JAMES B. BREITMEYER - 21 Feb 2023 Form 4 Insider Report for Oncternal Therapeutics, Inc.

Role: Chief Executive Officer, Director
Signature: /s/Chase C. Leavitt, Attorney-in-fact
Issuer symbol: N/A
Transactions as of: 21 Feb 2023
Net transactions value: $0
Form type: 4
Filing time: 24 Feb 2023, 15:00:13 UTC
Previous filing: 05 Jan 2023
Next filing: 17 Apr 2023
SEC: View on sec.gov

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	ONCT	Stock Option	Award	$0	+650,000	$0.000000	650,000	21 Feb 2023	Common Stock	650,000	$0.9600	Direct	F1
transaction	ONCT	Stock Option	Award	$0	+65,000	$0.000000	65,000	21 Feb 2023	Common Stock	65,000	$0.9600	By Spouse	F1
transaction	ONCT	Stock Option	Award	$0	+42,196	$0.000000	42,196	21 Feb 2023	Common Stock	42,196	$0.8100	Direct	F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	25% of the shares subject to the stock option vest on first anniversary of the date of grant, and the remaining shares subject to the option vest in 36 equal monthly installments, subject to the recipient's continued employment or service with the Issuer on each such date.
F2	On November 14, 2018, the recipient received a stock option to purchase 168,787 shares, which vest on the achievement of certain pre-established strategic milestones. The issuer's Compensation Committee determined that two such strategic milestones were achieved, resulting in the vesting of 42,196 shares subject to the stock option effective February 21, 2023. 21,098 shares subject to the option remain unvested.

Content

25% of the shares subject to the stock option vest on first anniversary of the date of grant, and the remaining shares subject to the option vest in 36 equal monthly installments, subject to the recipient's continued employment or service with the Issuer on each such date.

On November 14, 2018, the recipient received a stock option to purchase 168,787 shares, which vest on the achievement of certain pre-established strategic milestones. The issuer's Compensation Committee determined that two such strategic milestones were achieved, resulting in the vesting of 42,196 shares subject to the stock option effective February 21, 2023. 21,098 shares subject to the option remain unvested.