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Whitehawk CMO gets 81,250 options and RSUs

Whitehawk Therapeutics’ chief medical officer received option and RSU grants totaling 162,500 underlying shares, with this amendment correcting the RSU vesting schedule.

(Neutral)
(Neutral)
Form Type
4/A

Rhea-AI Filing Summary

Whitehawk Therapeutics, Inc. (WHWK) reported that Chief Medical Officer Margaret Dugan received two equity awards on September 15, 2026: a stock option and a restricted stock unit (RSU) grant, each covering 81,250 shares of Common Stock, with no Rule 10b5-1 trading plan indicated.

The stock option has an exercise price of $4.09 per share and expires on September 15, 2036; subject to Dr. Dugan continuing as a Service Provider, 25% of the option vests on the one-year anniversary of the September 15, 2026 Vesting Commencement Date and the remaining 75% vests in equal monthly installments over the following three years. The RSU award represents a contingent right to receive one share of Common Stock per unit and, as corrected in this amended filing, is scheduled to vest 100% on the one-year anniversary of the same September 15, 2026 Vesting Commencement Date, contingent on continued service.

Positive

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Insider Dugan Margaret
Role Chief Medical Officer
Type Security Shares Price Value
Grant/Award Stock Option (right to buy) F1 81,250 $0.00 $0.00
Grant/Award Restricted Stock Units F2, F3 81,250 $0.00 $0.00
Holdings After Transaction: Stock Option (right to buy) — 81,250 contracts (Direct); Restricted Stock Units — 81,250 contracts (Direct)
Footnotes (3)
  1. F1. Subject to the Reporting Person continuing to be a Service Provider (as defined in the Issuer's 2021 Equity Incentive Plan) through each applicable date, twenty five percent (25%) of the shares subject to the option shall vest on the one-year anniversary of the Vesting Commencement Date and 1/48th of the total shares subject to the option shall vest every month thereafter such that all shares subject to the option shall be fully vested on the four-year anniversary of the Vesting Commencement Date. "Vesting Commencement Date" shall mean September 15, 2026.
  2. F2. Each restricted stock unit ("RSU") represents a contingent right to receive one share of Whitehawk Therapeutics, Inc. Common Stock.
  3. F3. The original Form 4 filed by the Reporting Person erroneously reflected an incorrect vesting schedule. Subject to the Reporting Person continuing to be a Service Provider (as defined in the Issuer's 2021 Equity Incentive Plan) through the applicable date, one hundred percent (100%) of the shares subject to the award shall vest on the one-year anniversary of the Vesting Commencement Date. "Vesting Commencement Date" shall mean September 15, 2026.
Stock option shares granted 81,250 shares Stock Option grant to Chief Medical Officer on September 15, 2026
Stock option exercise price $4.09 per share Exercise price for options granted September 15, 2026
Option expiration date September 15, 2036 Expiration of 81,250-share stock option award
RSU units granted 81,250 units Restricted Stock Units granted September 15, 2026
Option vesting cliff 25% after 1 year First vesting tranche on one-year anniversary of September 15, 2026
Option monthly vesting fraction 1/48th of total shares Monthly vesting after the one-year cliff until four-year anniversary
RSU vesting 100% after 1 year All RSUs vest on one-year anniversary of September 15, 2026, subject to service
Restricted Stock Units financial
"The original Form 4 filed by the Reporting Person erroneously reflected an incorrect vesting schedule."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Vesting Commencement Date financial
""Vesting Commencement Date" shall mean September 15, 2026."
The vesting commencement date is the starting point when an employee begins earning ownership rights to their promised benefits, such as stock options or retirement contributions. Think of it like the day a savings account is opened—only after this date do the benefits start to grow and become fully available over time. It matters to investors because it marks when the clock begins ticking toward full ownership, affecting the timing and value of these benefits.
Service Provider financial
"Subject to the Reporting Person continuing to be a Service Provider"
Equity Incentive Plan financial
"as defined in the Issuer's 2021 Equity Incentive Plan"
An equity incentive plan is a program that gives employees, executives or directors the right to receive company stock or options to buy stock as part of their pay. Think of it as offering slices of future company profit to motivate people to boost long‑term performance; for investors it matters because it can align employee goals with shareholder value but also increases the number of shares outstanding, which can dilute existing ownership.

