John A. Borgeson - Jun 11, 2024 Form 4 Insider Report for Kodiak Sciences Inc. (KOD)

Signature
/s/ David Peinsipp, Attorney-in-Fact for John A. Borgeson
Stock symbol
KOD
Transactions as of
Jun 11, 2024
Transactions value $
-$4,549
Form type
4
Date filed
6/13/2024, 04:39 PM
Previous filing
Jun 27, 2023
Next filing
Jun 18, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction KOD Common Stock Options Exercise +3.03K +1.7% 181K Jun 11, 2024 Direct F1
transaction KOD Common Stock Sale -$4.55K -1.56K -0.86% $2.92 180K Jun 12, 2024 Direct 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 KOD Restricted Stock Units Options Exercise $0 -3.03K -100% $0.00* 0 Jun 11, 2024 Common Stock 3.03K Direct F1, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 Each restricted stock unit ("RSU") represents a contingent right to receive one (1) share of the Issuer's common stock.
F2 The sale reported on this Form 4 represents shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of the RSUs on June 11, 2024. The sale satisfies the tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary trade by the Reporting Person. The sale is intended to comply with the requirements of Rule 10b5-1(c)(1) under the Exchange Act and be interpreted to meet the requirements of Rule 10b5-1(c).
F3 One-fourth (1/4th) of the RSUs vested on June 11, 2021, upon the achievement of certain performance criteria ("Performance Achievement Date"); thereafter, the RSUs vested in three equal annual installments on each of the first, second, and third anniversaries of the Performance Achievement Date, subject, in each case, to the Reporting Person's status as a Service Provider (as defined in the 2018 Equity Incentive Plan) on each vesting date.

Remarks:

Executive Vice President and Chief Financial Officer