Form 4: OnKure CFO Sells Shares for Tax Obligations

OnKure Therapeutics' CFO, Jason A. Leverone, sold 302 shares of Class A Common Stock to cover tax withholding obligations related to RSU vesting.

Summary

• Jason A. Leverone, Chief Financial Officer of OnKure Therapeutics, Inc. (OKUR), reported a transaction on December 22, 2025.
• He sold 302 shares of Class A Common Stock at a weighted average price of $2.9677 per share.
• The sale was executed to cover tax withholding obligations associated with the vesting of restricted stock units (RSUs) under the Issuer's 2023 RSU Equity Incentive Plan.
• Following this transaction, Mr. Leverone beneficially owns 16,301 shares of Class A Common Stock.
• This total includes 4,000 shares acquired under the Issuer's 2024 Employee Stock Purchase Plan on November 20, 2025.
• The reported price of $2.9677 is a weighted average, with individual trades ranging from $2.82 to $3.04.

Sentiment

Score: 5

Explanation: The transaction is a routine, tax-related sale of a small number of shares by an executive, which is a common occurrence and does not typically signal a change in company fundamentals or management's long-term outlook. Therefore, the sentiment is neutral.

Positives

• The transaction is a routine tax-related sale, not indicative of a lack of confidence in the company's future.
• The underlying RSU vesting represents compensation for the CFO, which is a positive for executive retention and alignment with shareholder interests.

Negatives

• A reduction in direct share ownership by a key executive, even if for tax purposes, slightly decreases their direct equity stake.

Future Outlook

No forward-looking statements or guidance are provided in this insider transaction report.

Management Comments

• These shares were automatically sold to cover tax withholding obligations in connection with the vesting of restricted stock units ('RSUs'), pursuant to the terms of the Issuer's 2023 RSU Equity Incentive Plan.

Industry Context

Insider transactions, particularly sales to cover tax obligations upon RSU vesting, are common across all industries and are generally not viewed as a significant indicator of management's sentiment towards the company's future prospects. Such transactions are often pre-scheduled under Rule 10b5-1 plans to avoid accusations of trading on material non-public information.

Comparison to Industry Standards

• This is a standard insider transaction for tax purposes, a common practice for executives across all industries who receive equity compensation. It aligns with typical compensation structures and tax compliance requirements for publicly traded companies.

Stakeholder Impact

• Minimal direct impact on shareholders, employees, customers, suppliers, or creditors as this is a routine, small-scale insider transaction for tax purposes and does not reflect a change in company operations or strategy.

Key Dates

Recommendation

This Form 4 reports a routine insider sale of a small number of shares by the CFO to cover tax obligations related to RSU vesting. Such transactions are common and typically pre-scheduled under Rule 10b5-1 plans, indicating they are not based on new material information or a change in the executive's confidence in the company. Therefore, this filing alone does not provide a basis for changing an investment position, and a 'hold' recommendation is appropriate.

Keywords

OnKure Therapeutics, OKUR, Jason Leverone, CFO, Insider Trading, Form 4, Stock Sale, RSU, Restricted Stock Units, Tax Withholding, Equity Incentive Plan, Employee Stock Purchase Plan