Pagan Douglas W. 4

What Happened

• Douglas W. Pagan, Chief Financial Officer of Kailera Therapeutics (KLRA), was granted two derivative awards on April 16, 2026: 100,000 shares each (200,000 total) with a $0.00 exercise price. The filing shows these as awards/grants (derivative securities); Pagan did not pay cash at grant.

Key Details

• Transaction date: April 16, 2026; Filing date: April 20, 2026 (see note on timeliness below).
• Awards: Two grants of 100,000 underlying shares each (200,000 total); exercise price reported as $0.00.
• Shares owned after transaction: Not specified in the excerpt provided; see the full Form 4 for total beneficial ownership.
• Vesting footnotes:
  • F1 (time-based): 25% vests on April 16, 2027, then the remainder vests in 36 substantially equal monthly installments, subject to continued service.
  • F2 (performance-based): Awards vest in full if the average closing price on Nasdaq over any 30 consecutive days between Oct 16, 2026 and Apr 16, 2030 (or in a qualifying change-in-control during that period) equals or exceeds $40, subject to continued service.
• Filing timeliness: The Form 4 was filed four days after the transaction date. Form 4s are generally required within two business days of a reportable transaction; investors may want to review the full filing for any late-filing disclosure.

Context

• These are compensation grants (options that "become exercisable" per the footnotes) rather than open-market purchases or sales, so they reflect standard executive compensation rather than a direct buy/sell market signal. Vesting depends on continued employment and a material performance hurdle ($40 average over 30 days or certain change-in-control conditions), meaning the awards may not vest for some time or at all if targets aren’t met.