Whitehawk Therapeutics (WHWK) CFO exercises 473,902 RSUs and receives 300,677-share option

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Whitehawk Therapeutics, Inc. reported that Chief Financial Officer Scott M. Giacobello exercised restricted stock units and received a new stock option grant. He exercised 473,902 restricted stock units, receiving the same number of common shares, and now directly holds 502,002 common shares. He was also granted a stock option for 300,677 shares of common stock at an exercise price of $3.54 per share, expiring on April 1, 2036. According to the footnotes, the RSU award vests 100% on the one-year anniversary of the April 1, 2025 vesting commencement date, while the option vests over four years starting from an April 1, 2026 vesting commencement date.

Insider Trade Summary

473,902 shares exercised/converted

Mixed 3 txns

Insider Giacobello Scott M.

Role CHIEF FINANCIAL OFFICER

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	473,902	$0.00	--
Grant/Award	Stock Option (right to buy)	300,677	$0.00	--
Exercise	Common Stock	473,902	$0.00	--

Holdings After Transaction: Restricted Stock Units — 0 shares (Direct); Stock Option (right to buy) — 300,677 shares (Direct); Common Stock — 502,002 shares (Direct)

Footnotes (1)

Each restricted stock unit ("RSU") represents a contingent right to receive one share of Whitehawk Therapeutics, Inc. Common Stock. 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, 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 April 1, 2025. 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 April 1, 2026.

Key Figures

RSUs exercised: 473,902 units/shares Option grant size: 300,677 shares Option exercise price: $3.54 per share +4 more

7 metrics

RSUs exercised 473,902 units/shares Restricted stock units converted into common stock on April 1, 2026

Option grant size 300,677 shares New stock option awarded to CFO on April 1, 2026

Option exercise price $3.54 per share Strike price for CFO’s stock option grant

Option expiration April 1, 2036 Expiry date of CFO’s stock option grant

Common shares held 502,002 shares Direct common stock ownership after RSU exercise

RSU vesting date One year after April 1, 2025 100% vesting of RSU award, subject to continued service

Option initial vesting 25% after one year First tranche vests one year after April 1, 2026

Key Terms

Restricted Stock Units, Vesting Commencement Date, 2021 Equity Incentive Plan, Stock Option (right to buy), +1 more

5 terms

Restricted Stock Units financial

"Each restricted stock unit ("RSU") represents a contingent right to receive one share"

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 April 1, 2025."

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.

2021 Equity Incentive Plan financial

"as defined in the Issuer's 2021 Equity Incentive Plan"

Stock Option (right to buy) financial

"Stock Option (right to buy)"

Service Provider financial

"Subject to the Reporting Person continuing to be a Service Provider"

Form 4 Insider Transactions: What Each Field Means →

04/03/2026 - 06:18 PM

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^*

Giacobello Scott M.

(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)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	CHIEF FINANCIAL OFFICER

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	04/01/2026		M		473,902	A	⁽¹⁾	502,002	D

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽¹⁾	04/01/2026		M			473,902	⁽²⁾	⁽²⁾	Common Stock	473,902	$0	0	D
Stock Option (right to buy)	$3.54	04/01/2026		A		300,677		⁽³⁾	04/01/2036	Common Stock	300,677	$0	300,677	D

Explanation of Responses:

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

2. 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, 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 April 1, 2025.

3. 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 April 1, 2026.

	/s/ Stephen Rodin, as Attorney-in-Fact	04/03/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did WHWK CFO Scott M. Giacobello report on this Form 4?

Scott M. Giacobello exercised 473,902 restricted stock units into 473,902 shares of Whitehawk Therapeutics common stock and received a new option grant for 300,677 shares at $3.54 per share, expiring April 1, 2036.

How many Whitehawk Therapeutics (WHWK) shares does the CFO hold after these transactions?

After exercising restricted stock units, the CFO directly holds 502,002 shares of Whitehawk Therapeutics common stock. This reflects the addition of 473,902 shares from RSU settlement, as reported, with no dispositions disclosed in this Form 4 filing.

What are the terms of the new stock option granted to the WHWK CFO?

The CFO received a stock option covering 300,677 shares of Whitehawk Therapeutics common stock at a $3.54 exercise price. The option expires April 1, 2036 and vests over four years, subject to continued service, beginning from an April 1, 2026 vesting commencement date.

How do the vested RSUs for the WHWK CFO vest according to this filing?

Each restricted stock unit represents a right to one WHWK share. The RSU award vests 100% on the one-year anniversary of the April 1, 2025 vesting commencement date, provided the reporting person continues as a service provider through that date.

Is the WHWK CFO’s Form 4 transaction a market purchase or sale of stock?

The Form 4 shows derivative exercises and an equity award, not open-market trades. RSUs were settled into 473,902 common shares at a $0.00 exercise price and a new option grant for 300,677 shares was awarded as compensation.

What is the vesting schedule for the new stock option granted to the WHWK CFO?

Twenty-five percent of the option shares vest on the one-year anniversary of the April 1, 2026 vesting commencement date. The remaining shares vest in equal monthly installments over the following three years, assuming continued service under the 2021 Equity Incentive Plan.