4//SEC Filing
Kharabi Darius 4
Accession 0001415889-23-009138
CIK 0001479419other
Filed
Jun 1, 8:00 PM ET
Accepted
Jun 2, 8:00 PM ET
Size
15.5 KB
Accession
0001415889-23-009138
Insider Transaction Report
Form 4
Kharabi Darius
CHIEF BUSINESS OFFICER
Transactions
- Other
Common Stock
2022-02-15−9→ 15,430 total - Disposition to Issuer
Stock Option (right to buy)
2023-05-31−648→ 0 totalExercise: $68.50Exp: 2032-01-03→ Common Stock (648 underlying) - Disposition to Issuer
Stock Option (right to buy)
2023-05-31−2,000→ 0 totalExercise: $105.00Exp: 2031-11-14→ Common Stock (2,000 underlying) - Award
Common Stock
2023-05-31+2,648→ 25,055 total - Award
Common Stock
2023-03-10+6,977→ 22,407 total
Footnotes (8)
- [F1]On November 15, 2021, the Issuer acquired Combangio, Inc. (the "Acquisition"). The disposition represented shares previously reported as acquired in the Acquisition that were forfeited in satisfaction of payment obligations of the former Combangio equityholders pursuant to the merger agreement. This transaction is being reported late due to an inadvertent administrative error.
- [F2]Includes 9,525 unvested RSUs.
- [F3]The purchase price in connection with the Acquisition included potential future payments that are contingent upon the achievement of specified development, regulatory and commercialization milestones. On March 10, 2023, the issuer issued 6,977 shares of the Issuer's common stock to the reporting person following achievement of a milestone related to dosing of the first patient in the Issuer's CHASE Phase 2b clinical trial of KPI-012 for PCED in the United States in February 2023. This transaction is being reported late due to an inadvertent administrative error.
- [F4]On May 31, 2023, the issuer canceled, pursuant to the issuer's option exchange program, all outstanding unexercised options granted to the reporting person. In exchange, the reporting person received (i) in the case of the canceled options that were fully vested, a grant of 1,182 restricted stock units (the "RSUs") that vest over two years, with 50% of such RSUs vesting on May 31, 2024 and 50% of such RSUs vesting on May 31, 2025 and (ii) in the case of the canceled options that were unvested, a grant of 1,466 RSUs that vest over three years, with 83% of such RSUs vesting on May 31, 2025 and 17% of such RSUs vesting on May 31, 2026, in each case, subject to the reporting person's continued service with the issuer. Each RSU represents a contingent right to receive one share of the issuer's common stock.
- [F5]Includes 12,173 unvested RSUs.
- [F6]The number of shares and exercise price reflect a 1-for-50 reverse stock split effected by the Issuer on October 20, 2022.
- [F7]The cancelled option was granted on November 15, 2021 and provided for vesting over four years beginning on the vesting commencement date of November 15, 2021, with 25% of the shares underlying the option vested on November 15, 2022, and an additional 1/48th of the shares underlying the option vesting at the end of each successive one-month period thereafter.
- [F8]The canceled option was granted on January 3, 2022 and provided for the purchase of up to 1,620 shares of common stock of the issuer based on the level of achievement of specified performance metrics relating to financial, operational and scientific matters, of which, prior to the option exchange program, options to purchase 432 shares had vested, options to purchase 864 shares had been forfeited and options to purchase up to 324 shares were unvested assuming maximum level of achievement (options to purchase 216 shares were unvested assuming target level of achievement). The vested portion of the option and the unvested portion of the option assuming target level of achievement were eligible for the issuer's option exchange program.
Documents
Issuer
Kala Pharmaceuticals, Inc.
CIK 0001479419
Entity typeother
Related Parties
1- filerCIK 0001893729
Filing Metadata
- Form type
- 4
- Filed
- Jun 1, 8:00 PM ET
- Accepted
- Jun 2, 8:00 PM ET
- Size
- 15.5 KB