Warrants Exercised 5,000 shares Exercised by COO on September 1, 2026 at $7.80 per share
Warrant Exercise Price $7.80 per share Exercise price of Employee Warrant converted into common stock
Common Shares Sold (first tranche) 1,000 shares at $91.0476 Weighted average sale price; trades from $90.51–$91.49 on September 1, 2026
Common Shares Sold (second tranche) 4,000 shares at $92.0134 Weighted average sale price; trades from $91.60–$92.59 on September 1, 2026
Total Common Shares Sold 5,000 shares Shares sold by COO on September 1, 2026 in two transactions
Employee Warrants Held After Exercise 74,996 warrants Directly held by COO following the reported warrant exercise
Warrant Expiration Date July 14, 2034 Expiration of Employee Warrant exercised into 5,000 shares
Rule 10b5-1 Plan Adoption Date September 19, 2025 Date the trading plan governing these sales was entered into
Rule 10b5-1 trading plan regulatory
"The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
weighted average price financial
"The price reported in Column 4 is a weighted average price."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
Employee Warrant (right to buy) financial
"security_title": "Employee Warrant (right to buy)"
derivative security financial
"transaction_code_description": "Exercise or conversion of derivative security"
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
underlying shares financial
"The warrant vests as to 1/4 of the underlying shares on April 3, 2025"

FAQ

What insider transactions did ORKA’s COO report on this Form 4?

COO Laura Lee Sandler exercised 5,000 Employee Warrants at an exercise price of $7.80 per share into common stock, then sold a total of 5,000 common shares in two open‑market transactions on September 1, 2026.

At what prices were Oruka Therapeutics (ORKA) shares sold by the COO?

Sandler sold 1,000 shares at a weighted average price of $91.0476 (with trades from $90.51–$91.49) and 4,000 shares at a weighted average price of $92.0134 (with trades from $91.60–$92.59), all on September 1, 2026.

Were the ORKA insider sales made under a Rule 10b5-1 trading plan?

Yes. The filing states that the sales reported were effected pursuant to a Rule 10b5-1 trading plan entered into on September 19, 2025, indicating a pre-arranged trading program for these transactions.

How many Oruka Therapeutics warrants does the COO hold after these transactions?

After exercising 5,000 Employee Warrants, Sandler directly held 74,996 Employee Warrants, according to the Form 4. These warrants carry an exercise price of $7.80 per share and expire on July 14, 2034.

What are the key terms of the Employee Warrant reported for ORKA?

The reported Employee Warrant covers 5,000 underlying shares exercised on September 1, 2026, with an exercise price of $7.80 per share and an expiration date of July 14, 2034. The warrant vests over time beginning on April 3, 2025.

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

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SEC Form 4
FORM 4UNITED 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).
X
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)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Operating Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock09/01/2026M5,000A$7.8241,384D
Common Stock09/01/2026S(1)1,000D$91.0476(2)240,384D
Common Stock09/01/2026S(1)4,000D$92.0134(3)236,384D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Employee Warrant (right to buy)$7.809/01/2026M5,000 (4)07/14/2034Common Stock5,000$074,996D
Explanation of Responses:
1. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan entered into on September 19, 2025.
2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $90.51 to $91.49, inclusive. The reporting person undertakes to provide to Oruka Therapeutics, Inc., any security holder of Oruka Therapeutics, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (2) and (3) to this Form 4.
3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $91.60 to $92.59, inclusive.
4. The warrant vests as to 1/4 of the underlying shares on April 3, 2025 and as to 1/48 of the underlying shares monthly from April 3, 2025.
/s/ Paul Quinlan, as attorney-in-fact for Laura Sandler09/01/2026
** Signature of Reporting PersonDate
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)