Pyxis Oncology (PYXS) CEO receives 250,956-share performance-based option grant

Rhea-AI Filing Summary

Pyxis Oncology, Inc. reported that Interim CEO and director Thomas Civik acquired a performance-based stock option covering 250,956 shares of common stock. The option, with an exercise price of $1.49 per share and expiration on February 3, 2036, became vested in full on August 12, 2026 after the Board determined that performance conditions tied to a successful financing or strategic transaction had been met. Following this grant, Civik directly holds options for 941,087 shares.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Civik Thomas

Role Interim CEO

Type	Security	Shares	Price	Value
Grant/Award	Stock Option (Right to Buy) F1	250,956	$0.00	$0.00

Holdings After Transaction: Stock Option (Right to Buy) — 941,087 shares (Direct)

Footnotes (1)

1. F1. Represents the performance-based portion of an option that was granted on February 3, 2026, which shares subject to this portion of the option were to become vested in full upon the completion of a successful financing transaction or a successful strategic transaction during the reporting person's continued service as Interim Chief Executive Officer or within six months thereafter. The performance conditions were deemed to have been met on August 12, 2026, as determined by the Board.

Key Figures

Option shares granted: 250,956 shares Exercise price: $1.49 per share Options after transaction: 941,087 shares +2 more

5 metrics

Option shares granted 250,956 shares Performance-based stock option becoming vested on August 12, 2026

Exercise price $1.49 per share Conversion or exercise price of the performance-based stock option

Options after transaction 941,087 shares Total option shares held directly by Thomas Civik following the award

Expiration date February 3, 2036 Expiration date of the reported stock option grant

Vesting determination date August 12, 2026 Date Board deemed performance conditions satisfied for full vesting

Key Terms

Stock Option (Right to Buy), performance-based, exercise price, successful financing transaction, +1 more

5 terms

Stock Option (Right to Buy) financial

"security_title is listed as "Stock Option (Right to Buy)" for the award"

performance-based financial

"Represents the performance-based portion of an option that was granted"

exercise price financial

"conversion_or_exercise_price is shown as an exercise price of 1.4900"

The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.

successful financing transaction financial

"were to become vested in full upon the completion of a successful financing transaction"

strategic transaction financial

"or a successful strategic transaction during the reporting person's continued service"

A strategic transaction is a deliberate business deal—such as a merger, acquisition, divestiture, joint venture or major investment—designed to change a company’s long‑term position, growth path or cost structure. Investors care because these deals can materially alter future revenue, profits and risk exposure; like rearranging pieces on a chessboard, a successful transaction can improve competitive strength and shareholder value, while a poorly executed one can harm them.

FAQ

What did Pyxis Oncology (PYXS) disclose about Thomas Civik’s latest equity award?

Pyxis Oncology disclosed that Interim CEO Thomas Civik received a performance-based stock option for 250,956 shares, which vested on August 12, 2026 after the Board determined specified performance conditions had been met.

What are the key terms of Thomas Civik’s new stock option at Pyxis Oncology (PYXS)?

The stock option covers 250,956 shares of common stock with an exercise price of $1.49 per share and an expiration date of February 3, 2036, and is held directly by Interim CEO Thomas Civik.

Why did Thomas Civik’s performance-based option vest at Pyxis Oncology (PYXS)?

The option vested because performance conditions requiring a successful financing transaction or a successful strategic transaction were deemed satisfied on August 12, 2026, as determined by the company’s Board of Directors.

How many option shares does Thomas Civik hold after this Form 4 for Pyxis Oncology (PYXS)?

After this award, Interim CEO Thomas Civik holds options for a total of 941,087 shares of Pyxis Oncology common stock, according to the reported post-transaction holdings in the Form 4 filing.

Was Thomas Civik’s new Pyxis Oncology (PYXS) option grant a market purchase or sale?

No market purchase or sale occurred. The Form 4 reports an acquisition by grant/award of a performance-based stock option at an exercise price of $1.49, with a transaction price per share listed as $0.00.

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

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 08/14/2026 - 04:12 PM Accepted by SEC EDGAR 08/14/2026 - 04:06 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).

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/12/2026

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)	$1.49	08/12/2026		A		250,956		08/12/2026(1)	02/03/2036	Common Stock	250,956	$0	941,087	D

Explanation of Responses:

1. Represents the performance-based portion of an option that was granted on February 3, 2026, which shares subject to this portion of the option were to become vested in full upon the completion of a successful financing transaction or a successful strategic transaction during the reporting person's continued service as Interim Chief Executive Officer or within six months thereafter. The performance conditions were deemed to have been met on August 12, 2026, as determined by the Board.

	/s/ Jitendra Wadhane, Attorney-in-Fact for Thomas Civik	08/14/2026
	** 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)