X0306 4 2019-06-07 0 0001260990 GTX INC /DE/ ONCT 0001631338 THEUER CHARLES C/O ONCTERNAL THERAPEUTICS, INC. 12230 EL CAMINO REAL, SUITE 300 SAN DIEGO CA 92130 1 0 0 0 Common Stock 2019-06-07 4 A 0 14677 A 14677 D Includes 11,007 shares of restricted stock subject to continuing time-based vesting. Pursuant to the Agreement and Plan of Merger dated as of April 30, 2019 (the "Merger Agreement"), by and among Oncternal Therapeutics, Inc. ("Old Oncternal"), GTx, Inc. ("GTx") and certain of their subsidiaries, on June 7, 2019 (the "Effective Time"), GTx was merged with and into Old Oncternal, with GTx surviving as the continuing entity. At the Effective Time, each share of Old Oncternal common stock issued and outstanding immediately prior to such time was converted into the right to receive 0.073386 shares of the Issuer's common stock. On the trading day immediately prior to the effective time, the closing price of the Issuer's common stock was $1.20 per share. /s/ Hazel M. Aker, Attorney-in-fact 2019-06-11