Palleiko Benjamin L 4

What Happened

• Benjamin L. Palleiko, CEO of KalVista Pharmaceuticals (KALV), had 23,250 restricted stock units (RSUs) settle into 23,250 shares on May 21, 2026 (received for no cash). Following the settlement, he sold 10,926 of those shares in an open-market "sell to cover" transaction on May 22, 2026 at $26.78 per share, generating proceeds of $292,646. The RSU settlement is reported as a derivative conversion (no cash paid for the shares).

Key Details

• Transaction dates: RSU settlement/exercise (conversion) on 2026-05-21; sale on 2026-05-22.
• Sale price: $26.78 per share; sale proceeds reported $292,646 for 10,926 shares.
• Acquisition price for settled RSUs: $0.00 (shares issued upon RSU settlement).
• Reason for sale: Footnote states the sale was a "sell to cover" to satisfy tax withholding obligations and not a discretionary sale by the reporting person.
• Vesting schedule: Footnote indicates 1/16th of the total RSUs vest each quarterly anniversary starting May 21, 2025, subject to continued service.
• Shares owned after transaction: Not specified in this filing.
• Filing timeliness: Form 4 filed May 26, 2026 for transactions dated May 21–22, 2026 (filed 5 days after the primary transaction date, beyond the typical 2-business-day window).

Context

• This was an RSU settlement with a partial sale to cover taxes (common practice). The underlying RSUs converted to common shares (derivative conversion), and only a portion of the newly received shares were sold to meet withholding; the remainder were retained. Such sell-to-cover transactions are routine and driven by tax obligations rather than an explicit market-timing decision.