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  4. [Form 4] KalVista Pharmaceuticals, Inc. Insider Trading Activity

KalVista CMO RSUs Vest; Sell-to-Cover of 2,939 Shares at $13.187

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

KalVista Pharmaceuticals insider Form 4: The filing shows Chief Medical Officer Audhya Paul K. received vesting equity and completed a tax-withholding sale. On 08/17/2025 the reporting person was issued 6,446 shares (reported as acquisition via RSU/PSU vesting), bringing beneficial ownership to 119,472 shares. Two RSU entries on 08/17/2025 reflect settlement rights to a total of 6,446 underlying shares at no cash cost. On 08/18/2025 a sale of 2,939 shares occurred at $13.187 per share to satisfy tax withholding, reducing beneficial ownership to 116,533 shares. The sale is described as a routine "sell to cover" for tax obligations.

Positive

  • Clear disclosure of RSU/PSU vesting events and underlying share counts (6,446 shares settled)
  • Explanatory notes include vesting schedules and state the sale was a sell-to-cover for tax withholding, indicating transparency

Negative

  • Insider sold 2,939 shares at $13.187 on 08/18/2025, reducing beneficial ownership to 116,533 shares
  • No information on total outstanding company shares or percentage ownership is provided in the filing for context

Insights

TL;DR: Routine equity vesting and a tax-driven sell-to-cover; no new discretionary insider selling indicated.

The Form 4 records standard compensation vesting events: 6,446 shares from RSUs/PSUs settled on 08/17/2025 and corresponding underlying share counts updated. The subsequent 08/18/2025 sale of 2,939 shares at $13.187 is explicitly disclosed as a transaction to satisfy tax withholding tied to the vesting. These transactions adjust the reporting person's beneficial ownership from 119,472 to 116,533 shares. From an investor-disclosure perspective, this is a routine, non-discretionary tax-related sale accompanying compensation vesting.

TL;DR: Documentation is clear and compliant; vesting schedule details are provided.

The filing includes explanatory notes describing the vesting schedules: one RSU tranche vests 1/16th quarterly beginning 08/17/2022 and another vests 1/12th quarterly beginning 11/17/2022. The registrant properly discloses the nature of the RSUs/PSUs and the non-discretionary nature of the sell-to-cover. Signature by an attorney-in-fact is included, and the Form 4 appears complete for the reported transactions.

Insider Audhya Paul K.
Role CHIEF MEDICAL OFFICER
Sold 2,939 shs ($39K)
Approx. gross sale proceeds $39K
Approx. exercise cost $0.00
Type Security Shares Price Value
Sale Common Stock 2,939 $13.187 $39K
Exercise Restricted Stock Unit 2,418 $0.00 $0.00
Exercise Restricted Stock Unit 4,028 $0.00 $0.00
Exercise Common Stock 6,446 $0.00 $0.00
Holdings After Transaction: Restricted Stock Unit — 11,285 shares (Direct); Common Stock — 116,533 shares (Direct)
Footnotes (4)
  1. F1. Each restricted stock unit ("RSU") and performance stock unit ("PSU") represents a contingent right to receive 1 share of the Issuer's Common Stock upon settlement for no consideration.
  2. F2. 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 and 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.
  3. F3. 1/16th of the total number of shares subject to the RSU shall vest on each quarterly anniversary of the Vesting Commencement Date commencing on August 17, 2022, subject to continued service through each vesting date.
  4. F4. 1/12th of the total number of shares subject to the RSU shall vest on each quarterly anniversary of the Vesting Commencement Date commencing on November 17, 2022, subject to continued service through each vesting date.

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Form 4 Insider Transactions: What Each Field Means →

FAQ

What transactions did Audhya Paul K. report on Form 4 for KALV?
The filing reports acquisition of 6,446 shares via RSU/PSU settlement on 08/17/2025 and a sale of 2,939 shares on 08/18/2025 at $13.187 per share to cover taxes.

Why were shares sold by the reporting person in the KALV Form 4?
The sale is described as a sell-to-cover transaction to satisfy tax withholding obligations related to the vesting and settlement of RSUs and PSUs.

How did beneficial ownership change for the reporting person after these transactions?
Beneficial ownership increased to 119,472 shares after vesting and then decreased to 116,533 shares following the sell-to-cover sale.

What vesting schedules are disclosed in the filing?
Notes state one RSU tranche vests 1/16th quarterly starting 08/17/2022 and another vests 1/12th quarterly starting 11/17/2022.
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*
Audhya Paul K.
(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)
Director 10% Owner
X Officer (give title below) Other (specify below)
CHIEF MEDICAL OFFICER
3. Date of Earliest Transaction (Month/Day/Year)
08/17/2025
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 08/17/2025 M 6,446 A (1) 119,472 D
Common Stock 08/18/2025 S(2) 2,939 D $13.187 116,533 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) 08/17/2025 M 2,418 (3) (3) Common Stock 2,418 $0 7,257 D
Restricted Stock Unit (1) 08/17/2025 M 4,028 (4) (4) Common Stock 4,028 $0 4,028 D
Explanation of Responses:
1. Each restricted stock unit ("RSU") and performance stock unit ("PSU") 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 and 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.
3. 1/16th of the total number of shares subject to the RSU shall vest on each quarterly anniversary of the Vesting Commencement Date commencing on August 17, 2022, subject to continued service through each vesting date.
4. 1/12th of the total number of shares subject to the RSU shall vest on each quarterly anniversary of the Vesting Commencement Date commencing on November 17, 2022, subject to continued service through each vesting date.
/s/ Benjamin L. Palleiko, Attorney-in-Fact 08/19/2025
** 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