Whitehawk Therapeutics (WHWK) CMO awarded 650,000 options and 55,309 RSUs

Rhea-AI Filing Summary

Whitehawk Therapeutics, Inc. reported new equity compensation grants to its Chief Medical Officer. On December 1, 2025, the officer received a stock option covering 650,000 shares of common stock at an exercise price of $2.26 per share, along with 55,309 restricted stock units (RSUs).

The option vests over four years, with 25% of the shares vesting on the one-year anniversary of the vesting commencement date of December 1, 2025, and the remaining shares vesting in equal monthly installments so that the option is fully vested four years after that date, subject to continued service. All 55,309 RSUs are scheduled to vest in full on the one-year anniversary of the same vesting commencement date, also conditioned on the officer continuing as a service provider.

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^*

Dugan Margaret

(Last) (First) (Middle)

C/O WHITEHAWK THERAPEUTICS, INC.

2 HEADQUARTERS PLAZA, EAST BLDG, 11TH FL

(Street)

MORRISTOWN NJ 07960

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Whitehawk Therapeutics, Inc. [ WHWK ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
12/01/2025

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)	$2.26	12/01/2025		A		650,000		(1)	12/01/2035	Common Stock	650,000	$0	650,000	D
Restricted Stock Units	(2)	12/01/2025		A		55,309		(3)	(3)	Common Stock	55,309	$0	55,309	D

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 one forty-eighth (1/48th) of the total shares subject to the option shall vest each month thereafter on the same day as the Vesting Commencement Date (and if there is no corresponding day, on the last day of the month) such that all shares of common stock subject to the option shall be fully vested on the four year anniversary of the Vesting Commencement Date. "Vesting Commencement Date" shall mean December 1, 2025.

2. Each restricted stock unit ("RSU") represents a contingent right to receive one share of Whitehawk Therapeutics, Inc. Common Stock.

3. 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 award shall vest on the one-year anniversary of the Vesting Commencement Date. "Vesting Commencement Date" shall mean December 1, 2025.

	/s/ Stephen Rodin, as Attorney-in-Fact	12/02/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Whitehawk Therapeutics (WHWK) report in this Form 4?

The company reported equity awards to its Chief Medical Officer effective December 1, 2025, including a stock option and restricted stock units (RSUs) tied to continued service.

How many stock options were granted to the Whitehawk Therapeutics (WHWK) Chief Medical Officer and at what price?

The Chief Medical Officer received a stock option for 650,000 shares of Whitehawk Therapeutics common stock with an exercise price of $2.26 per share.

What is the vesting schedule for the 650,000 stock options at Whitehawk Therapeutics (WHWK)?

Subject to continued service, 25% of the option shares vest on the one-year anniversary of the December 1, 2025 vesting commencement date, and 1/48 of the total shares vest monthly thereafter so that all shares are vested four years after that date.

How many restricted stock units (RSUs) were granted and how do they vest at Whitehawk Therapeutics (WHWK)?

The Chief Medical Officer received 55,309 RSUs. Subject to continued service, 100% of the RSUs vest on the one-year anniversary of the December 1, 2025 vesting commencement date.

What does each RSU granted by Whitehawk Therapeutics (WHWK) represent?

Each restricted stock unit represents a contingent right to receive one share of Whitehawk Therapeutics, Inc. common stock upon vesting.

What role does the reporting person hold at Whitehawk Therapeutics (WHWK)?

The reporting person serves as an officer of Whitehawk Therapeutics, specifically holding the title of Chief Medical Officer.