Kailera Therapeutics (KLRA) CCO awarded 150,000 stock options at $16 strike

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Kailera Therapeutics, Inc. reported that Chief Commercial Officer Jamie Beth Coleman received two stock option awards, each covering 75,000 shares of common stock at an exercise price of $16 per share.

One option vests 25% on April 16, 2027 and then in 36 equal monthly installments, conditioned on continued service. The second option vests only if, during the period from October 16, 2026 to April 16, 2030, the company’s stock trades at or above $40 per share for 30 consecutive trading days or reaches at least $40 per share in a qualifying change in control, also subject to continued service.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Coleman Jamie Beth

Role Chief Commercial Officer

Type	Security	Shares	Price	Value
Grant/Award	Stock Option (right to buy)	75,000	$0.00	--
Grant/Award	Stock Option (right to buy)	75,000	$0.00	--

Holdings After Transaction: Stock Option (right to buy) — 75,000 shares (Direct, null)

Footnotes (1)

The options vest and become exercisable as to 25% of the underlying shares on April 16, 2027 and thereafter in 36 substantially equal monthly installments, subject to the Reporting Person's continued service through each such vesting date. The options vest and become exercisable, if at all, as to all of the underlying shares if (i) the average daily closing price of the Company's common stock on Nasdaq during any 30 consecutive calendar-day period during the period beginning October 16, 2026 and ending on April 16, 2030 (the "Performance Measurement Period"), or (ii) the stock price in a change in control transaction that occurs during the Performance Measurement Period, equals or exceeds $40 per share, in each case subject to the Reporting Person's continued service through such vesting date.

Key Figures

Time-based option grant: 75,000 options Performance-based option grant: 75,000 options Exercise price: $16.00 per share +4 more

7 metrics

Time-based option grant 75,000 options Stock Option (right to buy) at $16 exercise price

Performance-based option grant 75,000 options Stock Option (right to buy) at $16 exercise price

Exercise price $16.00 per share Conversion or exercise price for both option grants

Time-based vesting start April 16, 2027 25% vests, then 36 monthly installments with continued service

Performance hurdle $40.00 per share Average daily closing price or change in control stock price requirement

Performance period Oct 16, 2026–Apr 16, 2030 Performance Measurement Period for performance-based vesting

Option expiration April 16, 2036 Expiration date for both reported option awards

Key Terms

Stock Option (right to buy), vesting, Performance Measurement Period, change in control transaction, +1 more

5 terms

Stock Option (right to buy) financial

"security_title: Stock Option (right to buy)"

vesting financial

"The options vest and become exercisable as to 25% of the underlying shares"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

Performance Measurement Period financial

"during the Performance Measurement Period, equals or exceeds $40 per share"

change in control transaction financial

"or (ii) the stock price in a change in control transaction that occurs"

exercise price financial

"conversion_or_exercise_price: 16.0000"

The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.

Form 4 Insider Transactions: What Each Field Means →

04/20/2026 - 05:13 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^*

Coleman Jamie Beth

(Last)

(First)

(Middle)

C/O KAILERA THERAPEUTICS, INC.

180 THIRD AVENUE, 4TH FLOOR

(Street)

WALTHAM

MASSACHUSETTS

02451

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Kailera Therapeutics, Inc. [ KLRA ]

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/16/2026

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)

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)
Stock Option (right to buy)	$16	04/16/2026		A		75,000		⁽¹⁾	04/16/2036	Common Stock	75,000	$0	75,000	D
Stock Option (right to buy)	$16	04/16/2026		A		75,000		⁽²⁾	04/16/2036	Common Stock	75,000	$0	75,000	D

Explanation of Responses:

1. The options vest and become exercisable as to 25% of the underlying shares on April 16, 2027 and thereafter in 36 substantially equal monthly installments, subject to the Reporting Person's continued service through each such vesting date.

2. The options vest and become exercisable, if at all, as to all of the underlying shares if (i) the average daily closing price of the Company's common stock on Nasdaq during any 30 consecutive calendar-day period during the period beginning October 16, 2026 and ending on April 16, 2030 (the "Performance Measurement Period"), or (ii) the stock price in a change in control transaction that occurs during the Performance Measurement Period, equals or exceeds $40 per share, in each case subject to the Reporting Person's continued service through such vesting date.

	/s/ John Mei, Attorney-in-fact	04/20/2026
	** 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 did Kailera Therapeutics (KLRA) disclose in this Form 4 filing?

Kailera Therapeutics disclosed that Chief Commercial Officer Jamie Beth Coleman received two stock option grants, each for 75,000 shares at a $16 exercise price, with one time-based vesting schedule and one performance-based vesting tied to future stock price and change in control conditions.

How many stock options did KLRA grant to Jamie Beth Coleman and at what price?

Jamie Beth Coleman received two option awards, each covering 75,000 shares of Kailera Therapeutics common stock. Both awards carry an exercise price of $16 per share, meaning she can purchase shares at that price once the respective vesting conditions are satisfied in the future.

What is the time-based vesting schedule for Jamie Beth Coleman’s KLRA options?

For one option grant, 25% of the underlying 75,000 shares vest on April 16, 2027. The remaining shares then vest in 36 substantially equal monthly installments, provided Jamie Beth Coleman continues serving the company through each applicable vesting date over that period.

How does the performance-based option grant for KLRA’s CCO vest?

The performance-based option vests only if all underlying shares qualify during the Performance Measurement Period. Vesting requires the average daily closing price reach at least $40 per share for 30 consecutive days or a change in control transaction with a stock price of at least $40 per share.

What is the Performance Measurement Period for Kailera Therapeutics’ performance-based options?

The Performance Measurement Period runs from October 16, 2026 through April 16, 2030. During this window, vesting depends on Kailera Therapeutics’ stock averaging $40 per share over 30 consecutive trading days or reaching $40 per share in a qualifying change in control transaction.

When do Jamie Beth Coleman’s KLRA stock options expire?

Both option awards reported in the filing carry an expiration date of April 16, 2036. After that date, any unexercised portion of the options would no longer be exercisable, so vesting and exercise need to occur before this long-term expiration deadline.