KalVista (KALV) CMO records RSU vesting and tax sell-to-cover share sale

Rhea-AI Filing Summary

KalVista Pharmaceuticals chief medical officer Paul K. Audhya reported a mix of equity award vesting and tax-related share sales. He exercised and settled restricted stock units (RSUs) into 6,250 and 5,000 shares of common stock at no cost on separate days, reflecting routine equity compensation vesting where each RSU converts into one share.

To cover tax withholding from these RSU settlements, he sold 5,354 shares of common stock in an open-market "sell to cover" transaction at a weighted average price of $15.5668 per share, described as non-discretionary. After these transactions, he held 138,983 shares of common stock directly, with RSU awards continuing to vest in equal sixteenth installments on each quarterly anniversary of the vesting commencement date.

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^*

Audhya Paul K.

(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 MEDICAL 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)	139,337	D
Common Stock	02/22/2026		M		5,000	A	(1)	144,337	D
Common Stock	02/23/2026		S(2)		5,354	D	$15.5668(3)	138,983	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 $15.518 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.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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FAQ

What did KalVista (KALV) CMO Paul Audhya report in this Form 4?

Paul K. Audhya reported RSU vesting into common stock and a related tax-withholding sale. He exercised 6,250 and 5,000 RSUs at no cost, then sold 5,354 shares to cover tax obligations through a pre-arranged sell-to-cover transaction.

How many KalVista (KALV) shares did Paul Audhya sell and at what price?

He sold 5,354 shares of KalVista common stock in an open-market transaction. The weighted average sale price was $15.5668 per share, across multiple trades executed between $15.518 and $15.566982 per share, solely to satisfy tax withholding obligations.

Were Paul Audhya’s KalVista (KALV) share sales discretionary trades?

The filing states the sale was not discretionary. Shares were sold under a "sell to cover" arrangement specifically to fund tax withholding obligations arising from RSU vesting and settlement, rather than as an elective sale decision by the reporting person.

What RSU activity did Paul Audhya report for KalVista (KALV)?

He reported exercises and settlements of 6,250 and 5,000 restricted stock units. Each RSU represents a contingent right to receive one KalVista common share for no consideration, with 1/16 of the total RSUs vesting on each quarterly anniversary of the vesting commencement date.

How many KalVista (KALV) shares does Paul Audhya hold after these transactions?

Following the reported transactions, Paul Audhya directly held 138,983 shares of KalVista common stock. He also retained RSU awards, with 75,000 and 45,000 RSUs reported as outstanding after the respective exercises, continuing to vest in scheduled quarterly installments.

What does the weighted average price disclosure mean in this KalVista (KALV) Form 4?

The filing notes the sale price is a weighted average across multiple trades. Individual sale prices ranged from $15.518 to $15.566982 per share, and the reporter offers to provide the exact number of shares sold at each separate price upon request to interested parties.