Mary Reumuth - May 31, 2023 Form 4 Insider Report for Kala Pharmaceuticals, Inc. (KALA)

Role: CHIEF FINANCIAL OFFICER
Signature: /s/ Eric Trachtenberg, Attorney-in-Fact
Stock symbol: KALA
Transactions as of: May 31, 2023
Transactions value $: $0
Form type: 4
Date filed: 6/2/2023, 08:00 PM
Previous filing: Mar 15, 2023
Next filing: Jun 23, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	KALA	Common Stock	Award		+14.7K	+124.01%		26.6K	May 31, 2023	Direct	F1, F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	KALA	Stock Option (right to buy)	Disposed to Issuer		-1.84K	-100%		0	May 31, 2023	Common Stock	1.84K	$167.00	Direct	F1, F3, F4
transaction	KALA	Stock Option (right to buy)	Disposed to Issuer		-578	-100%		0	May 31, 2023	Common Stock	578	$750.00	Direct	F1, F3, F5
transaction	KALA	Stock Option (right to buy)	Disposed to Issuer		-1.4K	-100%		0	May 31, 2023	Common Stock	1.4K	$643.00	Direct	F1, F3, F6
transaction	KALA	Stock Option (right to buy)	Disposed to Issuer		-3K	-100%		0	May 31, 2023	Common Stock	3K	$259.50	Direct	F1, F3, F7
transaction	KALA	Stock Option (right to buy)	Disposed to Issuer		-2.4K	-100%		0	May 31, 2023	Common Stock	2.4K	$192.00	Direct	F1, F3, F8
transaction	KALA	Stock Option (right to buy)	Disposed to Issuer		-1.81K	-100%		0	May 31, 2023	Common Stock	1.81K	$343.00	Direct	F1, F3, F9
transaction	KALA	Stock Option (right to buy)	Disposed to Issuer		-3.06K	-100%		0	May 31, 2023	Common Stock	3.06K	$68.50	Direct	F1, F3, F10
transaction	KALA	Stock Option (right to buy)	Disposed to Issuer		-648	-100%		0	May 31, 2023	Common Stock	648	$68.50	Direct	F1, F3, F11

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	On May 31, 2023, the issuer canceled, pursuant to the issuer's option exchange program, all outstanding unexercised options granted to the reporting person. In exchange, the reporting person received (i) in the case of the canceled options that were fully vested, a grant of 11,313 restricted stock units (the "RSUs") that vest over two years, with 50% of such RSUs vesting on May 31, 2024 and 50% of such RSUs vesting on May 31, 2025 and (ii) in the case of the canceled options that were unvested, a grant of 3,423 RSUs that vest over three years, with 85% of such RSUs vesting on May 31, 2025 and 15% of such RSUs vesting on May 31, 2026, in each case, subject to the reporting person's continued service with the issuer. Each RSU represents a contingent right to receive one share of the issuer's common stock.
F2	Includes 24,412 unvested RSUs.
F3	The number of shares and exercise price reflect a 1-for-50 reverse stock split effected by the Issuer on October 20, 2022.
F4	The canceled option was granted on June 17, 2016 and provided for vesting over four years with 1/48th of the shares underlying the option vested on April 8, 2015 and an additional 1/48th of the shares vested at the end of each successive one-month period thereafter.
F5	The canceled option was granted on July 19, 2017 and provided for vesting over four years with 1/48th of the shares underlying the option vested on August 31, 2017 and an additional 1/48th of the shares vested at the end of each successive one-month period thereafter.
F6	The canceled option was granted on February 7, 2018 and provided for vesting with respect to 1/48th of the shares underlying the option at the end of each successive one-month period thereafter.
F7	The canceled option was granted on January 2, 2019 and provided for vesting with respect to 1/48th of the shares underlying the option at the end of each successive one-month period thereafter.
F8	The canceled option was granted on January 2, 2020 and provided for vesting with respect to 1/48th of the shares underlying the option at the end of each successive one-month period thereafter.
F9	The canceled option was granted on January 4, 2021 and provided for vesting with respect to 1/48th of the shares underlying the option at the end of each successive one-month period thereafter.
F10	The canceled option was granted on January 3, 2022 and provided for vesting with respect to 1/48th of the shares underlying the option at the end of each successive one-month period thereafter.
F11	The canceled option was granted on January 3, 2022 and provided for the purchase of up to 1,620 shares of common stock of the issuer based on the level of achievement of specified performance metrics relating to financial, operational and scientific matters, of which, prior to the option exchange program, options to purchase 432 shares had vested, options to purchase 864 shares had been forfeited and options to purchase up to 324 shares were unvested assuming maximum level of achievement (options to purchase 216 shares were unvested assuming target level of achievement). The vested portion of the option and the unvested portion of the option assuming target level of achievement were eligible for the issuer's option exchange program.