RSU vesting and tax sell-to-cover by KalVista (KALV) Chief Commercial Officer

Rhea-AI Filing Summary

KalVista Pharmaceuticals Chief Commercial Officer Nicole Sweeny reported RSU vesting and related share movements. She acquired 6,250 and 5,000 shares of common stock on derivative exercises of restricted stock units at a price of $0.0000 per share. Each RSU represents a right to receive one share of common stock, with 1/16th of the award vesting on each quarterly anniversary of the vesting commencement date, subject to continued service.

On a separate transaction, she sold 3,975 shares of common stock in an open-market sale at a weighted average price of $15.5668 per share, in multiple trades between $15.5101 and $15.566982. The filing states this sale was a "sell to cover" to satisfy tax withholding obligations arising from RSU vesting and was not a discretionary transaction. Following these transactions, she directly held 47,003 shares of KalVista common stock.

Insights

Equity compensation analyst

Routine RSU vesting with tax sell-to-cover, thesis-neutral.

These transactions reflect standard equity compensation mechanics. Nicole Sweeny exercised restricted stock units for 6,250 and 5,000 shares of KalVista common stock at $0.0000 per share, consistent with RSUs settling into stock rather than cash.

The filing notes that 1/16th of each RSU grant vests on quarterly anniversaries of the vesting commencement date, contingent on continued service. This creates a staggered delivery of shares over time, aligning management incentives with ongoing employment and company performance under the stated schedule.

The 3,975-share sale at a weighted average price of $15.5668, within a range of $15.5101 to $15.566982, is explicitly described as a tax “sell to cover” tied to RSU vesting rather than a discretionary sale. This limits its interpretive significance for investors; subsequent company filings may provide further context on overall insider ownership trends.

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

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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^*

Sweeny Nicole

(Last) (First) (Middle)

C/O KALVISTA PHARMACEUTICALS, INC.

200 CROSSING BOULEVARD

(Street)

FRAMINGHAM MA 01702

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
KalVista Pharmaceuticals, Inc. [ KALV ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Commercial Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/21/2026

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	02/21/2026		M		6,250	A	(1)	45,978	D
Common Stock	02/22/2026		M		5,000	A	(1)	50,978	D
Common Stock	02/23/2026		S(2)		3,975	D	$15.5668(3)	47,003	D

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
Restricted Stock Unit	(1)	02/21/2026		M			6,250	(4)	(4)	Common Stock	6,250	$0	75,000	D
Restricted Stock Unit	(1)	02/22/2026		M			5,000	(4)	(4)	Common Stock	5,000	$0	45,000	D

Explanation of Responses:

1. Each restricted stock unit ("RSU") represents a contingent right to receive 1 share of the Issuer's Common Stock upon settlement for no consideration.

2. The sale reported on this Form 4 represents shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of RSUs. The sale was to satisfy tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary transaction by the Reporting Person.

3. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $15.5101 to $15.566982 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

4. 1/16th of the total number of shares subject to the RSU shall vest on each quarterly anniversary of the Vesting Commencement Date, subject to continued service through each vesting date.

	/s/ Benjamin L. Palleiko, Attorney-in-Fact	02/24/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did KalVista (KALV) report for Nicole Sweeny?

Nicole Sweeny reported RSU vesting and related share movements, including exercises of restricted stock units into 6,250 and 5,000 shares of common stock and a 3,975-share sale to cover tax withholding obligations arising from those vesting events.

How many KalVista (KALV) shares did the CCO sell in this Form 4?

The Chief Commercial Officer sold 3,975 shares of KalVista common stock. The weighted average sale price was $15.5668 per share, with individual trades executed between $15.5101 and $15.566982, solely to satisfy tax withholding obligations from RSU vesting.

Were the KalVista (KALV) insider share sales discretionary?

The filing states the 3,975 KalVista shares were sold under a “sell to cover” arrangement to fund tax withholding from restricted stock unit vesting. It explicitly notes this does not represent a discretionary transaction by the reporting person, but a tax-related sale.

What is the vesting schedule of Nicole Sweeny’s KalVista (KALV) RSUs?

The RSUs vest in equal installments, with 1/16th of the total shares vesting on each quarterly anniversary of the vesting commencement date. Vesting is conditioned on the reporting person’s continued service through each vesting date, according to the disclosure.

How many KalVista (KALV) shares does the CCO hold after these transactions?

After completing the RSU settlements and the tax-related sale, Nicole Sweeny directly held 47,003 shares of KalVista common stock. This figure reflects her ownership following both the derivative exercises and the 3,975-share sell-to-cover transaction.

What does each KalVista (KALV) restricted stock unit represent in this filing?

Each restricted stock unit represents a contingent right to receive one share of KalVista common stock upon settlement for no cash consideration. When RSUs vest, they convert into common shares, which may trigger associated tax withholding obligations at that time.