STOCK TITAN

CalciMedica (NASDAQ: CALC) grants FDA-linked warrants capped at 19.99% stake

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

CalciMedica, Inc. (CALC) reported that director Robert N. Wilson received derivative awards on August 19, 2026. He was granted two warrants for 1,182,621 shares each of common stock, with exercise prices of $0.8033 and $1.00 per share, acquired under a Securities Purchase Agreement approved by an independent board committee. These warrants are exercisable starting August 19, 2026, subject to a 19.99% beneficial ownership limitation and specified expiration dates tied to December 25, 2027 or 30 days after public disclosure of FDA clearance of CM5480, and June 25, 2031, respectively. Wilson also received a stock option for 10,000 shares at an exercise price of $0.6131 per share, vesting in 12 equal monthly installments over one year and in any event fully vesting by the 2027 annual meeting of stockholders.

Positive

  • None.

Negative

  • None.
Insider WILSON ROBERT N
Role Director
Type Security Shares Price Value
Grant/Award Warrant F1, F2 1,182,621 $0.00 $0.00
Grant/Award Warrant F1, F3 1,182,621 $0.00 $0.00
Grant/Award Director Stock Option (Right to Buy) F4 10,000 $0.00 $0.00
Holdings After Transaction: Warrant — 2,365,242 shares (Direct); Director Stock Option (Right to Buy) — 10,000 shares (Direct)
Footnotes (4)
  1. F1. 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. F2. The warrant may be exercised on or after August 19, 2026, and on or prior to the earlier of (i) December 25, 2027 and (ii) thirty (30) days following the Issuer's public disclosure of the clearance of its Investigational New Drug Application by the U.S. Food and Drug Administration for CM5480; provided, however, that the warrant may not be exercised if the aggregate number of shares of Common Stock beneficially owned by the holder thereof immediately following such exercise would exceed a specified beneficial ownership limitation, not to exceed 19.99%.
  3. F3. The warrant may be exercised on or after August 19, 2026, and on or prior to June 25, 2031; provided, however, that the warrant may not be exercised if the aggregate number of shares of Common Stock beneficially owned by the holder thereof immediately following such exercise would exceed a specified beneficial ownership limitation, not to exceed 19.99%.
  4. F4. 1/12th of the shares subject to the option vest in equal monthly installments over a one year period following the date of grant, provided that the option will in any case be fully vested on the date of the 2027 annual meeting of stockholders of CalciMedica, Inc.
Warrant shares (first warrant) 1,182,621 shares Warrant for common stock at $0.8033 exercise price
Warrant exercise price (first warrant) $0.8033 per share Conversion or exercise price for 1,182,621-share warrant
Warrant shares (second warrant) 1,182,621 shares Warrant for common stock at $1.0000 exercise price
Warrant exercise price (second warrant) $1.0000 per share Conversion or exercise price for 1,182,621-share warrant
Director stock option shares 10,000 shares Director stock option (right to buy) granted August 19, 2026
Director stock option exercise price $0.6131 per share Conversion or exercise price of director stock option
Beneficial ownership limitation 19.99% Maximum beneficial ownership allowed immediately after warrant exercise
Director option post-transaction holdings 10,000 derivative securities Total director stock options held after the reported transaction
Securities Purchase Agreement financial
"The securities were acquired from the Issuer pursuant to a Securities Purchase Agreement"
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.
Investigational New Drug Application medical
"clearance of its Investigational New Drug Application by the U.S. Food and Drug Administration"
An investigational new drug application is a formal request made to regulatory authorities to begin testing a new medication in humans. It is a critical step in the drug development process, as approval indicates the drug has passed initial safety checks and can be studied further. For investors, this signals that a potential new treatment is progressing through its early testing stages, which can impact the company's future growth prospects.
beneficial ownership limitation financial
"would exceed a specified beneficial ownership limitation, not to exceed 19.99%"
A beneficial ownership limitation is a rule that caps the percentage of a company’s shares an investor can be treated as owning or controlling for voting, regulatory or tax purposes. It matters to investors because it can restrict how many shares a person or group can buy or vote, affect takeover chances, and influence share liquidity and value — like a speed limit that prevents any single driver from taking over the whole road.
director stock option financial
"Director Stock Option (Right to Buy)"
independent committee regulatory
"was approved by an independent committee of the Issuer's Board of Directors"
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.

