Pyxis Oncology, Inc. — Director's Dealing 2023

Mar 28, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Pyxis Oncology, Inc. (PYXS)
CIK: 0001782223
Period of Report: 2023-03-24

Reporting Person: Wadhane Jitendra (Chief Accounting Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-03-24	Common Stock	A	29393	$0.00	Acquired	118041	Direct
2023-03-24	Common Stock	A	45000	$0.00	Acquired	88648	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-03-24	Stock Option (Right to buy)	$8.71	D	157257	Disposed	2031-07-30	Common Stock (157257)	Direct
2023-03-24	Stock Option (Right to buy)	$2.21	A	157257	Acquired	2031-07-30	Common Stock (157257)	Direct

Footnotes

F1: Represents restricted stock units that vest 25% on March 24, 2024, and then in 36 substantially-equal monthly installments thereafter, subject to the reporting person's continued employment through the applicable vesting date.

F2: Represents restricted stock units that vest 25% on August 3, 2023, and then in 36 substantially-equal monthly installments thereafter, subject to the reporting person's continued employment through the applicable vesting date.

F3: In accordance with the terms of the Pyxis Oncology, Inc. 2019 Equity and Incentive Plan (the "Plan"), the Board of Directors of Pyxis Oncology, Inc. approved a stock option repricing pursuant to which option awards granted under the Plan were amended to reduce the exercise price to $2.21 per share, the closing stock price on the date of Board approval. Except for the modified exercise price, all other terms and conditions of each of the option awards will continue as set forth in the Plan and the applicable award agreements.

F4: These stock options vested 25% on August 23, 2022, and then vests in 36 substantially-equal monthly installments thereafter, subject to the reporting person's continued employment through the applicable vesting date.