Were the KalVista (KALV) CEO’s recent share sales discretionary?

The filing states the sale did not represent a discretionary transaction. Shares were sold under a “sell to cover” arrangement specifically to satisfy tax withholding obligations linked to the vesting and settlement of restricted stock units.

KalVista (KALV) CEO nets RSU shares after tax-related stock sale

Filing Impact

(Neutral)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

KalVista Pharmaceuticals CEO Benjamin L. Palleiko reported routine equity transactions tied to RSU vesting. On May 17, he exercised 2,419 restricted stock units, receiving the same number of common shares at no cost. On May 18, he sold 1,129 common shares at $26.76 per share to cover tax withholding obligations, according to the footnotes, which state this was a non-discretionary “sell to cover” transaction. After these moves, he directly holds 467,665 common shares.

Insider Trade Summary

Net Seller: 1,129 shares ($30,212)

Net Sell 3 txns

Insider Palleiko Benjamin L

Role CHIEF EXECUTIVE OFFICER

Sold 1,129 shs ($30K)

Type	Security	Shares	Price	Value
Sale	Common Stock	1,129	$26.76	$30K
Exercise	Restricted Stock Unit	2,419	$0.00	--
Exercise	Common Stock	2,419	$0.00	--

Holdings After Transaction: Common Stock — 467,665 shares (Direct, null); Restricted Stock Unit — 0 shares (Direct, null)

Footnotes (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. 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. 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.

Key Figures

Shares sold: 1,129 shares Sale price: $26.76 per share RSUs exercised: 2,419 units +2 more

5 metrics

Shares sold 1,129 shares Open-market sale on May 18, 2026

Sale price $26.76 per share Tax-related sell-to-cover transaction

RSUs exercised 2,419 units Converted to common stock on May 17, 2026

Shares after transactions 467,665 shares Common stock directly held post-transaction

Net shares sold 1,129 shares Net buy/sell direction reported as net-sell

Key Terms

Restricted Stock Unit, sell to cover, tax withholding obligations, vesting Commencement Date

4 terms

Restricted Stock Unit financial

"Each restricted stock unit ("RSU") represents a contingent right to receive 1 share of the Issuer's Common Stock"

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

sell to cover financial

"to be funded by a "sell to cover" transaction and does not represent a discretionary transaction"

Sell to cover is when a person who receives company stock through options or awards sells just enough shares immediately to pay required taxes, exercise costs, or fees, keeping the rest. Think of it like cashing part of a bonus to cover the tax bill so you can keep the remainder. For investors, it can create predictable small selling pressure and slightly change the number of shares actually held by insiders without increasing long‑term dilution.

tax withholding obligations financial

"shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of RSUs"

vesting Commencement Date financial

"1/16th of the total number of shares subject to the RSU shall vest on each quarterly anniversary of the Vesting Commencement Date"

The vesting commencement date is the starting point when an employee begins earning ownership rights to their promised benefits, such as stock options or retirement contributions. Think of it like the day a savings account is opened—only after this date do the benefits start to grow and become fully available over time. It matters to investors because it marks when the clock begins ticking toward full ownership, affecting the timing and value of these benefits.

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Form 4 Insider Transactions: What Each Field Means →

05/19/2026 - 04:03 PM

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.

200 CROSSING BOULEVARD

(Street)

FRAMINGHAM

MASSACHUSETTS

01702

(City)

(State)

(Zip)

UNITED STATES

(Country)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/17/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/17/2026		M		2,419	A	⁽¹⁾	468,794	D
Common Stock	05/18/2026		S⁽²⁾		1,129	D	$26.76	467,665	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Unit	⁽¹⁾	05/17/2026		M			2,419	⁽³⁾	⁽³⁾	Common Stock	2,419	$0	0	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. 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	05/19/2026
	** 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).
** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did KalVista (KALV) CEO Benjamin Palleiko report?

Benjamin Palleiko reported RSU-related activity, exercising 2,419 restricted stock units into common shares and selling 1,129 common shares. The sale was explicitly described as a tax-related “sell to cover” transaction tied to RSU vesting and settlement.

How many KalVista (KALV) shares did the CEO sell and at what price?

He sold 1,129 shares of KalVista common stock at $26.76 per share. The filing notes this sale was made solely to cover tax withholding obligations arising from the vesting and settlement of restricted stock units.

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

Following the reported RSU conversion and tax-related sale, Benjamin Palleiko directly holds 467,665 shares of KalVista common stock. This figure reflects his updated ownership after both the RSU settlement and the subsequent sell-to-cover transaction.

What RSU activity did the KalVista (KALV) CEO report on this Form 4?

He reported the exercise and settlement of 2,419 restricted stock units into the same number of common shares at no cost. Footnotes explain each RSU converts into one share upon settlement, subject to quarterly vesting conditions based on continued service.