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Whitehawk Therapeutics (WHWK) director reports option grant and large fund holdings

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(Neutral)
Form Type
4

Rhea-AI Filing Summary

Whitehawk Therapeutics, Inc. director Anupam Dalal reported two equity-related acquisitions. He was granted 38,040 stock options with an exercise price of $4.16 per share, expiring in 2036; all options vest on the earlier of one year from the June 12, 2026 grant date or immediately before the next annual stockholders’ meeting, subject to continued service.

Dalal also reported an indirect acquisition of 1,275,510 shares of common stock at $3.92 per share, held through Acuta Capital Fund, LP and Acuta Opportunity Fund, LP, bringing his reported indirect holdings via these funds to 4,685,912 shares. He has voting and investment authority over these fund holdings but disclaims beneficial ownership except to the extent of his pecuniary interest. Separately, he holds 1,130 common shares directly.

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Insider Dalal Anupam
Role Director
Type Security Shares Price Value
Grant/Award Stock Option (right to buy) F2 38,040 $0.00 $0.00
Grant/Award Common Stock F1 1,275,510 $3.92 $5.00M
holding Common Stock -- -- --
Holdings After Transaction: Stock Option (right to buy) — 38,040 shares (Direct); Common Stock — 4,685,912 shares (Indirect, See footnote); Common Stock — 1,130 shares (Direct)
Footnotes (2)
  1. F1. Consists of (i) 3,538,288 shares held by Acuta Capital Fund, LP ("Acuta Capital") and (ii) 1,147,624 shares held by Acuta Opportunity Fund, LP. ("Acuta Opportunity Fund"). Acuta Capital Partners, LLC ("Acuta Partners") is the general partner of each of Acuta Capital and Acuta Opportunity Fund. The Reporting Person is the Chief Investment Officer and Managing Member of Acuta Partners. The Reporting Person has voting and investment authority over all of the shares held by each of Acuta Capital and Acuta Opportunity Fund. Each of Acuta Partners and the Reporting Person disclaim beneficial ownership of the shares of common stock held by each of Acuta Capital and Acuta Opportunity Fund except to the extent of their pecuniary interest therein.
  2. F2. Subject to the Reporting Person continuing to be a Service Provider (as defined in the Issuer's 2021 Equity Incentive Plan) through such applicable date, one hundred percent (100%) of the shares subject to the option shall vest on the earlier of (i) the one (1) year anniversary of the Date of Grant or (ii) the day immediately prior to the next annual meeting of stockholders following the Date of Grant. "Date of Grant" shall mean June 12, 2026.
Stock options granted 38,040 options Stock Option (right to buy) granted to director on 2026-06-12
Option exercise price $4.16 per share Exercise price of options expiring 2036-06-12
Indirect shares acquired 1,275,510 shares Common stock indirectly acquired on 2026-05-14 at $3.92 per share
Indirect holdings after transaction 4,685,912 shares Total common shares held indirectly via Acuta Capital and Acuta Opportunity funds
Direct common shares held 1,130 shares Directly owned common stock position following 2026-05-14 entry
Option expiration date June 12, 2036 Expiration of 38,040 stock options granted June 12, 2026
Stock Option (right to buy) financial
"Security title reported as "Stock Option (right to buy)" for the derivative grant"
Service Provider financial
"Vesting is subject to the Reporting Person continuing to be a Service Provider"
2021 Equity Incentive Plan financial
"Defined as the Issuer's 2021 Equity Incentive Plan governing the option terms"
pecuniary interest financial
"Reporting Person disclaims beneficial ownership except to the extent of their pecuniary interest"
indirect ownership financial
"Common stock held by Acuta Capital and Acuta Opportunity Fund reported as indirect ownership"

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FAQ

What insider transactions did Whitehawk Therapeutics (WHWK) director Anupam Dalal report?

Anupam Dalal reported a grant of 38,040 stock options with a $4.16 exercise price and an indirect acquisition of 1,275,510 common shares at $3.92 per share through investment funds he oversees.

What are the key terms of Anupam Dalal’s stock option grant at WHWK?

Dalal received 38,040 stock options with a $4.16 per-share exercise price, expiring on June 12, 2036. The options fully vest on the earlier of one year from the June 12, 2026 grant date or immediately before the next annual stockholders’ meeting, subject to continued service.

How many Whitehawk Therapeutics (WHWK) shares does Anupam Dalal indirectly hold after this Form 4?

After the reported transaction, Dalal is reported as having indirect authority over 4,685,912 common shares, held by Acuta Capital Fund, LP and Acuta Opportunity Fund, LP. He has voting and investment power but disclaims beneficial ownership except for his pecuniary interest.

At what price were the indirectly acquired Whitehawk Therapeutics (WHWK) shares reported?

The Form 4 shows an indirect acquisition of 1,275,510 common shares at a $3.92 per-share transaction price. These shares are held through Acuta Capital Fund, LP and Acuta Opportunity Fund, LP, with Dalal exercising voting and investment authority over the funds’ holdings.

What direct shareholding in Whitehawk Therapeutics (WHWK) does Anupam Dalal report?

In addition to his indirect fund-related holdings, Dalal reports owning 1,130 shares of Whitehawk Therapeutics common stock directly. This direct position is separate from the 4,685,912 shares held indirectly via the Acuta investment funds he oversees.

Under what conditions do Anupam Dalal’s WHWK options vest?

All 38,040 options vest if Dalal continues as a Service Provider until the earlier of the one-year anniversary of the June 12, 2026 grant date or the day immediately before the next annual stockholders’ meeting, as defined in the 2021 Equity Incentive Plan.
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*
Dalal Anupam

(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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/14/2026
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)

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
Common Stock05/14/2026A1,275,510A$3.924,685,912ISee footnote(1)
Common Stock1,130D
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)$4.1606/12/2026A38,040 (2)06/12/2036Common Stock38,040$038,040D
Explanation of Responses:
1. Consists of (i) 3,538,288 shares held by Acuta Capital Fund, LP ("Acuta Capital") and (ii) 1,147,624 shares held by Acuta Opportunity Fund, LP. ("Acuta Opportunity Fund"). Acuta Capital Partners, LLC ("Acuta Partners") is the general partner of each of Acuta Capital and Acuta Opportunity Fund. The Reporting Person is the Chief Investment Officer and Managing Member of Acuta Partners. The Reporting Person has voting and investment authority over all of the shares held by each of Acuta Capital and Acuta Opportunity Fund. Each of Acuta Partners and the Reporting Person disclaim beneficial ownership of the shares of common stock held by each of Acuta Capital and Acuta Opportunity Fund except to the extent of their pecuniary interest therein.
2. Subject to the Reporting Person continuing to be a Service Provider (as defined in the Issuer's 2021 Equity Incentive Plan) through such applicable date, one hundred percent (100%) of the shares subject to the option shall vest on the earlier of (i) the one (1) year anniversary of the Date of Grant or (ii) the day immediately prior to the next annual meeting of stockholders following the Date of Grant. "Date of Grant" shall mean June 12, 2026.
/s/ Stephen Rodin, as Attorney-in-Fact07/30/2026
** 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)