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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.
KALA BIO, INC. notifies the SEC it cannot timely file its Annual Report on Form 10-K for the fiscal year ended December 31, 2025 and expects to file within the 15-calendar-day extension period.
The company cites significant director and officer turnover and a strategic business transition that began in November 2025, requiring additional time to compile, analyze and audit supporting documentation. Preliminary results show an anticipated 2025 net loss of $27.3 million, versus $38.5 million in 2024; the company attributes the change to remeasurement gains, debt extinguishment and lower R&D, partially offset by higher G&A. The figures remain subject to year-end closing and audit.
Morgan Stanley Smith Barney LLC submitted a Form 144 notice listing multiple blocks of restricted common stock tied to specific grant/vesting dates. The filing lists individual lot sizes such as 2,450 shares (01/30/2026), 2,662 shares (06/22/2024 and 06/22/2025), and several smaller lots dated between 06/11/2024 and 06/17/2021.
Morgan Stanley Smith Barney LLC submitted a Form 144 reporting proposed sales of restricted Common Stock of KALA. The notice lists multiple restricted-stock lots with specific lot sizes and grant/vesting dates, including 01/30/2026 (2,450 shares) and 06/11/2025 (1,400 shares).
The filing lists additional restricted-stock lots (e.g., 397; 1,261; 800; 222; 221; 1,100 shares) tied to grant or restriction dates shown in the table. The filing is a broker notice of proposed sales under Rule 144; timing and aggregate proceeds are not stated in the provided excerpt.
KALA BIO entered a Platform Development and Exclusive License Agreement with Younet AI, securing a worldwide exclusive license to the Researgency biomedical AI research platform for an initial 12‑month term, with options for successive one‑year renewals. KALA will pay up to $530,000 in cash during the initial term and issue 5,000,000 shares of common stock to Younet, with each renewal triggering an additional $250,000 in cash and 5,000,000 shares. Younet agreed not to sell more than 3% of daily trading volume in its shares on any trading day, except for certain block trades. KALA also obtained an irrevocable option to acquire all of Younet’s equity or substantially all of its assets for $55,000,000. The company plans to use Researgency first on its own datasets, then to build an on‑premises AI infrastructure platform offered to biotech and pharmaceutical clients on a subscription basis.
KALA BIO, Inc. reported that on February 16, 2026, director David Lazar resigned from the company’s Board of Directors, effective the same day. The company stated that Mr. Lazar’s resignation was not related to any disagreement with KALA BIO regarding its operations, policies, or practices. The filing is a governance update and does not describe any accompanying strategic or financial changes.
KALA BIO, Inc. is registering up to 241,435,910 shares of common stock for resale by existing stockholders, including 238,335,910 shares issued or issuable upon conversion of preferred stock plus shares issued under settlement agreements with LifeSci Capital and Baker Brothers funds. This is a resale registration only, so KALA will not receive proceeds from any share sales, while it will cover registration expenses and selling stockholders will pay any selling commissions.
The shares were largely created through a $6.0 million private placement of Series AA and Series AAA preferred stock and through equity-based settlements of advisory and participation-rights disputes. As of February 4, 2026, 911,330,225 common shares were outstanding.
KALA highlights significant listing risk: Nasdaq has notified the company that it is below the $35 million market value of listed securities requirement, with a compliance deadline of May 11, 2026, and below the $1.00 minimum bid price requirement, with a compliance period through July 20, 2026. Failure to regain compliance could lead to delisting, reduced liquidity, penny-stock status and greater difficulty raising capital.