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KalVista CEO Ups Stake After 87.5k PSU Vesting, Minor Tax Sale

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

KalVista Pharmaceuticals, Inc. (KALV) – Form 4 insider transaction summary:

  • CEO & Director Benjamin L. Palleiko vested 87,500 performance stock units (PSUs) on 07 Jul 2025 after the company met pre-defined performance metrics. Each PSU converted 1:1 into common shares.
  • On 09 Jul 2025, Palleiko effected a sale of 32,979 shares at $15.6925 per share. The filing states the sale was solely to satisfy tax-withholding obligations via a “sell-to-cover” mechanism and was not a discretionary trade.
  • After the transactions, Palleiko’s direct beneficial ownership stands at 369,595 common shares, a net increase of 54,521 shares versus pre-vesting levels.

The vesting confirms management’s achievement of specified operating or clinical milestones set in January 2023, while the partial sale is procedural. Overall, the filing signals continued insider equity alignment without indicating either bullish or bearish discretionary sentiment.

Positive

  • 100% performance metric attainment triggered full PSU vesting, indicating management met preset operational goals.
  • CEO’s net increase of 54,521 shares enhances insider ownership alignment with shareholders.

Negative

  • 32,979-share sale could be perceived negatively by some investors, despite being solely for tax withholding.

Insights

TL;DR CEO vested 87.5k PSUs, sold 33k for taxes; net ownership up, limited market impact.

The Form 4 shows routine compensation activity. Full vesting suggests KalVista hit 100% of its PSU performance targets from the 2023 grant—supportive of internal goal execution. However, the subsequent sell-to-cover neither signals negative outlook nor materially alters float. The CEO’s post-transaction stake of 369,595 shares represents strengthened alignment with shareholders. Given the modest dollar value (~$0.52 m gross vesting, ~$0.52 m x 62.5% retained) relative to KALV’s market cap, I view the disclosure as neutral for valuation.

Insider Palleiko Benjamin L
Role CHIEF EXECUTIVE OFFICER
Sold 32,979 shs ($518K)
Type Security Shares Price Value
Sale Common Stock 32,979 $15.6925 $518K
Grant/Award Common Stock 87,500 $0.00 --
Holdings After Transaction: Common Stock — 369,595 shares (Direct)
Footnotes (1)
  1. Shares earned upon the vesting of a percentage of the performance stock units ("PSUs") granted to the Reporting Person on January 11, 2023. Each PSU represents a contingent right to receive one share of Issuer common stock upon the Issuer's achievement of performance data metric goals ("Performance Metrics"). 100% of the total number of shares subject to the PSUs vested on July 8, 2025, upon Performance Metrics achieved. Each PSU represents a contingent right to receive 1 share of the Issuer's Common Stock upon settlement for no consideration. 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 PSUs. 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.
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*
Palleiko Benjamin L
(Last) (First) (Middle)
C/O KALVISTA PHARMACEUTICALS, INC.
55 CAMBRIDGE PARKWAY, SUITE 901E
(Street)
CAMBRIDGE MA 02142
(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)
X Director 10% Owner
X Officer (give title below) Other (specify below)
CHIEF EXECUTIVE OFFICER
3. Date of Earliest Transaction (Month/Day/Year)
07/08/2025
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 07/08/2025 A 87,500(1) A (2) 402,574 D
Common Stock 07/09/2025 S(3) 32,979 D $15.6925 369,595 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
Explanation of Responses:
1. Shares earned upon the vesting of a percentage of the performance stock units ("PSUs") granted to the Reporting Person on January 11, 2023. Each PSU represents a contingent right to receive one share of Issuer common stock upon the Issuer's achievement of performance data metric goals ("Performance Metrics"). 100% of the total number of shares subject to the PSUs vested on July 8, 2025, upon Performance Metrics achieved.
2. Each PSU represents a contingent right to receive 1 share of the Issuer's Common Stock upon settlement for no consideration.
3. 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 PSUs. 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.
/s/ Benjamin L. Palleiko 07/10/2025
** 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

FAQ

How many KalVista (KALV) shares did the CEO acquire on 07/08/2025?

Benjamin L. Palleiko received 87,500 shares upon PSU vesting.

Why did the CEO sell 32,979 KalVista shares on 07/09/2025?

The sale was a sell-to-cover transaction to cover tax withholding from the PSU vesting, per the Form 4 notes.

What is the CEO’s total KalVista ownership after these transactions?

Palleiko now directly owns 369,595 common shares.

Do these Form 4 transactions indicate bullish or bearish sentiment?

The filing appears neutral; the acquisition was mandatory vesting and the sale was for taxes, not discretionary investing.

What triggered the vesting of the 87,500 PSUs?

KalVista achieved its performance data metric goals set for the January 2023 PSU grant, leading to 100% vesting on 07/08/2025.