Oruka Therapeutics, Inc.·4

Mar 2, 6:47 PM ET

Sandler Laura Lee 4

4 · Oruka Therapeutics, Inc. · Filed Mar 2, 2026

Research Summary

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Oruka (ORKA) COO Laura Sandler Exercises Options, Sells Shares

What Happened Laura Lee Sandler, Chief Operating Officer of Oruka Therapeutics (ORKA), exercised derivative rights to acquire 5,000 shares at $7.80 each (cost $39,000) on March 2, 2026, and sold a total of 5,000 common shares in open-market transactions the same day for a combined ~$167,822. The filing also reports a separate derivative disposition of 5,000 units at $0 (no cash proceeds), as noted in the filing.

Key Details

  • Transaction date: March 2, 2026.
  • Exercise/acquisition: 5,000 shares at $7.80 — total $39,000.
  • Sales (open market): 2,325 shares at a weighted avg $33.28 (≈ $77,386) and 2,675 shares at a weighted avg $33.81 (≈ $90,436); combined proceeds ≈ $167,822. Price ranges reported: $32.66–$33.64 and $33.66–$34.33 (weighted averages shown).
  • Derivative disposition: 5,000 shares reported disposed at $0 (no proceeds); filing includes warrant vesting details (see next bullet).
  • Footnotes: Sales were made under a Rule 10b5-1 trading plan entered Sept 19, 2025 (prearranged). The filing provides weighted-average prices and offers to supply per-price breakdowns on request. Warrant vesting: 1/4 on Apr 3, 2025 and then 1/48 monthly thereafter (per footnote).
  • Shares owned after transaction: Not specified in the provided excerpt of the filing.
  • Timeliness: Reported and filed on March 2, 2026 (no late-filing flag in provided data).

Context

  • This sequence looks like an exercise of derivative rights followed by immediate open-market sales of the resulting shares. Such transactions are often used to cover exercise costs or taxes; here the exercise cost ($39K) is substantially smaller than the gross sale proceeds (~$167.8K). The sales were executed under a pre-established 10b5-1 plan, indicating they were prearranged and not ad hoc market timing.
  • The zero-dollar derivative disposition likely reflects a conversion/settlement event (e.g., warrant vesting or exercise mechanics) per the warrant vesting footnote; it produced no direct cash proceeds.

Insider Transaction Report

Form 4
Period: 2026-03-02
Sandler Laura Lee
Chief Operating Officer
Transactions
  • Exercise/Conversion

    Common Stock

    2026-03-02$7.80/sh+5,000$39,000242,584 total
  • Sale

    Common Stock

    [F1][F2]
    2026-03-02$33.28/sh2,325$77,386240,259 total
  • Sale

    Common Stock

    [F1][F3]
    2026-03-02$33.81/sh2,675$90,436237,584 total
  • Exercise/Conversion

    Employee Warrant (right to buy)

    [F4]
    2026-03-025,00089,996 total
    Exercise: $7.80Exp: 2034-07-14Common Stock (5,000 underlying)
Footnotes (4)
  • [F1]The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan entered into on September 19, 2025.
  • [F2]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $32.66 to $33.64, inclusive. The reporting person undertakes to provide to Oruka Therapeutics, Inc., any security holder of Oruka Therapeutics, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (2) and (3) to this Form 4.
  • [F3]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $33.66 to $34.33, inclusive.
  • [F4]The warrant vests as to 1/4 of the underlying shares on April 3, 2025 and as to 1/48 of the underlying shares monthly from April 3, 2025.
Signature
/s/ Paul Quinlan, as attorney-in-fact for Laura Sandler|2026-03-02

Documents

1 file
  • 4
    form4.xmlPrimary

    STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES