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4//SEC Filing

PHILIPS CRAIG W. 4

Accession 0000950170-25-093029

CIK 0001445283other

Filed

Jul 1, 8:00 PM ET

Accepted

Jul 2, 4:28 PM ET

Size

36.5 KB

Accession

0000950170-25-093029

Insider Transaction Report

Form 4
Period: 2025-06-30
PHILIPS CRAIG
President and Secretary
Transactions
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2025-06-3044,3100 total
    Exercise: $3.28Common Stock (44,310 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2025-06-306,8970 total
    Exercise: $29.06Common Stock (6,897 underlying)
  • Disposition to Issuer

    Common Stock

    2025-06-30298,4640 total
  • Disposition to Issuer

    Common Stock

    2025-06-3034,6540 total(indirect: By LLC)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2025-06-30121,2900 total
    Exercise: $3.28Common Stock (121,290 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2025-06-303,6980 total
    Exercise: $27.03Common Stock (3,698 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2025-06-30630 total
    Exercise: $23.25Common Stock (63 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2025-06-301,7420 total
    Exercise: $23.25Common Stock (1,742 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2025-06-303,4400 total
    Exercise: $23.25Common Stock (3,440 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2025-06-3029,8420 total
    Exercise: $23.25Common Stock (29,842 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2025-06-303,4400 total
    Exercise: $23.25Common Stock (3,440 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2025-06-3015,2210 total
    Exercise: $27.03Common Stock (15,221 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2025-06-3051,6000 total
    Exercise: $26.16Common Stock (51,600 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2025-06-3010,3020 total
    Exercise: $29.06Common Stock (10,302 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2025-06-3013,7600 total
    Exercise: $23.11Common Stock (13,760 underlying)
Footnotes (5)
  • [F1]This Form 4 reports securities disposed of pursuant to the terms of the Agreement and Plan of Merger, dated as of December 11, 2024, by and among TuHURA Biosciences, Inc. ("TuHURA"), Hura Merger Sub I, Inc., a Delaware corporation and a direct wholly-owned subsidiary of TuHURA ("Merger Sub I"), Hura Merger Sub II, LLC, a Delaware limited liability company and direct wholly-owned subsidiary of TuHURA ("Merger Sub II,") and together with Merger Sub I, the "Merger Subs"), Kineta, Inc., a Delaware corporation ("Kineta") and Craig Philips, solely in his capacity as the representative, agent and attorney-in-fact of the stockholders of Kineta, and as amended by that certain First Amendment to Agreement and Plan of Merger, dated May 5, 2025 (as amended, the "Merger Agreement").
  • [F2]This footnote is a continuation of footnote 1 above. Pursuant to the Merger Agreement, (i) Merger Sub I merged with and into Kineta (the "First Merger"), with Kineta surviving the First Merger as a wholly-owned subsidiary of TuHURA (the "Surviving Corporation"), and (ii) the Surviving Corporation merged with and into Merger Sub II (the "Second Merger" and together with the First Merger, the "Mergers"), with Merger Sub II surviving the Second Merger as a wholly-owned subsidiary of TuHURA.
  • [F3]At the effective time of the First Merger (the "Effective Time"), each one (1) issued and outstanding share of Kineta's common stock, par value $0.001 per share ("Kineta Common Stock"), was cancelled and converted into the right to receive 0.185298 share of common stock of TuHURA, par value $0.001 per share ("TuHURA Common Stock"). Also pursuant to the Merger Agreement, each one (1) share of Kineta Common Stock is also entitled to (i) its pro rata portion of 1,129,884 shares of TuHURA Common Stock to be issued six months following the closing of the Mergers, subject to adjustment for losses incurred or accrued during the six month period from the closing of the Mergers, and (ii) the right to its pro rata share of cash consideration received by Kineta pursuant to disposed asset payments related to legacy Kineta assets.
  • [F4]The Reporting Person is a member manager of Whetstone Ventures, LLC ("Whetstone") and shares voting and dispositive power over the shares held by Whetstone.
  • [F5]At the Effective Time, each option to purchase shares of the Kineta Common Stock that was outstanding immediately prior to the Effective Time that had an exercise price per share greater than $0.64 was canceled and extinguished for no consideration.

Documents

1 file

Issuer

KINETA, INC./DE

CIK 0001445283

Entity typeother

Related Parties

1
  • filerCIK 0001441383

Filing Metadata

Form type
4
Filed
Jul 1, 8:00 PM ET
Accepted
Jul 2, 4:28 PM ET
Size
36.5 KB