Oruka Therapeutics GC sells 10K shares after exercise

Oruka Therapeutics’ General Counsel exercised 10,000 warrants and sold the resulting shares under a pre-arranged Rule 10b5-1 trading plan.

Rhea-AI Filing Summary

Oruka Therapeutics, Inc. (ORKA) reported that its General Counsel, Paul T. Quinlan, exercised employee warrants for 10,000 shares of common stock at an exercise price of $7.80 per share on September 21, 2026. The 10,000 resulting common shares were then sold in multiple open-market transactions the same day at weighted average prices in the low-to-mid $90s per share, pursuant to a Rule 10b5-1 trading plan entered into on May 15, 2026. Following the exercise, Quinlan continues to hold 79,996 employee warrant shares at a $7.80 exercise price expiring on July 14, 2034.

Insider Trade Summary 10b5-1

Exercise and Sale: 10,000 shares ($858K approx. pre-tax spread)

Exercise and Sale 6 txns

Insider Quinlan Paul T

Role General Counsel

Sold 10,000 shs ($936K)

Approx. gross sale proceeds $936K

Approx. exercise cost $78K

Approx. pre-tax spread $858K

Type	Security	Shares	Price	Value
Exercise	Employee Warrant (right to buy) F6	10,000	$0.00	$0.00
Exercise	Common Stock	10,000	$7.80	$78K
Sale	Common Stock F1, F2	2,900	$92.3689	$268K
Sale	Common Stock F1, F3	3,832	$93.3173	$358K
Sale	Common Stock F1, F4	601	$94.4426	$57K
Sale	Common Stock F1, F5	2,667	$95.3115	$254K

Holdings After Transaction: Employee Warrant (right to buy) — 79,996 contracts (Direct); Common Stock — 29,995 shares (Direct)

Footnotes (6)

1. F1. These sales were effected pursuant to a Rule 10b5-1 trading plan entered into on May 15, 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 $91.87 to $92.78, 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), (4) and (5) 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 $92.89 to $93.80, 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 $94.02 to $94.98, inclusive.
5. F5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $95.05 to $95.75, inclusive.
6. F6. The warrant vests as to 1/4 of the underlying shares on April 30, 2025 and as to 1/48 of the underlying shares monthly from April 30, 2025.

Key Figures

Warrant shares exercised: 10,000 shares Warrant exercise price: $7.80 per share Common shares sold: 10,000 shares +5 more

8 metrics

Warrant shares exercised 10,000 shares Employee warrant exercise into common stock on September 21, 2026

Warrant exercise price $7.80 per share Exercise price of employee warrant converted into 10,000 common shares

Common shares sold 10,000 shares Total common stock sold in multiple open-market transactions on September 21, 2026

Sale price (block 1 weighted average) $92.3689 per share 2,900 shares of common stock sold at this weighted average price

Sale price (block 2 weighted average) $93.3173 per share 3,832 shares of common stock sold at this weighted average price

Sale price (block 3 weighted average) $94.4426 per share 601 shares of common stock sold at this weighted average price

Sale price (block 4 weighted average) $95.3115 per share 2,667 shares of common stock sold at this weighted average price

Remaining employee warrant holdings 79,996 shares Employee warrant shares remaining after the 10,000-share exercise; exercise price $7.80, expires July 14, 2034

Key Terms

Rule 10b5-1 trading plan, Employee Warrant (right to buy), weighted average price

3 terms

Rule 10b5-1 trading plan regulatory

"These sales were effected pursuant to a Rule 10b5-1 trading plan entered into on May 15, 2026."

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.

Employee Warrant (right to buy) financial

"Security title is listed as Employee Warrant (right to buy) with an exercise price of $7.80."

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.

FAQ

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

What transactions did ORKA’s General Counsel report on this Form 4?

The General Counsel, Paul T. Quinlan, exercised 10,000 employee warrant rights to buy Oruka Therapeutics common stock at $7.80 per share on September 21, 2026, and sold the resulting 10,000 common shares in a series of open-market transactions the same day.

At what prices were the Oruka Therapeutics (ORKA) shares sold in this Form 4?

The 10,000 common shares were sold in four blocks at weighted average prices of $92.3689, $93.3173, $94.4426, and $95.3115 per share, with each block executed in multiple trades within stated price ranges.

Was the ORKA insider trading activity under a Rule 10b5-1 plan?

Yes. The filing states that these sales were effected pursuant to a Rule 10b5-1 trading plan that Paul T. Quinlan entered into on May 15, 2026, indicating the trades were pre-arranged rather than discretionary on the trade date.

How many derivative warrants does the ORKA General Counsel still hold after this transaction?

After exercising 10,000 warrant shares, the General Counsel holds 79,996 employee warrant rights to buy Oruka Therapeutics common stock at an exercise price of $7.80 per share, with an expiration date of July 14, 2034.

What is the vesting schedule of the employee warrant reported by ORKA’s General Counsel?

The footnotes state the warrant vests as to 1/4 of the underlying shares on April 30, 2025 and as to 1/48 of the underlying shares monthly from April 30, 2025, indicating gradual vesting over time.

What is the net effect of this Form 4 on ORKA share ownership by the insider?

The insider exercised options to acquire 10,000 shares and then sold 10,000 shares of common stock. The filing summarizes net activity as a net sell of 10,000 shares, while also reducing derivative warrant holdings by 10,000 underlying shares.

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

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Available on EDGAR 09/21/2026 - 04:57 PM Accepted by SEC EDGAR 09/21/2026 - 04:57 PM 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).

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^*

Quinlan Paul T

(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)
	General Counsel

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/21/2026

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	09/21/2026		M		10,000	A	$7.8	39,995	D
Common Stock	09/21/2026		S(1)		2,900	D	$92.3689(2)	37,095	D
Common Stock	09/21/2026		S(1)		3,832	D	$93.3173(3)	33,263	D
Common Stock	09/21/2026		S(1)		601	D	$94.4426(4)	32,662	D
Common Stock	09/21/2026		S(1)		2,667	D	$95.3115(5)	29,995	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
Employee Warrant (right to buy)	$7.8	09/21/2026		M			10,000	(6)	07/14/2034	Common Stock	10,000	$0	79,996	D

Explanation of Responses:

1. These sales were effected pursuant to a Rule 10b5-1 trading plan entered into on May 15, 2026.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $91.87 to $92.78, 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), (4) and (5) 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 $92.89 to $93.80, inclusive.

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $94.02 to $94.98, inclusive.

5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $95.05 to $95.75, inclusive.

6. The warrant vests as to 1/4 of the underlying shares on April 30, 2025 and as to 1/48 of the underlying shares monthly from April 30, 2025.

	/s/ Paul Quinlan	09/21/2026
	** 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)