Kalaris Therapeutics (KLRS) awards 222,000 stock options to director Andrew Oxtoby

Rhea-AI Filing Summary

Kalaris Therapeutics director and officer Andrew Oxtoby received a stock option grant covering 222,000 shares of Common Stock. The option was granted as a compensation award with an exercise price of $6.8100 per share and expires on March 18, 2036.

The shares underlying the option vest over four years, with 25% vesting on March 19, 2027 and the remaining 75% vesting in equal monthly installments thereafter, subject to continuous service. Following this grant, Oxtoby holds 222,000 derivative securities directly.

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

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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^*

Oxtoby Andrew

(Last) (First) (Middle)

C/O KALARIS THERAPEUTICS, INC.

400 CONNELL DRIVE, SUITE 5500

(Street)

BERKELEY HEIGHTS NEW JERSEY 07922

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Kalaris Therapeutics, Inc. [ KLRS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	See Remarks

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/19/2026

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)
			Code	V	Amount	(A) or (D)	Price

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
Stock Option (Right to Buy)	$6.81	03/19/2026		A		222,000		(1)	03/18/2036	Common Stock	222,000	$0	222,000	D

Explanation of Responses:

1. The option was granted on March 19, 2026. The shares underlying the option are scheduled to vest over four years, with 25% of the shares underlying the option vesting on March 19, 2027, and the remainder vesting in equal monthly installments thereafter, subject to continuous service.

Remarks:

President and Chief Executive Officer

	/s/ Brett Hagen, Attorney-in-Fact	03/20/2026
	** 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)

FAQ

What did Andrew Oxtoby report in the latest Form 4 for KLRS?

Andrew Oxtoby reported a grant of stock options for 222,000 shares of Kalaris Therapeutics Common Stock. The award is a compensation-related derivative grant, not an open-market purchase or sale, and is held directly following the transaction.

What is the exercise price and term of Andrew Oxtoby’s KLRS stock options?

The granted options have an exercise price of $6.8100 per share and expire on March 18, 2036. This long-dated option term gives Oxtoby the right, but not the obligation, to buy Kalaris Therapeutics shares at that price before expiration.

How do Andrew Oxtoby’s KLRS options vest over time?

The 222,000 KLRS options vest over four years. Twenty-five percent vests on March 19, 2027, and the remaining 75% vests in equal monthly installments thereafter, contingent on Oxtoby’s continuous service with Kalaris Therapeutics.

Is the Form 4 for KLRS an insider buy or a compensation grant?

The Form 4 reflects a compensation-related stock option grant, coded as an acquisition (A) rather than an open-market purchase. No shares were bought or sold in the market; instead, Oxtoby received options to potentially acquire 222,000 KLRS shares in the future.

How many KLRS derivative securities does Andrew Oxtoby hold after this transaction?

After the transaction, Andrew Oxtoby holds 222,000 derivative securities directly in the form of stock options. These options are tied to Kalaris Therapeutics Common Stock and become exercisable as they vest according to the four-year vesting schedule.

What role does vesting play in Andrew Oxtoby’s new KLRS option grant?

Vesting determines when Oxtoby can exercise portions of his 222,000 KLRS options. He must remain in continuous service for 25% to vest by March 19, 2027, with the rest vesting monthly afterward, aligning the award with ongoing employment.