Samuel Agresta - Oct 4, 2024 Form 4 Insider Report for OnKure Therapeutics, Inc. (OKUR)

Signature
/s/ Rogan Nunn, by power of attorney
Stock symbol
OKUR
Transactions as of
Oct 4, 2024
Transactions value $
$0
Form type
4
Date filed
10/8/2024, 07:20 PM
Previous filing
Sep 13, 2023

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

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction OKUR Employee Stock Option (right to buy) Award +18.6K 18.6K Oct 4, 2024 Class A Common Stock 18.6K $13.99 Direct F1, F2, F3
transaction OKUR Employee Stock Option (right to buy) Award $0 +131K $0.00 131K Oct 4, 2024 Class A Common Stock 131K $18.20 Direct F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 1/4th of the shares subject to the option shall vest on February 5, 2025 and 1/48th of the shares subject to the option vest on the first day of each month thereafter, subject to the Reporting Person continuing as a service provider through each such date.
F2 The Agreement and Plan of Merger, dated as of May 10, 2024 (the "Merger Agreement"), by and among Reneo Pharmaceuticals, Inc. ("Reneo"), Radiate Merger Sub I, a wholly owned subsidiary of Reneo ("Merger Sub I"), and OnKure, Inc. ("OnKure"), provided for the merger of Merger Sub I with and into OnKure, with OnKure surviving the merger as a wholly-owned subsidiary of Reneo (the "Merger"). After completion of the Merger, the combined company was renamed "OnKure Therapeutics, Inc." and the Class A Common Stock of the combined company trades on The Nasdaq Stock Market under the symbol "OKUR." Each OnKure stock option that was outstanding immediately prior to the effective time of the Merger was assumed by Reneo and became an option to acquire, on the same terms and conditions as were applicable to such OnKure stock option immediately prior to the effective time of the Merger, (footnote continued in footnote (3))
F3 (continued from footnote (2)) a number of shares of Reneo Class A common stock equal to the number of shares of OnKure common stock subject to the unexercised portion of the OnKure stock option immediately prior to the effective time of the Merger, multiplied by a designated exchange ratio (rounded down to the nearest whole share). The exercise price per share for the options is equal to the exercise price per share of such OnKure stock option immediately prior to the effective time of the Merger divided by the exchange ratio (rounded up to the nearest whole cent).
F4 1/36th of the shares subject to the option shall vest on November 4, 2024 and each month thereafter, subject to the Reporting Person continuing as a service provider through each such date.