Samir Chandrakant Patel - 18 Mar 2025 Form 4 Insider Report for Kalaris Therapeutics, Inc. (KLRS)

Reporting relationship: Director
Issuer ticker: KLRS
Reported as of: 18 Mar 2025
Net transaction value: $0
SEC form: 4
Accepted by SEC: 18 Mar 2025, 17:44:51 UTC
Next SEC filing: 11 Apr 2025
Source filing: View source filing
Reporting owner signature: /s/ Andrew Oxtoby, Attorney-in-Fact

Key filing fact

Samir Chandrakant Patel filed Form 4 for Kalaris Therapeutics, Inc. (KLRS) on 18 Mar 2025.

Key facts

This page summarizes Samir Chandrakant Patel's Form 4 filing for Kalaris Therapeutics, Inc. (KLRS).
3 reported transactions and 1 derivative row are listed below.
Accepted by SEC: 18 Mar 2025, 17:44.

Change

No earlier filing in this sequence is available for direct comparison.
Current net transaction value: $0.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

KLRS transaction

Common Stock

Award

Transaction value
Shares: +252,000
Change %
Price
Shares after: 252,000
Date: 18 Mar 2025
Ownership: Direct
Footnotes: F1, F2

KLRS transaction

Common Stock

Award

Transaction value
Shares: +100,800
Change %
Price
Shares after: 100,800
Date: 18 Mar 2025
Ownership: See footnote
Footnotes: F1, F2, F3

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

KLRS transaction Derivative

Stock Option (right to buy)

Award

Transaction value
Shares: +105,913
Change %
Price
Shares after: 105,913
Date: 18 Mar 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 105,913
Exercise price: $0.8500
Footnotes: F2, F4, F5

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 5 footnotes

Footnote F1

Shares issued upon closing of the transactions contemplated by the Agreement and Plan of Merger, dated as of November 7, 2024 (the "Merger Agreement"), by and among the Issuer, Aurora Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of the Issuer, and Kalaris Tx, Inc. (previously named Kalaris Therapeutics, Inc.), a Delaware corporation ("KTx"), in exchange for outstanding shares of KTx pursuant to the terms and conditions of the Merger Agreement (such, transaction, the "Merger").

Footnote F2

Pursuant to the terms of the Merger Agreement, as of the effective time of the Merger, each share of KTx common stock was converted into and became exchangeable for the right to receive 0.2016 shares of common stock of the Issuer (the "Exchange Ratio") and each outstanding option to purchase shares of KTx common stock, whether or not vested, was converted into an option to acquire shares of common stock of the Issuer, with necessary adjustments to the number of shares and exercise price to reflect the Exchange Ratio, on the same terms and conditions as were applicable immediately prior to the effective time of the Merger.

Footnote F3

These securities are held directly by S&S New Hampshire Trust (the "S&S Shares") for the benefit of the reporting person's children. The reporting person may be deemed to have beneficial ownership over the S&S Shares. The reporting person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.

Footnote F4

Stock option assumed in connection with the closing of the Merger, in exchange for an outstanding option to purchase shares of KTx pursuant to the terms and conditions of the Merger Agreement.

Footnote F5

This option vests over four years beginning on the vesting commencement date of October 1, 2023, with 1/48th the shares underlying the option vesting at the end of each successive one-month period thereafter.