Dambkowski Carl 4

What Happened

• Carl Dambkowski, a director of Oruka Therapeutics (ORKA), exercised a total of 62,260 option-derived shares on May 21, 2026 and sold a total of 105,000 shares in open-market transactions the same day.
• Exercises: 38,689 shares @ $6.84 (cost $264,633); 11,904 shares @ $7.80 (cost $92,851); 11,667 shares @ $11.77 (cost $137,321) — total cash paid ≈ $494,805.
• Sales: 38,318 shares (weighted avg $58.43) proceeds $2,238,794; 53,447 shares (weighted avg $59.10) proceeds $3,158,910; 13,235 shares (weighted avg $59.97) proceeds $793,662 — total proceeds ≈ $6,191,366.
• Overall: he exercised options and sold shares the same day (effectively a cashless-like sequence), with sales materially larger than the exercised shares, indicating some sales were of previously held shares as well.

Key Details

• Transaction date (Period of Report): May 21, 2026; Form 4 filed May 22, 2026 (accession 0000907654-26-000043).
• Codes: M = exercise/conversion of derivative; S = open market sale.
• Total exercised: 62,260 shares (total exercise cost ≈ $494,805). Total sold: 105,000 shares (total proceeds ≈ $6.19M).
• Price notes: reported sale prices are weighted averages; ranges per footnotes: $57.71–$58.70, $58.71–$59.70, and $59.71–$60.31. Reporting person can provide per-price breakdown on request.
• Plan/authorization: Sales were effected under a Rule 10b5‑1 trading plan entered Feb 19, 2026 (Footnote F1).
• Vesting notes: footnotes include vesting schedules for options (see F5–F7 in filing).
• Shares owned after transaction: not specified in the provided summary — see full Form 4 for post-transaction holdings.
• Filing timeliness: Form 4 was filed the day after the transactions; no late-filing flag provided in the supplied data.

Context

• This was an exercise of options followed by same‑day open‑market sales (a common pattern for officers/directors who exercise and sell to cover exercise cost/taxes). The presence of a 10b5‑1 plan indicates the sales were pre‑arranged. These transactions are factual disclosures of trades and do not by themselves indicate the insider’s private view of Oruka’s prospects.