Sec Form 3 Filing - GordonMD Global Investments LP @ Pyxis Oncology, Inc. - 2026-06-30

Insider filing report for Changes in Beneficial Ownership
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FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
GordonMD Global Investments LP
2. Issuer Name and Ticker or Trading Symbol
Pyxis Oncology, Inc. [ PYXS]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
9460 WILSHIRE BLVD, SUITE 420
3. Date of Earliest Transaction (MM/DD/YY)
06/30/2026
(Street)
BEVERELY HILLS, CA90212
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, par value $0.001 per share 10,024,909 I See footnote ( 1 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Common Stock Purchase Warrant $ 3.289 ( 3 ) ( 2 ) 07/02/2029 Common Stock, par value $0.001 per share 4,900,039 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
GordonMD Global Investments LP
9460 WILSHIRE BLVD
SUITE 420
BEVERELY HILLS, CA90212
X
GordonMD Long Biased Master Fund LP
9460 WILSHIRE BLVD
SUITE 420
BEVERLY HILLS, CA90212
X
GordonMD Long Biased GP LLC
9460 WILSHIRE BLVD
SUITE 420
BEVERLY HILLS, CA90212
X
Gordon Craig D
9460 WILSHIRE BLVD
SUITE 420
BEVERLY HILLS, CA90212
X
Signatures
GordonMD Global Investments LP, By: GordonMD Global Investments GP LLC, /s/ Craig D. Gordon, Managing Member 07/10/2026
Signature of Reporting Person Date
GordonMD Long Biased Master Fund LP, By: GordonMD Long Biased GP LLC, /s/ Craig D. Gordon, Managing Member 07/10/2026
Signature of Reporting Person Date
GordonMD Long Biased GP LLC, /s/ Craig D. Gordon, Managing Member 07/10/2026
Signature of Reporting Person Date
Craig D. Gordon, /s/ Craig D. Gordon 07/10/2026
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The securities to which this filing relates are held directly by GordonMD Long Biased Master Fund LP (the "Master Fund") to which GordonMD Global Investments LP (the "Investment Manager") serves as investment manager. Craig D. Gordon ("Mr. Gordon") is the managing member of GordonMD Long Biased GP LLC (the "GP"), the general partner of the Master Fund. Each of the Master Fund, the GP and Mr. Gordon disclaims beneficial ownership of the securities to which this filing relates for purposes of Section 16 of the Securities and Exchange Act of 1934, as amended, except to the extent of his or its pecuniary interest therein, if any.
( 2 )The Common Stock Purchase Warrant is exercisable on or after the earlier of (i) the date on which the Issuer first publicly discloses clinical data from its micvotabart pelidotin (MICVO) Phase 1 monotherapy study in 2L+ Recurrent/Metastatic Head and Neck Squamous Cell Carcinoma (R/M HNSCC) and (ii) October 1, 2026.
( 3 )Exercise price of $3.289, subject to adjustments as set forth in the Common Stock Purchase Warrant.

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