STOCK TITAN

Large Kailera (KLRA) insider-linked buy and preferred conversions boost common stake

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

Rhea-AI Filing Summary

Kailera Therapeutics director and 10% owner Adam Koppel, through an affiliated fund, reported a large net share increase. On April 20, 2026, an entity associated with him made an open-market purchase of 1,562,500 shares of Common Stock at $16.00 per share, bringing its reported Common Stock holdings to 22,583,268 shares held indirectly.

The filing also shows automatic conversions of 16,875,000 shares of Series A-1 Preferred Stock and 4,145,768 shares of Series B Preferred Stock into Common Stock on a 1:1 basis upon the closing of Kailera’s initial public offering, eliminating those preferred positions. Separately, on April 16, 2026, Dr. Koppel received a grant of stock options for 38,300 shares at an exercise price of $16.00, vesting fully on April 16, 2027.

Positive

  • None.

Negative

  • None.

Insights

Large open-market buy plus IPO-driven conversions increase an affiliated fund’s Kailera stake.

The Form 4 shows an entity associated with Adam Koppel making an open-market purchase of 1,562,500 Kailera common shares at $16.00. That is a sizable cash investment and increases the indirectly held Common Stock position to 22,583,268 shares.

In addition, 16,875,000 Series A-1 and 4,145,768 Series B preferred shares automatically converted into Common Stock on a 1:1 basis upon the initial public offering closing, simplifying the capital structure. A grant of 38,300 stock options at $16.00 expiring on April 16, 2036 adds a modest, long-dated incentive, with vesting on April 16, 2027. Overall, this is a net-buy signal but mainly formalizes positions after the IPO.

Insider Koppel Adam
Role null
Bought 1,562,500 shs ($25.00M)
Type Security Shares Price Value
Conversion Series A-1 Preferred Stock 16,875,000 $0.00 --
Conversion Series B Preferred Stock 4,145,768 $0.00 --
Conversion Common Stock 16,875,000 $0.00 --
Conversion Common Stock 4,145,768 $0.00 --
Purchase Common Stock 1,562,500 $16.00 $25.00M
Grant/Award Stock Option (right to buy) 38,300 $0.00 --
Holdings After Transaction: Series A-1 Preferred Stock — 0 shares (Indirect, See footnotes); Series B Preferred Stock — 0 shares (Indirect, See footnotes); Common Stock — 16,875,000 shares (Indirect, See footnotes); Stock Option (right to buy) — 38,300 shares (Direct, null)
Footnotes (1)
  1. Each share of the Issuer's Series A-1 Preferred Stock automatically converted into shares of the Issuer's Common Stock on a 1:1 basis upon the closing of the Issuer's initial public offering. These securities had no expiration date. Each share of the Issuer's Series B Preferred Stock automatically converted into shares of the Issuer's Common Stock on a 1:1 basis upon the closing of the Issuer's initial public offering. These securities had no expiration date. The options vest and become exercisable as to 100% of the underlying shares on April 16, 2027, subject to Dr. Koppel's continued service through each such vesting date. Represents securities held directly by BCLS Fund IV Investments, LP ("BCLS Fund IV Investments"). Dr. Koppel is a Partner of Bain Capital Life Sciences Investors, LLC ("BCLSI"). BCLSI is the ultimate general partner of BCLS Fund IV Investments. As a result, Dr. Koppel may be deemed to share voting and dispositive power with respect to the securities held by BCLS Fund IV Investments. Dr. Koppel disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
Open-market purchase 1,562,500 shares at $16.00 Common Stock bought indirectly on April 20, 2026
Indirect common holdings 22,583,268 shares Common Stock held indirectly after transactions
Series A-1 conversion 16,875,000 shares Series A-1 Preferred converted 1:1 into Common Stock at IPO closing
Series B conversion 4,145,768 shares Series B Preferred converted 1:1 into Common Stock at IPO closing
Option grant size 38,300 options at $16.00 Stock options granted April 16, 2026, expiring April 16, 2036
Option vesting date April 16, 2027 100% of underlying 38,300 shares vest on this date
open-market purchase financial
"transaction_action is described as "open-market purchase" for the 1,562,500-share trade"
An open-market purchase is when an investor or a company buys shares on a public stock exchange at the going market price, rather than through a private deal. It matters to investors because these purchases change how many shares are available, can push the stock price up or signal confidence from large buyers, and often affect per-share metrics like earnings—think of it like someone buying lots of apples off a grocery shelf, reducing supply and potentially raising the price.
derivative conversion financial
"transaction_action is listed as "derivative conversion" for preferred stock converting into Common Stock"
Series A-1 Preferred Stock financial
"Each share of the Issuer's Series A-1 Preferred Stock automatically converted into shares of the Issuer's Common Stock"
Series A-1 preferred stock is a specific class of company shares created in an early financing round that typically gives its holders priority over common shareholders for dividends and money if the company is sold or liquidates. Think of it as a special ticket with upfront privileges — often convertible into ordinary shares and sometimes carrying voting or protective rights — so investors use it to reduce risk and preserve control compared with ordinary stock.
Series B Preferred Stock financial
"Each share of the Issuer's Series B Preferred Stock automatically converted into shares of the Issuer's Common Stock"
Series B preferred stock is a type of ownership share issued by a company that offers certain advantages over common stock, such as priority in receiving dividends or assets if the company is sold or liquidated. It is typically issued after an initial round of funding, making it a way for investors to support a company's growth while gaining some protections and benefits. This stock matters to investors because it often provides a more secure investment position with potential for future growth.
Stock Option (right to buy) financial
"security_title for the April 16, 2026 derivative grant is "Stock Option (right to buy)""
beneficial ownership financial
"Dr. Koppel disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein."
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
SEC Form 4
FORM 4UNITED 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*
Koppel Adam

