JAMES B. BREITMEYER - 28 Jul 2022 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: 28 Jul 2022
Net transactions value: $0
Form type: 4
Filing time: 01 Aug 2022, 18:18:07 UTC
Previous filing: 23 Jun 2022
Next filing: 05 Jan 2023
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	ONCT	Common Stock	Award	$0	+185,625	+48%	$0.000000	569,774	28 Jul 2022	Direct	F1
transaction	ONCT	Common Stock	Award	$0	+18,750	+289%	$0.000000	25,243	28 Jul 2022	By Spouse	F1
holding	ONCT	Common Stock						46,544	28 Jul 2022	By Family Trust
holding	ONCT	Common Stock						733	28 Jul 2022	By Child

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	ONCT	Stock Option	Award	$0	+123,750		$0.000000	123,750	28 Jul 2022	Common Stock	123,750	$1.04	Direct	F2
transaction	ONCT	Stock Option	Award	$0	+12,500		$0.000000	12,500	28 Jul 2022	Common Stock	12,500	$1.04	By Spouse	F2

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

Explanation of Responses:

Id	Content
F1	Represents an award of restricted stock units (RSUs). Each RSU represents the right to receive one share of the Issuer's common stock upon vesting. One half of the RSUs vest on July 3, 2023, and one half of the RSUs vest on January 3, 2024, subject to the Recipient's continued employment or service with the Issuer on each such date. All of the RSUs vest in the event of a Change in Control (as defined in the Issuer's 2019 Incentive Award Plan).
F2	One half of the shares subject to the stock options vest on July 3, 2023 and one half of the shares subject to the stock options vest on January 3, 2024, subject to the Recipient's continued employment or service with the Issuer on each such date. All of the shares subject to the stock options vest in the event of a Change in Control (as defined in the Issuer's 2019 Incentive Award Plan).

Content

Represents an award of restricted stock units (RSUs). Each RSU represents the right to receive one share of the Issuer's common stock upon vesting. One half of the RSUs vest on July 3, 2023, and one half of the RSUs vest on January 3, 2024, subject to the Recipient's continued employment or service with the Issuer on each such date. All of the RSUs vest in the event of a Change in Control (as defined in the Issuer's 2019 Incentive Award Plan).

One half of the shares subject to the stock options vest on July 3, 2023 and one half of the shares subject to the stock options vest on January 3, 2024, subject to the Recipient's continued employment or service with the Issuer on each such date. All of the shares subject to the stock options vest in the event of a Change in Control (as defined in the Issuer's 2019 Incentive Award Plan).