TuHURA Biosciences, Inc./NV

Except as set forth below, there have been no material changes to the risk factors identified in our Annual Report on Form 10-K for the year ended December 31, 2024 filed with the SEC on March 31, 2025 and in our Quarterly Report on Form 10-Q for the quarter ended March 31, 2025 which was filed with the SEC on April 14, 2025.

The following risk factors reflect material changes from those set forth in our Annual Report and were previously disclosed in our Registration Statement on Form S-1 (File No. 333-289532) filed with the SEC on August 12, 2025. These risk factors should be read in conjunction with the other information contained in our Annual Report on Form 10-K and this Quarterly Report on Form 10-Q.

Risks Related to the Kineta Merger

The market price of our common stock may decline in the future as a result of the sale of shares of

our common stock held by former Kineta stockholders or current stockholders.

Following their receipt of shares of our common stock as merger consideration (the “Merger Consideration”), former Kineta stockholders may seek to sell the shares of our common stock delivered to them, and, other than former directors and executive officers of Kineta who are subject to a lock-up of one-third of the shares of TuHURA common stock they receive as Merger Consideration, the TuHURA-Kineta Merger Agreement contains no restriction on the ability of former Kineta stockholders to sell such shares of our common stock following consummation of the Kineta Merger. Other holders of our common stock may also seek to sell shares of our common stock held by them following the consummation of the Kineta Merger. These sales (or the perception that these sales may occur), coupled with the increase in the outstanding number of shares of our common stock, may affect the market for, and the market price of, our common stock in an adverse manner.

We will incur significant costs in connection with the Kineta Merger.

We have incurred and expect to incur a number of non-recurring costs associated with combining the operations of the two companies, as well as transaction fees and other costs related to the Kineta Merger. These costs and expenses include fees paid to financial, legal and accounting advisors, facilities and systems consolidation costs, severance and other potential employment-related costs, including retention and severance payments that may be made to certain our employees and Kineta employees, filing fees, printing and mailing expenses and other related charges.

We will also incur integration costs in connection with the Kineta Merger. There are a large number of processes, policies, procedures, operations, technologies and systems that must be integrated in connection with the Kineta Merger and the integration of the two companies’ businesses.