(Last)(First)(Middle)
C/O BAIN CAPITAL LIFE SCIENCES INVESTORS
LLC 200 CLARENDON STREET

(Street)
BOSTON MASSACHUSETTS 02116

(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)
XDirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/16/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock04/20/2026C16,875,000A(1)16,875,000ISee footnotes(4)(5)
Common Stock04/20/2026C4,145,768A(2)21,020,768ISee footnotes(4)(5)
Common Stock04/20/2026P1,562,500A$1622,583,268ISee footnotes(4)(5)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Series A-1 Preferred Stock(1)04/20/2026C16,875,000 (1) (1)Common Stock16,875,000$0.000ISee footnotes(4)(5)
Series B Preferred Stock(2)04/20/2026C4,145,768 (2) (2)Common Stock4,145,768$0.000ISee footnotes(4)(5)
Stock Option (right to buy)$1604/16/2026A38,300 (3)04/16/2036Common Stock38,300$0.0038,300D
Explanation of Responses:
1. Each share of the Issuer's Series A-1 Preferred Stock automatically converted into shares of the Issuer's Common Stock on a 1:1 basis upon the closing of the Issuer's initial public offering. These securities had no expiration date.
2. Each share of the Issuer's Series B Preferred Stock automatically converted into shares of the Issuer's Common Stock on a 1:1 basis upon the closing of the Issuer's initial public offering. These securities had no expiration date.
3. The options vest and become exercisable as to 100% of the underlying shares on April 16, 2027, subject to Dr. Koppel's continued service through each such vesting date.
4. Represents securities held directly by BCLS Fund IV Investments, LP ("BCLS Fund IV Investments").
5. Dr. Koppel is a Partner of Bain Capital Life Sciences Investors, LLC ("BCLSI"). BCLSI is the ultimate general partner of BCLS Fund IV Investments. As a result, Dr. Koppel may be deemed to share voting and dispositive power with respect to the securities held by BCLS Fund IV Investments. Dr. Koppel disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
/s/ Adam Koppel04/20/2026
** Signature of Reporting PersonDate
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)

FAQ

What insider transactions did Adam Koppel report for Kailera Therapeutics (KLRA)?

Adam Koppel reported a large open-market purchase of 1,562,500 Kailera Therapeutics common shares at $16.00 per share, plus the conversion of Series A-1 and Series B preferred stock into common shares and a new stock option grant covering 38,300 shares.

How many Kailera (KLRA) shares did the affiliated fund hold after these transactions?

After the reported transactions, an entity associated with Adam Koppel held 22,583,268 shares of Kailera Therapeutics common stock indirectly. This reflects the open-market purchase and the automatic conversion of Series A-1 and Series B preferred shares into common stock upon the company’s initial public offering.

What preferred shares were converted in the Kailera (KLRA) Form 4 filing?

The filing shows automatic conversion of 16,875,000 shares of Series A-1 Preferred Stock and 4,145,768 shares of Series B Preferred Stock into Kailera common stock on a 1:1 basis when the initial public offering closed, eliminating those preferred stock positions from the insider’s reported holdings.

Did Adam Koppel receive new Kailera (KLRA) stock options in this Form 4?

Yes. On April 16, 2026, Adam Koppel received a grant of stock options for 38,300 shares of Kailera common stock with a $16.00 exercise price. These options vest fully on April 16, 2027 and expire on April 16, 2036, providing long-term equity incentives.

Was the 1,562,500-share Kailera (KLRA) transaction an open-market purchase?

Yes. The Form 4 identifies the 1,562,500-share transaction as an open-market purchase of Kailera common stock at $16.00 per share, executed indirectly through an affiliated fund. This transaction is reported with a purchase code and classified as a non-derivative common stock acquisition.

How does the Form 4 describe Adam Koppel’s beneficial ownership of Kailera (KLRA) shares?

The filing explains that the reported common shares are held by BCLS Fund IV Investments, LP, with which Adam Koppel is associated through Bain Capital Life Sciences Investors. He may be deemed to share voting and dispositive power but disclaims beneficial ownership beyond his pecuniary interest.