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Glaukos CEO RSU Vesting Confirmed; Insider Disposition at $83.47

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Thomas W. Burns, Chairman & CEO of Glaukos Corporation (GKOS), reported Form 4 transactions. The filing shows vesting and delivery of restricted stock units after the board committee determined two operational performance targets were achieved. On 09/18/2025, 15,417 shares underlying a 2021 performance RSU award were deemed earned (50% to vest on 09/23/2025; remaining 50% in June 2026). A sale of 1,098 shares occurred on 09/19/2025 at $83.47 per share. The report lists substantial indirect holdings through several family and trust vehicles totaling 1,452,039 shares across named trusts and RSUs that remain unvested.

Positive

  • Performance targets were met, leading to vesting of RSUs from the March 18, 2021 award as certified by the Compensation, Nominating & Governance Committee
  • Substantial ownership alignment remains: multiple trusts and large RSU balances are reported, indicating continued insider stake in GKOS

Negative

  • Insider sale of 1,098 shares on 09/19/2025 at $83.47 (disposition reported)
  • Potential future dilution from unvested RSUs (notably 97,330 and 95,246 RSUs referenced) that may convert to shares upon vesting

Insights

TL;DR: Committee-certified operational targets triggered RSU vesting; a small disposition followed—routine executive compensation activity.

The Compensation Committee's determination that two operational targets were met is material to executive pay realization and signals achievement of pre-set performance milestones tied to the 2021 award. The immediate delivery schedule (half on 09/23/2025, half in June 2026) is consistent with multi-year performance vesting. The reported sale of 1,098 shares at $83.47 appears to be a tax withholding or routine disposition linked to vesting. Holdings reported via multiple trusts indicate centralized family ownership and estate planning rather than operational control changes.

TL;DR: Insider realized vested equity while retaining significant indirect and unvested positions—limited immediate market impact.

The 15,417 shares deemed earned from the 2021 performance award represent a discrete vesting event following milestone certification. The disposition of 1,098 shares at $83.47 is small versus the total beneficial holdings and likely tied to tax obligations noted in the filing. The filing discloses large indirect holdings and additional unvested RSUs (97,330 and 95,246 units referenced), which maintain alignment between management and shareholders but could be future dilution as they vest or convert.

Insider Burns Thomas William
Role CHAIRMAN & CEO
Type Security Shares Price Value
Exercise Price or Tax Liability Common Stock 1,098 $83.47 $92K
Grant/Award Common Stock 15,417 $0.00 $0.00
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 154,764 shares (Direct); Common Stock — 893,932 shares (Indirect, Through the Burns Family Trust); Common Stock — 238,107 shares (Indirect, Through the Burns Annuity Trust); Common Stock — 120,000 shares (Indirect, Through the Burns Charitable Remainder Trust); Common Stock — 100,000 shares (Indirect, Through the Thomas W. Burns Irrevocable Trust); Common Stock — 100,000 shares (Indirect, Through the Janet M. Burns Irrevocable Trust)
Footnotes (4)
  1. F1. Represents shares of common stock underlying a portion of an award of restricted stock units previously granted by the Issuer on March 18, 2021, the vesting of which was subject to the Issuer's achievement of certain pre-determined operational targets over a multi-year performance period. The Compensation, Nominating & Governance Committee of the Issuer's Board of Directors determined on September 18, 2025 that two of the operational targets had been achieved. The number of shares reported herein consists of the portion of the award that was deemed earned based upon the achievement of the operational targets. 50% of the number of shares of common stock reported herein will vest and be delivered on September 23, 2025 and the remaining 50% will vest and be delivered in June 2026.
  2. F2. Includes 97,330 restricted stock units that have not yet vested or been delivered to the Reporting Person.
  3. F3. Consists of shares withheld by the Issuer with respect to tax withholding obligations of the Reporting Person upon vesting and delivery of shares of common stock underlying restricted stock units previously granted by the Issuer on March 24, 2022.
  4. F4. Includes 95,246 restricted stock units that have not yet vested or been delivered to the Reporting Person.

FAQ

What transactions did Thomas W. Burns report on the Form 4 for GKOS?
He reported 15,417 shares deemed earned from a 2021 performance RSU award on 09/18/2025 and a sale of 1,098 shares on 09/19/2025 at $83.47 per share.

Why were 15,417 shares deemed earned on 09/18/2025?
The Compensation, Nominating & Governance Committee determined that two pre-determined operational targets were achieved for the multi-year performance period tied to the March 18, 2021 RSU award.

When will the vested shares be delivered to Thomas W. Burns?
50% of the 15,417 shares will vest and be delivered on 09/23/2025 and the remaining 50% will vest and be delivered in June 2026.

How much indirect ownership does the filing disclose?
The filing lists multiple trust holdings including 893,932; 238,107; 120,000; 100,000; and 100,000 shares through various Burns family trusts, plus RSUs not yet vested.

Were any shares withheld for taxes upon vesting?
Yes. The filing states that 1,098 shares were withheld by the issuer with respect to tax withholding obligations upon vesting of RSUs (from the March 24, 2022 grant).

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

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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4 UNITED 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*
Burns Thomas William
(Last) (First) (Middle)
C/O GLAUKOS CORPORATION
ONE GLAUKOS WAY
(Street)
ALISO VIEJO CA 92656
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
GLAUKOS Corp [ GKOS ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
CHAIRMAN & CEO
3. Date of Earliest Transaction (Month/Day/Year)
09/18/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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)
Code V Amount (A) or (D) Price
Common Stock 09/18/2025 A 15,417(1) A $0 155,862(2) D
Common Stock 09/19/2025 F 1,098(3) D $83.47 154,764(4) D
Common Stock 893,932 I Through the Burns Family Trust
Common Stock 238,107 I Through the Burns Annuity Trust
Common Stock 120,000 I Through the Burns Charitable Remainder Trust
Common Stock 100,000 I Through the Thomas W. Burns Irrevocable Trust
Common Stock 100,000 I Through the Janet M. Burns Irrevocable Trust
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Represents shares of common stock underlying a portion of an award of restricted stock units previously granted by the Issuer on March 18, 2021, the vesting of which was subject to the Issuer's achievement of certain pre-determined operational targets over a multi-year performance period. The Compensation, Nominating & Governance Committee of the Issuer's Board of Directors determined on September 18, 2025 that two of the operational targets had been achieved. The number of shares reported herein consists of the portion of the award that was deemed earned based upon the achievement of the operational targets. 50% of the number of shares of common stock reported herein will vest and be delivered on September 23, 2025 and the remaining 50% will vest and be delivered in June 2026.
2. Includes 97,330 restricted stock units that have not yet vested or been delivered to the Reporting Person.
3. Consists of shares withheld by the Issuer with respect to tax withholding obligations of the Reporting Person upon vesting and delivery of shares of common stock underlying restricted stock units previously granted by the Issuer on March 24, 2022.
4. Includes 95,246 restricted stock units that have not yet vested or been delivered to the Reporting Person.
Diana Scherer, Attorney-in-Fact 09/22/2025
** Signature of Reporting Person Date
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.

Source: View Original Filing on SEC EDGAR