Oruka Therapeutics (ORKA) SVP has 395 shares sold for RSU tax withholding

Rhea-AI Filing Summary

Oruka Therapeutics, Inc. senior vice president of finance Arjun Agarwal reported an automatic sale of common stock tied to tax withholding on vested restricted stock units. A total of 395 shares were sold on March 16, 2026 at $41.30 per share under the company’s non-discretionary sell-to-cover procedure. After this tax-related transaction, Agarwal directly holds 18,863 shares of Oruka common stock.

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

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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^*

Agarwal Arjun

(Last) (First) (Middle)

C/O ORUKA THERAPEUTICS, INC.

855 OAK GROVE AVE., SUITE 100

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

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)
	Senior Vice President, Finance

3. Date of Earliest Transaction (Month/Day/Year)
03/16/2026

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	03/16/2026		S(1)		395	D	$41.3	18,863	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 Arjun Agarwal	03/17/2026
	** 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).
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FAQ

What insider transaction did Oruka Therapeutics (ORKA) report for Arjun Agarwal?

Oruka reported that Arjun Agarwal, senior vice president of finance, had 395 shares of common stock sold. The sale occurred under an automatic, non-discretionary sell-to-cover procedure related to tax withholding on vested restricted stock units.

How many Oruka Therapeutics (ORKA) shares were sold and at what price?

A total of 395 Oruka Therapeutics common shares were sold at $41.30 per share. This open-market sale was executed as part of an automatic sell-to-cover process to satisfy tax withholding on restricted stock unit vesting.

Why were shares of Oruka Therapeutics (ORKA) sold in Arjun Agarwal’s Form 4?

The shares were sold to satisfy tax withholding obligations arising from the vesting of restricted stock units. Oruka uses an automatic, non-discretionary sell-to-cover procedure, so this disposition reflects a tax-related mechanism rather than a discretionary share sale decision.

How many Oruka Therapeutics (ORKA) shares does Arjun Agarwal hold after the transaction?

Following the reported transaction, Arjun Agarwal directly holds 18,863 shares of Oruka Therapeutics common stock. This figure reflects his position after the 395-share automatic sell-to-cover sale related to tax withholding on vested restricted stock units.

Was the Oruka Therapeutics (ORKA) insider sale part of a discretionary trading decision?

No. The filing states the sales were effected under Oruka Therapeutics’ automatic, non-discretionary sell-to-cover procedure. This means the 395-share sale was triggered to cover tax withholding on restricted stock unit vesting, not a discretionary timing choice by Arjun Agarwal.