STOCK TITAN

CalciMedica (CALC) insider-affiliated fund buys 248,972 new shares at $0.8033

Filing Impact
(Moderate)
Filing Sentiment
(Positive)
Form Type
4

Rhea-AI Filing Summary

CalciMedica, Inc. reported that an investment fund affiliated with director and 10% owner Fred A. Middleton increased its stake. On June 25, 2026, Sanderling Venture Partners VI Co-Investment Fund, L.P. acquired 248,972 shares of common stock at $0.8033 per share. The shares were purchased directly from CalciMedica under a Securities Purchase Agreement dated June 23, 2026, which was approved by an independent committee of the board. Following this transaction, that fund holds 1,063,272 shares of CalciMedica common stock. Middleton also reports additional direct and indirect holdings, including 36,514 shares held directly and various positions through Sanderling and Golden Triangle entities, while disclaiming beneficial ownership beyond his pecuniary interest.

Positive

  • None.

Negative

  • None.

Insights

Director-affiliated fund buys additional CalciMedica shares from the company.

An investment fund associated with director and 10% owner Fred A. Middleton acquired 248,972 CalciMedica common shares at $0.8033 per share. The shares were issued by the company under a Securities Purchase Agreement approved by an independent board committee.

This looks like a company-level capital raise with insider participation rather than a secondary trade in the market. After the deal, the co-investment fund holds 1,063,272 shares, and Middleton reports other direct and indirect holdings while disclaiming beneficial ownership except for his pecuniary interest.

Insider Middleton Fred A
Role null
Bought 248,972 shs ($200K)
Type Security Shares Price Value
Purchase Common Stock 248,972 $0.8033 $200K
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 1,063,272 shares (Indirect, By Sanderling Venture Partners VI Co-Investment Fund, L.P.); Common Stock — 36,514 shares (Direct, null)
Footnotes (1)
  1. The securities were acquired from the Issuer pursuant to a Securities Purchase Agreement dated June 23, 2026, with a closing date of June 25, 2026. The Securities Purchase Agreement and the issuance of the securities thereunder was approved by an independent committee of the Issuer's Board of Directors. The Reporting Person, a director of Sanderling Ventures, may be deemed to beneficially own the securities of the Issuer held by Sanderling Venture Partners VI Co-Investment Fund, LP ("SVP VI Co-Investment, LP", together with Sanderling Venture Partners VI, LP., Sanderling VI Beteiligungs GmbH & Co. KG, Sanderling Ventures Management VI and Sanderling VI Limited Partnership (the "Sanderling VI Securities"). The Reporting Person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein. The Reporting Person, a director of Sanderling Ventures, may be deemed to beneficially own the Sanderling VI Securities. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein. The Reporting Person, a director of Sanderling Ventures, may be deemed to beneficially own the securities of the Issuer held by Sanderling Ventures VII, LP ("SVP VII, LP", together with Sanderling Ventures Management VII, Sanderling Ventures VII (Canada), L.P. and Sanderling Ventures VII Annex Fund, L.P., the "Sanderling VII Securities"). The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein. The Reporting Person, a director of Sanderling Ventures, may be deemed to beneficially own the Sanderling VII Securities. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein. The Reporting Person is a managing member of Golden Triangle Ventures LLC and may be deemed to beneficially own the securities of the Issuer held by Golden Triangle Ventures LLC. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
Shares purchased 248,972 shares Acquired on June 25, 2026 by Sanderling Venture Partners VI Co-Investment Fund, L.P.
Purchase price $0.8033 per share Price paid for CalciMedica common stock under Securities Purchase Agreement
Fund holdings after purchase 1,063,272 shares Total CalciMedica shares held by Sanderling Venture Partners VI Co-Investment Fund, L.P. after transaction
Direct holdings 36,514 shares CalciMedica common shares reported as held directly by Middleton
Golden Triangle Ventures LLC holdings 8,176 shares Indirect CalciMedica common stock reported via Golden Triangle Ventures LLC
Largest Sanderling VI position 946,744 shares CalciMedica common shares held by Sanderling Venture Partners VI, LP
Securities Purchase Agreement financial
"The securities were acquired from the Issuer pursuant to a Securities Purchase Agreement dated June 23, 2026"
A securities purchase agreement is a written contract between a buyer and a seller outlining the terms for buying or selling financial assets such as stocks or bonds. It specifies details like the price, quantity, and conditions of the transaction, similar to a shopping list with agreed-upon terms. For investors, it provides clarity and legal protection when transferring ownership of these financial instruments.
independent committee regulatory
"The Securities Purchase Agreement and the issuance of the securities thereunder was approved by an independent committee of the Issuer's Board"
An independent committee is a group of individuals within a company who are tasked with reviewing important decisions, such as mergers or acquisitions, without influence from the company's management or major shareholders. Their role is to provide impartial judgment, helping ensure that decisions are made fairly and in the best interest of all stakeholders. For investors, this adds a layer of objectivity and transparency to significant corporate actions.
beneficially own financial
"may be deemed to beneficially own the securities of the Issuer held by Sanderling Venture Partners VI Co-Investment Fund, LP"
Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.
beneficial ownership financial
"The Reporting Person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
pecuniary interest financial
"disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein"
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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a 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). See Instruction 10.
1. Name and Address of Reporting Person*
Middleton Fred A

