Duker Jay S. 4

What Happened

• Jay S. Duker, President, CEO and Director of EyePoint, transferred shares and stock options to the Duker Family 2024 Irrevocable Trust on March 23, 2026. The filing reports transfers of 76,766 common shares at $13.11 each (value reported $1,006,402) and transfers of option positions valued at $459,375 (52,500 @ $8.75) and $933,075 (97,500 @ $9.57). In exchange he received a promissory note with a principal amount of $2,398,220.93, the stated fair market value of the securities transferred. The filing treats these as related‑party transfers (transaction code J) rather than open‑market sales, and the reporting person disclaims beneficial ownership of the securities held in the trust.

Key Details

• Transaction date: March 23, 2026; Form 4 filed March 24, 2026 (timely).
• Items transferred and reported values:
  • 76,766 shares @ $13.11 = $1,006,402
  • 52,500 options (strike/series noted at $8.75) valued at $459,375 (derivative)
  • 97,500 options (strike/series noted at $9.57) valued at $933,075 (derivative)
  • Total promissory note: $2,398,220.93 (per footnote)
• Footnotes:
  • Fair market value for shares used the average of the high and low trading price on the date; options valued via Black‑Scholes.
  • Securities in the Family Trust are for the benefit of the reporting person’s children; spouse is trustee; reporting person disclaims beneficial ownership.
  • Portions of the options sold to the trust were fully vested at sale; remaining retained options continue vesting monthly through Jan 5, 2028.
• Shares owned after the transaction are not specified in the provided excerpt of the filing.

Context

• This is a related‑party transfer (family trust) and appears to be estate/financial planning rather than a market sale—such transfers do not necessarily indicate the insider’s view on company prospects. The filing discloses derivative (option) transfers and vesting details; no cashless exercise or open‑market sale was reported.