Whitehawk Therapeutics, Inc.·4

May 18, 4:02 PM ET

Castelein Caley 4

4 · Whitehawk Therapeutics, Inc. · Filed May 18, 2026

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Whitehawk (WHWK) Director Caley Castelein Acquires Shares & Warrant

What Happened
Caley Castelein, a director of Whitehawk Therapeutics (WHWK), reported two acquisitions on a Form 4 dated May 18, 2026 for transactions on May 14, 2026. The filing shows (1) a direct acquisition of 255,102 shares at $3.92 per share for $1,000,000, and (2) a derivative entry for 2,072,756 shares described as a Pre‑Funded Warrant (held by KVP Capital, LP). The derivative line in the filing contains unusually large per‑unit/total dollar figures (as filed), which appear to be a reporting/data anomaly; the underlying instrument is a pre‑funded warrant subject to exercise limits.

Key Details

  • Transaction date(s): May 14, 2026; Form 4 filed May 18, 2026 (filed timely: within required two business days).
  • Direct purchase: 255,102 shares @ $3.92 = $1,000,000.
  • Derivative reported: 2,072,756 shares (Pre‑Funded Warrant). The filing lists anomalous per‑share and total dollar amounts (reported values: @ $8,124,996.24 and total $16,841,134,706,437) — these figures are likely a reporting artifact; the instrument is a pre‑funded warrant, not a cash purchase of that dollar magnitude.
  • Shares owned after transaction: not specified in the provided filing excerpt.
  • Footnotes of note:
    • F1/F3: The pre‑funded warrant and some shares are held by KVP Capital, LP; Castelein is Managing Director of KVP and disclaims beneficial ownership of those holdings except to the extent of any pecuniary interest.
    • F2: The Pre‑Funded Warrant may be exercised on or after May 14, 2026, but cannot be exercised if doing so (together with affiliates) would increase beneficial ownership above 4.99% of Whitehawk common stock.
  • No indication in the filing that the transaction involved a sale, gift, tax withholding, or a cashless exercise.

Context

  • A pre‑funded warrant is a derivative that can be converted into common stock upon exercise; here it’s held by KVP Capital (an institutional holder), not necessarily directly by Castelein. Castelein’s role as KVP’s Managing Director means he disclaims beneficial ownership of the KVP holdings except for any pecuniary interest.
  • The direct 255,102‑share purchase for $1.0M is a purchase (generally viewed as a more informative/“bullish” type of insider activity than a sale). The large reported dollar values on the derivative line should be treated as a filing/data anomaly and interpreted via the footnotes (pre‑funded warrant with exercise limits).

Insider Transaction Report

Form 4
Period: 2026-05-14
Transactions
  • Award

    Common Stock

    2026-05-14$3.92/sh+255,102$1,000,000274,796 total
  • Award

    Pre-Funded Warrant (right to buy)

    [F2][F3]
    2026-05-14$8124996.24/sh+2,072,756$16,841,134,706,4372,072,756 total(indirect: See footnote)
    Exercise: $0.00Common Stock (2,072,756 underlying)
Holdings
  • Common Stock

    [F1]
    (indirect: See footnote)
    2,165,998
Footnotes (3)
  • [F1]Shares held by KVP Capital, LP. The Reporting Person is the Managing Director of KVP Capital. The Reporting Person disclaims beneficial ownership of shares held by KVP Capital, except to the extent of his pecuniary interest therein.
  • [F2]Subject to the terms and conditions set forth in the Pre-Funded Warrant, the holder thereof may, at any time and from time to time on or after May 14, 2026, exercise the Pre-Funded Warrant until it has been exercised in full. Pursuant to the terms of the Pre-Funded Warrant, the holder cannot exercise any of the Pre-Funded Warrant to the extent the holder and its affiliates, including the Reporting Person, would beneficially own, after any such exercise, more than 4.99% of the outstanding Common Stock.
  • [F3]Pre-Funded Warrant held by KVP Capital, LP. The Reporting Person is the Managing Director of KVP Capital. The Reporting Person disclaims beneficial ownership of the Pre-Funded Warrant held by KVP Capital, except to the extent of his pecuniary interest therein.
Signature
/s/ Stephen Rodin, as Attorney-in-Fact|2026-05-18

Documents

1 file
  • 4
    form4-05182026_080536.xmlPrimary