Net Loss Per Share

9 Months Ended

Sep. 30, 2025

12. Net Loss per Share

The following table summarizes the basic and diluted net loss per share attributable to stockholders (in thousands, except share and per share data):

	Three Months Ended September 30, 2025								Three Months Ended September 30, 2024
	Loss Allocation			Weighted Average Shares Outstanding		Loss Per Share, Basic and Diluted			Loss Allocation			Weighted Average Shares Outstanding		Loss Per Share, Basic and Diluted
Common Stock	$	(24,042	)		44,067,059	$	(0.55	)	$	(21,936	)		15,013,655	$	(1.46	)
Company Series A Preferred Stock⁽¹⁾		—			—	$	—			(697	)		477	$	(1,461.10	)
Company Series B Preferred Stock⁽²⁾		(6,235	)		137,138	$	(45.46	)		(5,990	)		49,191	$	(121.76	)
Net loss	$	(30,277	)						$	(28,623	)

(1)	The weighted-average number of shares of as-converted Company Series A Preferred Stock used in the loss allocation was nil and 477,196 for the three months ended September 30, 2025 and September 30, 2024, respectively.
(2)	The weighted-average number of shares of as-converted Company Series B Preferred Stock used in the loss allocation was 11,428,129 and 4,099,227 for the three months ended September 30, 2025 and September 30, 2024, respectively.

	Nine Months Ended September 30, 2025								Period from February 6, 2024 (inception) to September 30, 2024
	Loss Allocation			Weighted Average Shares Outstanding		Loss Per Share, Basic and Diluted			Loss Allocation			Weighted Average Shares Outstanding		Loss Per Share, Basic and Diluted
Common Stock	$	(59,813	)		42,622,935	$	(1.40	)	$	(47,192	)		7,765,381	$	(6.08	)
Company Series A Preferred Stock⁽¹⁾		—			—	$	—			(1,121	)		184	$	(6,077.25	)
Company Series B Preferred Stock⁽²⁾		(16,037	)		137,138	$	(116.94	)		(9,630	)		19,015	$	(506.44	)
Net loss	$	(75,850	)						$	(57,943	)

(1)	The weighted-average number of shares of as-converted Company Series A Preferred Stock used in the loss allocation was nil and 184,462 for the nine months ended September 30, 2025 and the period from February 6, 2024 (inception) to September 30, 2024, respectively.
(2)	The weighted-average number of shares of as-converted Company Series B Preferred Stock used in the loss allocation was 11,428,129 and 1,584,575 for the nine months ended September 30, 2025 and the period from February 6, 2024 (inception) to September 30, 2024, respectively.

For the computation of basic net loss per share attributable to stockholders, the amount of weighted-average shares outstanding excludes all shares of unvested restricted common stock as such shares are not considered outstanding for accounting purposes until vested. The amount of weighted-average shares outstanding includes the pre-funded warrants as the exercise price is negligible and these warrants are fully vested and exercisable.

The potential shares of common stock that were excluded from the computation of diluted net loss per share attributable to stockholders for the periods presented because including them would have had an anti-dilutive effect were as follows:

	Three Months Ended September 30, 2025		Three Months Ended September 30, 2024		Nine Months Ended September 30, 2025		Period from February 6, 2024 (inception) to September 30, 2024
Outstanding employee warrants to purchase common stock	3,054,358		3,054,358		3,054,358		3,054,358
Outstanding unvested restricted stock awards		1,355,038		2,207,553		1,355,038		2,207,553
Outstanding and issued common stock options		3,814,560		1,287,760		3,814,560		1,287,760
Outstanding and issued warrant to Paruka		596,930		—		596,930		—
Total		8,820,886		6,549,671		8,820,886		6,549,671

Oruka Therapeutics, Inc. 10-Q