Sensenig Bethany 4
4 · KalVista Pharmaceuticals, Inc. · Filed Jun 11, 2026
Research Summary
AI-generated summary of this filing
KalVista (KALV) Director Bethany Sensenig Disposes 45,000 Shares in Merger
What Happened
- Bethany Sensenig, a director of KalVista Pharmaceuticals, recorded a disposition of 45,000 derivative shares on June 11, 2026. The disposition was made pursuant to the Agreement and Plan of Merger by which Chiesi’s subsidiary acquired KalVista. The merger consideration for KalVista common stock was $27.00 per share. The filing shows the transaction as a disposition to the issuer (derivative), consistent with merger-related cash-out/cancellation of awards or options.
Key Details
- Transaction date: 2026-06-11; transaction code: D (Disposition to issuer).
- Shares disposed: 45,000 (reported as derivative securities). Price shown as N/A on the Form 4; merger consideration for common stock was $27.00 per share.
- Implied cash value for common shares at $27.00 would be $1,215,000 (45,000 × $27.00); if these were options, final cash paid depends on each option’s exercise price per the merger terms.
- Footnotes: F1 describes the Merger Agreement and $27.00 per-share cash tender/merger. F2 notes a 3-year vesting schedule for an option (1/36th vests Nov 1, 2025, then monthly). F3 explains outstanding options with exercise price below $27 were fully vested, cancelled and converted into a cash payment equal to (Merger Consideration − exercise price) × number of option shares; options with exercise price ≥ $27 were cancelled for no consideration.
- Shares owned after transaction: not specified in the filing.
- Filing timeliness: report period and filing date are both 2026-06-11 (timely).
Context
- This disposition was driven by the corporate merger (cash-out/cancellation of equity and/or options), not an open-market sale. For option holders, the merger converted in-the-money options into cash payments based on the spread to $27.00; out-of-the-money options were cancelled without payment. Merger-related dispositions are transactional and do not necessarily indicate the insider’s personal trading view.
Insider Transaction Report
Form 4Exit
Sensenig Bethany
Director
Transactions
- Disposition to Issuer
Stock Option (Right to Buy)
[F1][F3][F2]2026-06-11−45,000→ 0 totalExercise: $12.05Exp: 2035-09-30→ Common Stock (45,000 underlying)
Footnotes (3)
- [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 vests over a 3 year period: 1/36th vests on November 1, 2025, after which 1/36th of the total shares vest monthly, subject to reporting person's continued service through each vesting date.
- [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.
Signature
/s/ Benjamin L. Palleiko, Attorney-in-Fact|2026-06-11