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Compensation award — excluded from discretionary-purchase analysis.
Written from the filing's own figures. OQRO describes what was reported and never tells you what to buy or sell.
View the official recordSEC Form 4 — Statement of Changes in Beneficial OwnershipAll the details
Dates, kept separate
Transaction date
Oct 28, 2026
Reporting period
Not applicable
Filed with the SEC
Nov 2, 2026
DirectorIndirect holdingGrant / award
Context
Classification
grant award
Code A — grant or award
Planned / mechanical clue
None found in footnotes
Only flagged when a footnote says so; never inferred
Source receipt
Record ID
0001193125-26-443732
Filed / recorded
Nov 2, 2026, 9:27 PM UTC
Added to OQRO
Nov 2, 2026, 9:28 PM UTC
Parser
form4-xml-v2
Data quality
Verified: identifiers matched exactly
Issuer
ACTUATE THERAPEUTICS, INC.
Issuer CIK
1652935
Ticker
ACTU
Reporting person
Todd S Thomson
Relationship
Director
Security
Warrants (right to buy)
Table
Derivative (Table II)
Transaction date
Oct 28, 2026
Transaction code
A
Shares / units
95,673
Acquired / disposed
Acquired (A)
Shares owned after
95,673
Ownership form
Indirect — By Kairos SPV Fund, LLC
Amendment
No
Footnotes from the filing
In consideration for an agreement between Actuate and the Kairos Funds pursuant to which the Kairos Funds agreed, subject to certain limited exceptions, not to sell, transfer or dispose of, directly or indirectly, any shares of Actuate's common stock beneficially owned by them or any securities convertible into or exercisable or exchangeable for shares of Actuate's common stock for a period of two years from the close of Actuate's public offering of shares of common stock (the "Offering") on October 28, 2026, Actuate agreed to issue warrants to purchase 700,000 shares of Actuate's common stock in the aggregate (the "Warrants") to the Kairos Funds in the amounts reported herein subject to the closing of the Offering.
The Warrants were immediately exercisable upon issuance and expire five years after the closing of the Offering.
The securities of Actuate Therapeutics, Inc. ("Actuate") that are reported herein are held directly by Kairos-Actuate SPV, L.P., Kairos Venture Partners II, L.P., Kairos Venture Opportunities I, L.P., and Kairos SPV Fund, LLC (collectively, the "Kairos Funds"). The Kairos Funds are managed and controlled by Kairos Venture Investments, LLC ("KVI"), subject to the Limited Partnership Agreements in place for each Kairos Fund. Todd Thomson serves as Chief Financial Officer/Chief Operating Officer of KVI and is a director on the board of directors of Actuate. James Demetriades is the Chief Executive Officer of KVI.
Each of KVI, Mr. Thomson and Mr. Demetriades may be deemed to indirectly beneficially own the securities of Actuate held directly by the Kairos Funds. Each of KVI, Mr. Thomson and Mr. Demetriades disclaims beneficial ownership of the securities of Actuate held directly by the Kairos Funds except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission that any of KVI, Mr. Thomson or Mr. Demetriades is the beneficial owner of such securities for purposes of Section 16 or any other purpose.
Every dated public record OQRO holds about the company from 60 days before to 120 days after, oldest first. It shows what was going on; none of it is a stated reason for the trade.
