SEC Form 4 · accession 0001458177-18-000001
Oruka Therapeutics, Inc. · ORKA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
VHCP Co-Investment Holdings, LLC
10% Owner
VHCP Management, LLC
10% Owner
VHCP Management II, LLC
10% Owner
Bong Y Koh
10% Owner
VHCP Co-Investment Holdings II, LLC
10% Owner
Nimish P Shah
10% Owner
Period of report
Feb 26, 2018
Accepted (ET)
Feb 28, 2018 · 4:09 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000907654
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3 | Feb 26, 2018 | S | 1,500,000 | $0.55 | D | 41,331 | I | By Funds |
| Common StockF3 | Feb 27, 2018 | S | 41,331 | $0.53 | D | 0 | I | By Funds |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.50 to $0.63, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (1) to this Form 4.
- F2Consists of: 10,482 shares held directly by Venrock Healthcare Capital Partners, L.P. ("VHCP"); 20,585 shares held directly by Venrock Healthcare Capital Partners II, L.P. ("VHCP II"); 1,917 shares held directly by VHCP Co-Investment Holdings, LLC ("Co-Invest"); and 8,347 shares held directly by VHCP Co-Investment Holdings II, LLC ("Co-Invest II").
- F3VHCP Management, LLC ("VHCP Management") is the general partner of VHCP and the manager of Co-Invest and may be deemed to beneficially own these shares. VHCP Management II, LLC ("VHCP Management II") is the general partner of VHCP II and the manager of Co-Invest II and may be deemed to beneficially own these shares. Drs. Bong Koh and Nimish Shah are the managing members of VHCP Management and VHCP Management II and may be deemed to beneficially own these shares. Drs. Koh and Shah, VHCP Management and VHCP Management II expressly disclaim beneficial ownership over these shares except to the extent of their indirect pecuniary interests therein.