FAQ

What derivative awards did CalciMedica (CALC) grant to director Robert N. Wilson on August 19, 2026?

On August 19, 2026, Robert N. Wilson received two warrants for 1,182,621 shares each and a stock option for 10,000 shares of CalciMedica common stock, all reported as grants or other acquisitions.

What are the exercise prices of the new CalciMedica (CALC) warrants and option granted to Robert N. Wilson?

The new CalciMedica awards include warrants with exercise prices of $0.8033 and $1.00 per share, and a director stock option with an exercise price of $0.6131 per share, all for shares of common stock.

When can the new CalciMedica (CALC) warrants granted to Robert N. Wilson be exercised and when do they expire?

Both warrants are exercisable on or after August 19, 2026. One expires on the earlier of December 25, 2027 or 30 days after public disclosure of FDA clearance of CM5480; the other expires on June 25, 2031.

What is the beneficial ownership limitation on Robert N. Wilson’s CalciMedica (CALC) warrants?

Each warrant includes a beneficial ownership limitation under which it cannot be exercised if, immediately after exercise, the holder’s beneficial ownership of CalciMedica common stock would exceed a specified limit not to exceed 19.99%.

How do the new CalciMedica (CALC) director stock options granted to Robert N. Wilson vest?

The 10,000-share director stock option vests as to 1/12 of the shares in equal monthly installments over one year following the grant date and will in any case be fully vested on the date of CalciMedica’s 2027 annual meeting of stockholders.

How were the CalciMedica (CALC) warrants acquired by Robert N. Wilson approved?

The warrants were acquired from CalciMedica under a Securities Purchase Agreement dated June 23, 2026, with a June 25, 2026 closing. The agreement and the issuance of the securities were approved by an independent committee of CalciMedica’s Board of Directors.

AI-generated analysis. How Rhea-AI works. Not financial advice.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
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*
WILSON ROBERT N

(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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/19/2026
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
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
Warrant$0.803308/19/2026A(1)1,182,62108/19/2026(2)12/25/2027(2)Common Stock1,182,621$01,182,621D
Warrant$108/19/2026A(1)1,182,62108/19/2026(3)06/25/2031(3)Common Stock1,182,621$01,182,621D
Director Stock Option (Right to Buy)$0.613108/19/2026A10,000 (4)08/18/2036Common Stock10,000$010,000D
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 warrant may be exercised on or after August 19, 2026, and on or prior to the earlier of (i) December 25, 2027 and (ii) thirty (30) days following the Issuer's public disclosure of the clearance of its Investigational New Drug Application by the U.S. Food and Drug Administration for CM5480; provided, however, that the warrant may not be exercised if the aggregate number of shares of Common Stock beneficially owned by the holder thereof immediately following such exercise would exceed a specified beneficial ownership limitation, not to exceed 19.99%.
3. The warrant may be exercised on or after August 19, 2026, and on or prior to June 25, 2031; provided, however, that the warrant may not be exercised if the aggregate number of shares of Common Stock beneficially owned by the holder thereof immediately following such exercise would exceed a specified beneficial ownership limitation, not to exceed 19.99%.
4. 1/12th of the shares subject to the option vest in equal monthly installments over a one year period following the date of grant, provided that the option will in any case be fully vested on the date of the 2027 annual meeting of stockholders of CalciMedica, Inc.
/s/ John Dunn, Attorney-in-Fact08/21/2026
** 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)