Interim CEO Thomas Civik granted 690,131 stock options at Pyxis Oncology (PYXS)

Rhea-AI Filing Summary

Pyxis Oncology, Inc. reported that Interim Chief Executive Officer and director Thomas Civik received a new stock option grant. On February 3, 2026, he was awarded an option to purchase 690,131 shares of common stock at an exercise price of $1.49 per share, expiring on February 3, 2036.

The option vests in 12 equal monthly installments, starting on the grant date, and each monthly vesting is conditioned on his continued service as Interim Chief Executive Officer through the applicable vesting date. Following this grant, he beneficially owns 690,131 derivative securities directly in the form of this option.

Insights

Equity Compensation & Governance Analyst

Pyxis grants its interim CEO a one-year, service-based option package.

Pyxis Oncology granted Interim CEO and director Thomas Civik a stock option for 690,131 shares of common stock at an exercise price of $1.49, expiring on February 3, 2036. The reporting shows this as directly owned derivative security.

The footnote explains that the option vests in 12 equal monthly installments, beginning on the February 3, 2026 grant date, conditioned on his continued service as Interim Chief Executive Officer through each vesting date. This structure ties equity compensation closely to his ongoing executive role over the first year.

Because the award is service-based and standard in design, it mainly aligns incentives between leadership and shareholders rather than signaling any change in strategy or outlook. Its practical effect will unfold over the 12-month vesting period disclosed.

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
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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).

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^*

Civik Thomas

(Last) (First) (Middle)

C/O PYXIS ONCOLOGY, INC.

321 HARRISON AVENUE, 11TH FL. SUITE 1

(Street)

BOSTON MA 02118

(City) (State) (Zip)

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
X	Officer (give title below)		Other (specify below)
	Interim CEO

3. Date of Earliest Transaction (Month/Day/Year)
02/03/2026

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

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)	$1.49	02/03/2026		A		690,131		(1)	02/03/2036	Common Stock	690,131	$0.00	690,131	D

Explanation of Responses:

1. The shares subject to this option will vest in 12 equal monthly installments, commencing on the grant date and subject to the reporting person's continued service as Interim Chief Executive Officer through the applicable vesting date.

	/s/ Jitu Wadhane, Attorney-in-Fact for Thomas Civik	02/05/2026
	** 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.

FAQ

What equity award did Pyxis Oncology (PYXS) grant to Interim CEO Thomas Civik?

Pyxis Oncology granted Interim CEO Thomas Civik a stock option for 690,131 shares of common stock at a $1.49 exercise price. The option is a derivative security reported as directly owned following the transaction on February 3, 2026.

How does the 690,131-share stock option for PYXS Interim CEO vest?

The 690,131-share stock option vests in 12 equal monthly installments. Vesting starts on the February 3, 2026 grant date and each monthly tranche requires Thomas Civik’s continued service as Interim Chief Executive Officer through the applicable vesting date.

What is the expiration date of Thomas Civik’s Pyxis Oncology stock option?

The stock option granted to Thomas Civik expires on February 3, 2036. Until that expiration date, he may choose to exercise vested portions at the $1.49 per share exercise price, subject to the original grant terms and any applicable company policies.

Is Thomas Civik’s PYXS stock option grant a purchase or a no-cost award?

The Form 4 shows the option grant with a transaction price of $0.00, indicating it was awarded at no upfront cost. However, exercising the option to acquire common shares requires paying the stated $1.49 per share exercise price in the future.

How many derivative securities does Thomas Civik own in Pyxis Oncology after this Form 4?

After the reported transaction, Thomas Civik beneficially owns 690,131 derivative securities in Pyxis Oncology, all in the form of this stock option. The filing classifies his ownership as direct, with the entire amount tied to this single option grant.

What roles does Thomas Civik hold at Pyxis Oncology (PYXS) related to this option grant?

The filing identifies Thomas Civik as both a director and an officer of Pyxis Oncology, serving as Interim CEO. The vesting condition specifically requires his continued service as Interim Chief Executive Officer for each monthly installment of the option to vest.