KALA BIO, Inc. SEC Filings

KALA BIO, Inc. has established an at-the-market equity program, allowing it to issue and sell up to $250,000,000 of common stock from time to time through H.C. Wainwright & Co. as sales agent or principal under a Sales Agreement. Sales may occur on Nasdaq under the symbol KALA or other U.S. trading markets at market-related prices, with Wainwright earning a 3.0% commission on gross proceeds. At an assumed price of $0.78 per share, this would correspond to up to 337,837,838 shares and 357,177,624 shares outstanding after the offering, though actual amounts will depend on market conditions and management’s discretion.

The company is transitioning from ophthalmic biologics R&D to an AI platform-as-a-service model for biotechnology, built around its licensed Researgency agentic AI platform, while seeking to monetize legacy MSC-S biologics assets. A 1-for-50 Reverse Stock Split effective May 8, 2026, reduced outstanding common shares from 929,491,578 to 18,589,824, with no change to the 1,500,000,000 authorized shares. For 2025, KALA reported a net loss attributable to common stockholders of $26.98 million, or $165.56 basic and diluted net loss per share on a split-adjusted basis. The company is a smaller reporting company and intends to use any ATM proceeds for general corporate purposes, including working capital.

KALA BIO, Inc. shareholder David E. Lazar filed an amended beneficial ownership report showing he now holds 719,404 shares of KALA common stock, representing 3.9% of the company. This percentage is based on 18,589,787 shares outstanding as of June 9, 2026.

The filing states that Lazar’s position consists of Conversion Shares received upon converting Series AA Preferred Stock he purchased under a securities purchase agreement, with an aggregate purchase price of $1,308,007. As of April 24, 2026, he ceased to be a beneficial owner of more than 5% of KALA’s outstanding shares.

KALA BIO, Inc. files an Amendment No. 1 to a shelf registration to replace its prior registration and register unsold securities under Rule 415, and provides a prospectus for up to $350,000,000 of securities. The filing carries forward an aggregate of $327,820,467 of unsold securities from the prior registration statement under Rule 415(a)(6).

The company discloses a 1-for-50 reverse stock split effective May 8, 2026, which reduced shares outstanding from 929,491,578 to 18,589,787. The filing reflects the split-adjusted impact on weighted-average shares and basic and diluted net loss per share for the years ended December 31, 2025 and 2024, and states that most share counts and per-share amounts in the prospectus are presented on a pre–Reverse Stock Split basis.

KALA BIO, Inc. Amendment No. 2 to a Schedule 13G/A updates beneficial ownership disclosures following a 1-for-50 Reverse Stock Split effective May 8, 2026. The filing reports that the Reporting Persons collectively may be deemed to beneficially own 2,312 shares of Common Stock, or 0.01%, based on 18,226,604 shares outstanding as of February 4, 2026. The disclosure breaks the Funds' direct holdings into 667 (228 shares) and Life Sciences (2,084 shares) and states the Adviser and related entities may be deemed indirect beneficial owners under existing management agreements.

KALA BIO, Inc. reported a much smaller net loss as it restructures around an AI platform strategy. For the three months ended March 31, 2026, net loss was $1.6 million versus $8.9 million a year earlier, driven by sharply lower research and development and general and administrative expenses after discontinuing its KPI‑012 eye‑disease program.

Cash and cash equivalents were $1.8 million with an additional $7.0 million short‑term investment loan, and management believes current resources fund operations into the second quarter of 2027. During the quarter KALA raised $4.2 million through a private placement of Series AAA preferred stock (all since converted to common), secured an exclusive license to Younet’s Researgency biomedical AI platform, and made a secured 8.0% loan to Minglemint Solutions. The company also completed a 1‑for‑50 reverse stock split and regained Nasdaq market‑value compliance, but continues to report a material weakness in internal control over financial reporting.

KALA BIO, Inc. filed a shelf registration statement on to offer up to $350,000,000 of securities, replacing a prior registration and carrying forward $327,820,467 of unsold securities from the prior filing under Rule 415(a)(6). The company discloses its strategic pivot from its MSC-S clinical program toward monetizing legacy biologics assets and testing an exclusive license of the Researgency on‑premises AI research platform for biotechnology customers.

The filing confirms the suspension of development of KPI-012 after the CHASE Phase 2b trial failed to meet primary and key secondary endpoints, a workforce reduction of ~19 employees (~51%), and a 1-for-50 reverse stock split effective May 8, 2026 (reducing outstanding shares from 929,491,578 to ~18,589,832). Trading will resume on a split‑adjusted basis on Nasdaq on May 11, 2026 under the symbol "KALA."

KALA BIO, Inc. approved and is implementing a 1-for-50 reverse stock split of its common stock, effective at 4:05 p.m. on May 8, 2026. Every fifty existing shares will be combined into one share, with no change to the $0.001 par value.

The reverse split will reduce the number of shares of common stock outstanding from 929,491,578 to approximately 18,589,832, while authorized common shares remain at 1,500,000,000. Fractional shares will not be issued; instead, affected stockholders will receive cash based on the May 7, 2026 Nasdaq closing price. Kala’s common stock will begin trading on a split-adjusted basis on the Nasdaq Capital Market under the symbol KALA on May 11, 2026, with a new CUSIP of 483119301. Equity awards, warrants, other convertible securities, and plan reserves will be adjusted proportionately.

KALA BIO, Inc. filed its Annual Report describing a dramatic shift from ophthalmology drug development to building Researgency, an on‑premises agentic AI research platform for biotechnology customers. The change follows failure of its KPI‑012 Phase 2b CHASE trial in persistent corneal epithelial defects and termination of its MSC‑S program.

The company resolved a 2025 default and foreclosure threat under its Oxford Finance credit facility but disclosed an accumulated deficit of $694.9 million and a 2025 net loss of $27.0 million, down from $38.5 million in 2024. Cash and cash equivalents were $7.6 million as of December 31, 2025, which management believes can fund operations into the first quarter of 2027.

KALA cut its workforce by about 51% in September 2025 and reported only six full‑time employees at year‑end and three as of the filing date. The report details extensive leadership and board turnover, a new controlling stockholder group, and plans to monetize legacy MSC‑S intellectual property while testing the commercial viability of the Researgency AI platform.