Pyxis Oncology (PYXS) director receives 45,867 stock options at $1.36 strike

Rhea-AI Filing Summary

Pyxis Oncology, Inc. reported that director John L. Flavin received a grant of stock options covering 45,867 shares of common stock. The options have an exercise price of $1.36 per share and expire on March 24, 2036. According to the terms, 100% of these options vest on the first anniversary of the grant date, subject to his continued service, and following this grant he holds 45,867 derivative securities directly.

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

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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^*

FLAVIN JOHN L

(Last) (First) (Middle)

C/O PYXIS ONCOLOGY, INC.

321 HARRISON AVENUE, 11TH FL. SUITE 1

(Street)

BOSTON MASSACHUSETTS 02118

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Pyxis Oncology, Inc. [ PYXS ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/24/2026

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

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
Stock Option (Right to Buy)	$1.36	03/24/2026		A		45,867		(1)	03/24/2036	Common Stock	45,867	$0	45,867	D

Explanation of Responses:

1. The shares subject to this option will vest 100% on the first anniversary of the grant date, subject to the reporting person's continued service through the applicable vesting date.

	/s/ Jitendra Wadhane, Attorney-in-Fact for John Flavin	03/25/2026
	** 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)

FAQ

What insider transaction did Pyxis Oncology (PYXS) disclose for John L. Flavin?

Pyxis Oncology disclosed that director John L. Flavin received a grant of stock options for 45,867 shares. These options give him the right to buy common stock at a fixed price, functioning as equity-based compensation tied to future company performance and service.

What is the exercise price and size of the Pyxis Oncology (PYXS) option grant?

The grant to John L. Flavin covers 45,867 shares of Pyxis Oncology common stock with an exercise price of $1.36 per share. This price is the amount he must pay per share if he later chooses to exercise these options.

When do John L. Flavin’s Pyxis Oncology (PYXS) options vest?

The options granted to John L. Flavin vest 100% on the first anniversary of the grant date. Vesting is conditioned on his continued service through that date, meaning he must remain in his role to gain full ownership rights to exercise them.

When do the newly granted Pyxis Oncology (PYXS) stock options expire?

The stock options granted to John L. Flavin expire on March 24, 2036. After that expiration date, any unexercised options become worthless, so potential value can only be realized by exercising them before this long-dated deadline if they are in the money.

How many derivative securities does John L. Flavin hold after this Pyxis Oncology (PYXS) grant?

Following the reported grant, John L. Flavin holds 45,867 derivative securities related to Pyxis Oncology common stock. This figure reflects the total options from this transaction, indicating his current option-based exposure as reported, with no additional derivative positions shown.

Is the Pyxis Oncology (PYXS) Form 4 transaction an open‑market purchase or a compensation grant?

The Form 4 transaction is a compensation-related grant, not an open‑market purchase. It is coded as a grant, award, or other acquisition, with options issued at a set exercise price as part of his role rather than bought on the open market.