Oruka (ORKA) CMO Joana Goncalves Sells Shares, Exercises Options

What Happened

• Joana Goncalves, Chief Medical Officer of Oruka Therapeutics (ORKA), exercised derivative awards and sold shares on August 17, 2026. She shows acquisitions of 3,500 shares at $6.84 (paid $23,940) and 3,500 shares at $7.80 (paid $27,300) — total cash paid about $51,240. On the same day she sold four blocks totaling 7,000 shares in the open market for aggregate proceeds of approximately $782,882 (individual proceeds listed below). The filing also reports two derivative disposition entries with $0 proceeds (see Key Details).

Key Details

• Date: 2026-08-17 (filing date same day; filing appears timely)
• Purchases / Exercises: 3,500 @ $6.84 (acquired $23,940); 3,500 @ $7.80 (acquired $27,300) — total acquired 7,000 shares for ~$51,240.
• Open-market sales (total 7,000 shares, total proceeds ~$782,882):
  • 900 shares @ $109.65 — $98,687 (weighted avg; prices ranged $109.05–$110.04) [F2]
  • 300 shares @ $110.52 — $33,155 (weighted avg; prices ranged $110.27–$111.00) [F3]
  • 3,320 shares @ $112.01 — $371,886 (weighted avg; prices ranged $111.34–$112.33) [F4]
  • 2,480 shares @ $112.56 — $279,154 (weighted avg; prices ranged $112.34–$112.86) [F5]
• Additional derivative entries: two 3,500-share entries reported as disposed at $0.00 (derivative conversion/disposition). The filing includes vesting schedules for the option and warrant (1/4 on Apr 18, 2025, then monthly 1/48 thereafter) [F6, F7].
• 10b5-1 plan: The sales were made under a Rule 10b5-1 trading plan entered Sept 19, 2025 [F1].
• Shares owned after transaction: not specified in the provided summary of the filing.

Context

• The filing reports both exercises of derivatives and open-market sales on the same date. The exercises show small exercise prices ($6.84 and $7.80) relative to the market sale prices, indicating the insider exercised vested awards and sold shares into the market. The two derivative dispositions at $0.00 may reflect non-cash conversions or internal adjustments; see the full Form 4 for exact mechanics.
• These sales were executed under a 10b5-1 plan (pre-arranged trading plan), which is commonly used to automate and provide pre-clearance for insider sales. This is a factual record of transactions — it does not state the insider’s motivations.