FAQ

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

What equity awards did WHWK grant to its Chief Medical Officer on September 15, 2026?

Whitehawk Therapeutics granted Margaret Dugan a stock option for 81,250 shares of Common Stock and a separate RSU award for 81,250 units, each unit representing one share of Common Stock, both dated September 15, 2026.

What is the exercise price and expiry of the new WHWK stock option for the CMO?

The stock option granted to the Chief Medical Officer has an exercise price of $4.09 per share and an expiration date of September 15, 2036, covering 81,250 shares of Whitehawk Therapeutics Common Stock.

How do the WHWK stock option vesting terms work for the Chief Medical Officer?

Subject to continued service, 25% of the option shares vest on the one-year anniversary of the September 15, 2026 Vesting Commencement Date, and 1/48th of the total shares vest monthly thereafter, so all shares vest by the four-year anniversary.

What is the vesting schedule for the WHWK RSU grant reported in this Form 4/A?

The amended filing states that, subject to continued service, 100% of the RSU shares vest on the one-year anniversary of the September 15, 2026 Vesting Commencement Date, with each RSU representing one share of Common Stock.

Why is this WHWK Form 4 filed as an amendment (Form 4/A)?

The amendment explains that the original Form 4 for Margaret Dugan erroneously reflected an incorrect vesting schedule for the RSU award; this filing corrects the vesting terms to 100% vesting one year after the Vesting Commencement Date.

Was a Rule 10b5-1 trading plan involved in these WHWK equity grants?

No. The filing’s Rule 10b5-1 checkbox is not marked as affirming a trading plan, and the footnotes describe service-based vesting terms rather than any pre-arranged trading plan for these awards.

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

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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*
Dugan Margaret

(Last)(First)(Middle)
C/O WHITEHAWK THERAPEUTICS, INC.
2 HEADQUARTERS PLAZA, EAST BUILDING, 11T

(Street)
MORRISTOWN NEW JERSEY 07960

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Whitehawk Therapeutics, Inc. [ WHWK ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Medical Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/15/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)
09/15/2026
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)
CodeVAmount(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option (right to buy)$4.0909/15/2026A81,250 (1)09/15/2036Common Stock81,250$081,250D
Restricted Stock Units(2)09/15/2026A81,250 (3) (3)Common Stock81,250$081,250D
Explanation of Responses:
1. Subject to the Reporting Person continuing to be a Service Provider (as defined in the Issuer's 2021 Equity Incentive Plan) through each applicable date, twenty five percent (25%) of the shares subject to the option shall vest on the one-year anniversary of the Vesting Commencement Date and 1/48th of the total shares subject to the option shall vest every month thereafter such that all shares subject to the option shall be fully vested on the four-year anniversary of the Vesting Commencement Date. "Vesting Commencement Date" shall mean September 15, 2026.
2. Each restricted stock unit ("RSU") represents a contingent right to receive one share of Whitehawk Therapeutics, Inc. Common Stock.
3. The original Form 4 filed by the Reporting Person erroneously reflected an incorrect vesting schedule. Subject to the Reporting Person continuing to be a Service Provider (as defined in the Issuer's 2021 Equity Incentive Plan) through the applicable date, one hundred percent (100%) of the shares subject to the award shall vest on the one-year anniversary of the Vesting Commencement Date. "Vesting Commencement Date" shall mean September 15, 2026.
/s/ Stephen Rodin, as Attorney-in-Fact09/18/2026
** Signature of Reporting PersonDate
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)

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