Form 4: Kineta Director Disposes All Shares and Options Following TuHURA Merger Completion

Kineta, Inc. Director Richard Peters has disposed of all his common stock and stock options in Kineta following the completion of the two-step merger with TuHURA Biosciences, Inc.

Summary

• Richard Peters, a Director of Kineta, Inc., disposed of all his Kineta common stock and stock options on June 30, 2025.
• The disposition occurred as a result of the two-step merger between Kineta, Inc. and TuHURA Biosciences, Inc., as per the Agreement and Plan of Merger dated December 11, 2024, and amended May 5, 2025.
• Each issued and outstanding share of Kineta's common stock was cancelled and converted into the right to receive 0.185298 shares of common stock of TuHURA Biosciences, Inc.
• Kineta common stockholders are also entitled to a pro rata portion of 1,129,884 additional shares of TuHURA common stock to be issued six months following the closing of the mergers, subject to adjustment for losses.
• Kineta common stockholders will also receive a pro rata share of cash consideration from disposed asset payments related to legacy Kineta assets.
• All Kineta stock options with an exercise price per share greater than $0.64 were canceled and extinguished for no consideration at the effective time of the First Merger.

Sentiment

Score: 4

Explanation: The completion of a merger provides clarity, but the cancellation of out-of-the-money options for no consideration is a significant negative for option holders, including the reporting person.

Positives

• The merger between Kineta, Inc. and TuHURA Biosciences, Inc. has been completed, providing a defined outcome for Kineta shareholders.
• Kineta common stockholders receive shares in TuHURA Biosciences, Inc. and are entitled to potential future consideration in the form of additional TuHURA shares and cash.

Negatives

• Kineta stock options with an exercise price greater than $0.64 were canceled for no consideration, resulting in a complete loss for holders of these options.
• Richard Peters' 32,500 stock options, with an exercise price of $3.28, were among those canceled for no consideration.

Risks

• The future issuance of 1,129,884 TuHURA Common Stock shares to former Kineta stockholders six months post-merger is subject to adjustment for losses incurred or accrued during that six-month period.

Future Outlook

Former Kineta stockholders are expected to receive a pro rata portion of 1,129,884 additional TuHURA Common Stock shares six months following the merger closing, subject to adjustment for losses, and a pro rata share of cash from disposed legacy Kineta assets.

Industry Context

This transaction reflects ongoing consolidation and strategic realignments within the biotechnology and pharmaceutical sectors, where smaller entities are often acquired by larger or more focused companies to consolidate intellectual property, pipelines, or market positions.

Stakeholder Impact

• Shareholders (Kineta): Their shares have been converted into TuHURA common stock, with potential for additional shares and cash consideration in the future.
• Option Holders (Kineta): Those with options having an exercise price above $0.64 have lost their investment as these options were canceled for no consideration.

Next Steps

• Issuance of 1,129,884 additional TuHURA Common Stock shares to former Kineta stockholders six months following the merger closing.
• Distribution of pro rata cash consideration from disposed legacy Kineta assets to former Kineta stockholders.

Key Dates

Recommendation

Keywords

Kineta, TuHURA Biosciences, Merger, SEC Form 4, Stock Disposition, Corporate Action, KANT, Richard Peters, Stock Options, Common Stock