(Last)(First)(Middle)
C/O CALCIMEDICA, INC.
505 COAST BLVD. S. #307

(Street)
LA JOLLA CALIFORNIA 92037

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
CalciMedica, Inc. [ CALC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/25/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock06/25/2026P(1)248,972A$0.80331,063,272IBy Sanderling Venture Partners VI Co-Investment Fund, L.P.(2)
Common Stock946,744IBy Sanderling Venture Partners VI, LP(3)
Common Stock22,479IBy Sanderling Ventures Management VI(3)
Common Stock7,456IBy Sanderling VI Beteligungs GmbH & Co KG(3)
Common Stock8,884IBy Sanderling VI Limited Partnership(3)
Common Stock435,148IBy Sanderling Ventures VII, L.P.(4)
Common Stock114,260IBy Sanderling Ventures VII (Canada), L.P.(5)
Common Stock27,609IBy Sanderling Ventures VII Annex Fund, L.P.(5)
Common Stock30,292IBy Sanderling Ventures Management VII(5)
Common Stock8,176IBy Golden Triangle Ventures, LLC(6)
Common Stock36,514D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. The securities were acquired from the Issuer pursuant to a Securities Purchase Agreement dated June 23, 2026, with a closing date of June 25, 2026. The Securities Purchase Agreement and the issuance of the securities thereunder was approved by an independent committee of the Issuer's Board of Directors.
2. The Reporting Person, a director of Sanderling Ventures, may be deemed to beneficially own the securities of the Issuer held by Sanderling Venture Partners VI Co-Investment Fund, LP ("SVP VI Co-Investment, LP", together with Sanderling Venture Partners VI, LP., Sanderling VI Beteiligungs GmbH & Co. KG, Sanderling Ventures Management VI and Sanderling VI Limited Partnership (the "Sanderling VI Securities"). The Reporting Person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein.
3. The Reporting Person, a director of Sanderling Ventures, may be deemed to beneficially own the Sanderling VI Securities. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
4. The Reporting Person, a director of Sanderling Ventures, may be deemed to beneficially own the securities of the Issuer held by Sanderling Ventures VII, LP ("SVP VII, LP", together with Sanderling Ventures Management VII, Sanderling Ventures VII (Canada), L.P. and Sanderling Ventures VII Annex Fund, L.P., the "Sanderling VII Securities"). The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
5. The Reporting Person, a director of Sanderling Ventures, may be deemed to beneficially own the Sanderling VII Securities. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
6. The Reporting Person is a managing member of Golden Triangle Ventures LLC and may be deemed to beneficially own the securities of the Issuer held by Golden Triangle Ventures LLC. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
/s/ John Dunn, Attorney-in-Fact06/29/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did CalciMedica (CALC) disclose for Fred A. Middleton?

CalciMedica disclosed that an investment fund associated with director and 10% owner Fred A. Middleton acquired 248,972 common shares at $0.8033 per share. The shares were purchased from the company under a Securities Purchase Agreement approved by an independent board committee.

How many CalciMedica shares did the Sanderling co-investment fund hold after this Form 4?

After the reported transaction, Sanderling Venture Partners VI Co-Investment Fund, L.P. held 1,063,272 CalciMedica common shares. This reflects the addition of 248,972 shares acquired at $0.8033 each under a Securities Purchase Agreement with the company dated June 23, 2026.

Was the CalciMedica insider share purchase an open-market trade or from the issuer?

The 248,972 CalciMedica shares were acquired directly from the issuer, not in the open market. They were issued under a Securities Purchase Agreement dated June 23, 2026, with a closing on June 25, 2026, and approved by an independent board committee.

Does Fred A. Middleton report other CalciMedica holdings besides the co-investment fund position?

Yes. Middleton reports 36,514 shares held directly and additional indirect positions through multiple Sanderling and Golden Triangle entities. He may be deemed to beneficially own these securities but expressly disclaims beneficial ownership except to the extent of his pecuniary interest in each entity.