STOCK TITAN

Oruka CEO sells 75K shares after warrant exercise

Under a May 14, 2026 Rule 10b5-1 plan, insider Klein exercised and then sold 75,000 ORKA shares at about $90.79 to $92.44 each.

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Oruka Therapeutics, Inc. (ORKA) reported that Chief Executive Officer and director Lawrence Otto Klein exercised an employee warrant to acquire 75,000 shares of common stock at an exercise price of $7.80 per share and on the same date sold 75,000 shares of common stock in multiple open-market transactions. The sales, totaling 6,604, 63,596 and 4,800 shares, were executed at weighted average prices of $90.79, $91.90 and $92.44 per share, respectively, under a Rule 10b5-1 trading plan entered into on May 14, 2026. Following the exercise, Klein continued to hold 1,553,513 employee warrant shares, which expire on July 14, 2034.

Positive

  • None.

Negative

  • None.
Insider Klein Lawrence Otto
Role Chief Executive Officer
Sold 75,000 shs ($6.89M)
Approx. gross sale proceeds $6.89M
Approx. exercise cost $585K
Approx. pre-tax spread $6.30M
Type Security Shares Price Value
Exercise Employee Warrant (right to buy) F5 75,000 $0.00 $0.00
Exercise Common Stock 75,000 $7.80 $585K
Sale Common Stock F1, F2 6,604 $90.7868 $600K
Sale Common Stock F1, F3 63,596 $91.8963 $5.84M
Sale Common Stock F1, F4 4,800 $92.4357 $444K
Holdings After Transaction: Employee Warrant (right to buy) — 1,553,513 contracts (Direct); Common Stock — 925,580 shares (Direct)
Footnotes (5)
  1. F1. These sales were effected pursuant to a Rule 10b5-1 trading plan entered into on May 14, 2026.
  2. F2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $90.27 to $91.26, 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), (3) and (4) 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 $91.28 to $92.27, inclusive.
  4. F4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $92.31 to $92.59, inclusive.
  5. F5. 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 warrant shares exercised 75,000 shares Employee Warrant (right to buy) exercised on September 1, 2026
Exercise price $7.80 per share Exercise or conversion of employee warrant into common stock
Common shares sold (first tranche) 6,604 shares at $90.7868 per share Open-market sale of common stock on September 1, 2026
Common shares sold (second tranche) 63,596 shares at $91.8963 per share Open-market sale of common stock on September 1, 2026
Common shares sold (third tranche) 4,800 shares at $92.4357 per share Open-market sale of common stock on September 1, 2026
Employee warrant shares held after exercise 1,553,513 shares Post-transaction holdings of Employee Warrant (right to buy)
Warrant expiration date July 14, 2034 Expiration of Employee Warrant (right to buy)
Rule 10b5-1 plan adoption date May 14, 2026 Date CEO entered into trading plan covering the reported sales
Rule 10b5-1 trading plan regulatory
"These sales were effected pursuant to a Rule 10b5-1 trading plan entered"
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 CEO report on this Form 4?

Chief Executive Officer Lawrence Otto Klein exercised an employee warrant for 75,000 shares of Oruka Therapeutics, Inc. common stock at $7.80 per share and sold 75,000 shares of common stock in a series of open-market transactions on September 1, 2026.

How many ORKA shares did the CEO sell and at what prices?

Lawrence Otto Klein sold 75,000 shares of Oruka Therapeutics, Inc. common stock: 6,604 shares at a weighted average price of $90.7868, 63,596 shares at $91.8963, and 4,800 shares at $92.4357 per share, each in multiple transactions within the stated price ranges.

Was the ORKA CEO’s stock sale under a Rule 10b5-1 trading plan?

Yes. The filing states that the sales were effected pursuant to a Rule 10b5-1 trading plan entered into on May 14, 2026, and the Rule 10b5-1 checkbox is affirmed for this Form 4.

What are the terms of the employee warrant exercised by ORKA’s CEO?

The employee warrant has an exercise price of $7.80 per share and expires on July 14, 2034. It vests as to 1/4 of the underlying shares on April 3, 2025 and as to 1/48 of the underlying shares monthly from that date.

How many ORKA employee warrant shares does the CEO hold after this transaction?

After exercising 75,000 employee warrant shares, Lawrence Otto Klein is reported as holding 1,553,513 employee warrant shares of Oruka Therapeutics, Inc., according to the post-transaction derivative position disclosed.

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

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
Learn about SEC filing dates
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*
Klein Lawrence Otto

(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)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive 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 Stock09/01/2026M75,000A$7.81,000,580D
Common Stock09/01/2026S(1)6,604D$90.7868(2)993,976D
Common Stock09/01/2026S(1)63,596D$91.8963(3)930,380D
Common Stock09/01/2026S(1)4,800D$92.4357(4)925,580D
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)$7.809/01/2026M75,000 (5)07/14/2034Common Stock75,000$01,553,513D
Explanation of Responses:
1. These sales were effected pursuant to a Rule 10b5-1 trading plan entered into on May 14, 2026.
2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $90.27 to $91.26, 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), (3) and (4) 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 $91.28 to $92.27, inclusive.
4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $92.31 to $92.59, inclusive.
5. 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 Lawrence Klein09/01/2026
** 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)