Kaplan Andrew T. 4
4 · Kailera Therapeutics, Inc. · Filed Apr 20, 2026
Research Summary
AI-generated summary of this filing
Kailera (KLRA) 10% Owner Andrew Kaplan Buys $134M Stock
What Happened
Andrew T. Kaplan, a reported 10% owner of Kailera Therapeutics (KLRA), made a large open‑market purchase and converted preferred/derivative securities into common stock. On April 20, 2026 he purchased 8,398,438 shares at $16.00 per share for a total cash outlay of $134,375,008. The filing also records conversion of 17,857,143 shares of a derivative (Series B Preferred) into common stock and a prior grant/award of 38,300 shares (derivative) reported April 16, 2026. Net acquisitions reported equal roughly 26,293,881 common shares (conversion + purchase + award).
Key Details
- Transaction dates: grant/award on 2026-04-16; conversions and open‑market purchase on 2026-04-20. Filing date: 2026-04-20.
- Purchase: 8,398,438 shares at $16.00 each = $134,375,008 total. (Transaction code P = purchase.)
- Conversions: 17,857,143 derivative shares converted into common stock (reported as both acquired common and disposed derivative). (Transaction code C = conversion of derivative.)
- Award: 38,300 derivative shares granted on 2026-04-16 (Transaction code A = award/grant). Per footnote, options/awards vest 100% on April 16, 2027.
- Beneficial ownership notes: some securities are held by BCPE Perseus Investor, LP; Mr. Kaplan is a partner at Bain Capital Investors and may be deemed to share voting/dispositive power over BCPE Perseus holdings but disclaims beneficial ownership except for his pecuniary interest (see footnotes).
- Filing timeliness: report filed on 2026-04-20 and covers activity on 4/16 and 4/20 (no explicit late-filing flag shown in the filing summary provided).
Context
The headline item is the ~$134.4M open‑market purchase, a significant insider buy. The conversion entries reflect preferred stock conversion into common shares (a non‑cash corporate event) rather than a market trade. As a reported 10% owner and Bain Capital partner, Kaplan’s purchases may reflect institutional allocation decisions; the filing notes he may share voting power over related LP holdings but disclaims direct beneficial ownership beyond his pecuniary interest.
Insider Transaction Report
- Conversion
Common Stock
[F1][F3][F4]2026-04-20+17,857,143→ 17,857,143 total(indirect: See footnotes) - Purchase
Common Stock
[F3][F4]2026-04-20$16.00/sh+8,398,438$134,375,008→ 26,255,581 total(indirect: See footnotes) - Conversion
Series B Preferred Stock
[F1][F3][F4]2026-04-20−17,857,143→ 0 total(indirect: See footnotes)→ Common Stock (17,857,143 underlying) - Award
Stock Option (right to buy)
[F2]2026-04-16+38,300→ 38,300 totalExercise: $16.00Exp: 2036-04-16→ Common Stock (38,300 underlying)
Footnotes (4)
- [F1]Each share of the Issuer's Series B Preferred Stock automatically converted into shares of the Issuer's Common Stock on a 1:1 basis upon the closing of the Issuer's initial public offering. These securities had no expiration date.
- [F2]The options vest and become exercisable as to 100% of the underlying shares on April 16, 2027, subject to Mr. Kaplan's continued service through each such vesting date.
- [F3]Represents securities held directly by BCPE Perseus Investor, LP ("BCPE Perseus").
- [F4]Mr. Kaplan is a Partner of Bain Capital Investors, LLC ("BCI"). BCI is the ultimate general partner of BCPE Perseus. As a result, Mr. Kaplan may be deemed to share voting and dispositive power with respect to the securities held by BCPE Perseus. Mr. Kaplan disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.