Yea Christopher 4
4 · KalVista Pharmaceuticals, Inc. · Filed Jun 11, 2026
Research Summary
AI-generated summary of this filing
KalVista (KALV) CDO Christopher Yea Sells 640,088 Shares
What Happened Christopher Yea, Chief Development Officer of KalVista Pharmaceuticals (KALV), reported dispositions on 2026-06-11 totaling 640,088 shares. These disposals include 229,918 shares of common stock and multiple derivative awards (stock options and RSUs) that were converted and paid out in connection with KalVista’s merger with Chiesi Farmaceutici. Per the merger terms, the cash Merger Consideration was $27.00 per share, so the aggregate cash consideration is approximately $17,282,376 before any applicable tax withholding (see footnotes F1, F3, F7).
Key Details
- Transaction date: 2026-06-11 (reported same day).
- Total shares/derivative units disposed: 640,088.
- Merger cash price: $27.00 per share (Merger Consideration) — gross proceeds ≈ $17.28M, subject to tax withholding (F1, F7).
- Breakdown: 229,918 common shares + 410,170 shares equivalent from cancelled/converted options and RSUs (listed as derivative dispositions).
- Options: fully vested options that had exercise prices below $27 were cancelled and converted to cash per merger formula; options with exercise prices ≥ $27 were cancelled for no consideration (F2, F3).
- RSUs: outstanding RSUs were accelerated/converted into cash equal to $27.00 × number of shares subject to the RSUs (F5, F7).
- Filing timeliness: transaction and filing dated 2026-06-11 (no late filing flag provided).
- Shares owned after the transaction: not stated in the provided filing excerpt.
Context
- This was not an open-market sale but a cash-out under the company’s merger agreement — common when a company is acquired. The derivative entries reflect cancellation/conversion of options and RSUs into cash rather than a market sale of newly issued shares.
- Such merger-driven dispositions are routine and reflect contract terms (not necessarily a personal trading decision). As always, use insider sales as one data point among broader fundamentals and merger terms.
Insider Transaction Report
- Disposition to Issuer
Common Stock
[F1]2026-06-11−229,918→ 0 total - Disposition to Issuer
Stock Option (Right to Buy)
[F1][F3][F2]2026-06-11−53,500→ 0 totalExercise: $8.21Exp: 2028-06-03→ Common Stock (53,500 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
[F1][F3][F2]2026-06-11−52,600→ 0 totalExercise: $16.08Exp: 2028-09-17→ Common Stock (52,600 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
[F1][F3][F2]2026-06-11−27,900→ 0 totalExercise: $24.23Exp: 2029-05-14→ Common Stock (27,900 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
[F1][F3][F2]2026-06-11−60,000→ 0 totalExercise: $25.95Exp: 2031-05-25→ Common Stock (60,000 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
[F1][F3][F2]2026-06-11−31,000→ 0 totalExercise: $24.23Exp: 2029-05-15→ Common Stock (31,000 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
[F1][F3][F2]2026-06-11−20,000→ 0 totalExercise: $10.20Exp: 2030-06-16→ Common Stock (20,000 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
[F1][F3][F4]2026-06-11−18,920→ 0 totalExercise: $9.28Exp: 2032-05-16→ Common Stock (18,920 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
[F1][F3][F2]2026-06-11−80,000→ 0 totalExercise: $10.20Exp: 2030-06-16→ Common Stock (80,000 underlying) - Disposition to Issuer
Restricted Stock Unit
[F5][F1][F7][F6]2026-06-11−25,000→ 0 total→ Common Stock (25,000 underlying) - Disposition to Issuer
Restricted Stock Unit
[F5][F1][F7][F8]2026-06-11−41,250→ 0 total→ Common Stock (41,250 underlying)
Footnotes (8)
- [F1]The securities were disposed of pursuant to the Agreement and Plan of Merger, dated as of April 29, 2026 (the "Merger Agreement"), by and among KalVista Pharmaceuticals, Inc., a Delaware corporation (the "Issuer" or the "Company"), Chiesi Farmaceutici S.p.A., an Italian societa per azioni ("Parent"), and Skyline Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of the Parent ("Merger Sub"). Pursuant to the Merger Agreement, Merger Sub completed a cash tender offer to acquire all of the issued and outstanding shares of common stock of the Issuer, par value $0.001 per share (the "Company Common Stock"), for a price per share of $27.00 (the "Merger Consideration"), without interest, less any applicable tax withholding. Effective as of June 11, 2026, Merger Sub merged with and into the Company with the Company surviving the Merger as a wholly owned subsidiary of the Parent (the "Merger").
- [F2]The option is fully vested.
- [F3]Pursuant to the terms of the Merger Agreement, each option to purchase shares of Company Common Stock ("Company Option") that was outstanding and unexercised immediately prior to the effective time of the Merger (the "Effective Time") and had a per share exercise price that was less than the Merger Consideration became fully vested, was cancelled and converted into the right of the holder thereof to receive a cash payment (without interest) equal to the product of (A) the excess of (x) the Merger Consideration over (y) the per share exercise price of such Company Option, multiplied by (B) the total number of shares of Company Common Stock subject to such Company Option immediately prior to the Effective Time. Each Company Option that was outstanding and unexercised immediately prior to the Effective Time and had a per share exercise price that is equal to or greater than the Merger Consideration was automatically cancelled for no consideration payable in respect thereof.
- [F4]The option vests over a 4 year period: 1/48th on June 17, 2022, after which 1/48th of the total shares vest monthly, subject to continued service through each vesting date.
- [F5]Each restricted stock unit ("RSU") represents a contingent right to receive 1 share of the Issuer's Common Stock upon settlement for no consideration.
- [F6]1/16th of the total restricted stock units subject to the Award shall vest on each quarterly anniversary of the Vesting Commencement Date commencing on August 22, 2024, subject to continued service through each vesting date.
- [F7]Pursuant to the terms of the Merger Agreement, each share of Company Common Stock subject to issuance pursuant to outstanding restricted stock units (each, a "Company RSU Award"), that was outstanding immediately prior to the Effective Time, became fully vested, and was cancelled and converted into the right of the holder thereof to receive a cash payment (without interest) equal to the product of (A) the Merger Consideration multiplied by (B) the number of shares of Company Common Stock subject to such Company RSU immediately prior to the Effective Time.
- [F8]1/16th of the total restricted stock units subject to the Award shall vest on each quarterly anniversary of the Vesting Commencement Date commencing on May 21, 2025, subject to continued service through each vesting date.