Akkaraju group reports 56.5% Kalaris (KLRS) ownership stake

Rhea-AI Filing Summary

Samsara BioCapital–affiliated funds and Srinivas Akkaraju updated their ownership disclosure in Kalaris Therapeutics through an amendment to their Schedule 13D. Dr. Akkaraju is reported to beneficially own 12,954,081 shares of common stock, or 56.5% of the company, including 6,000 stock options exercisable within 60 days.

The filing shows 10,968,234 shares (47.9%) held by Samsara BioCapital, L.P. and 1,979,847 shares (8.6%) held by Samsara Opportunity Fund, L.P. On December 18, 2025, Samsara Opportunity Fund bought 479,847 shares from Samsara LP in a private sale at $10.42 per share, for a total of $5,000,005.74, funded by its partners’ capital contributions.

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Accepted by SEC EDGAR 02/17/2026 - 08:14 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 2)

KALARIS THERAPEUTICS, INC.

(Name of Issuer)

Common Stock, $0.0001 par value per share

(Title of Class of Securities)

482929106

(CUSIP Number)

Abrar Hussain
Samsara BioCapital GP, LLC, 628 Middlefield Road
Palo Alto, CA, 94301
(650) 285-4270

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

12/18/2025

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

CUSIP No. 482929106

1

Name of reporting person

Samsara BioCapital, L.P.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 10,968,234.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 10,968,234.00

11

Aggregate amount beneficially owned by each reporting person

10,968,234.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

47.9 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP No. 482929106

1

Name of reporting person

Samsara BioCapital GP, LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 10,968,234.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 10,968,234.00

11

Aggregate amount beneficially owned by each reporting person

10,968,234.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

47.9 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP No. 482929106

1

Name of reporting person

Samsara Opportunity Fund, L.P.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 1,979,847.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 1,979,847.00

11

Aggregate amount beneficially owned by each reporting person

1,979,847.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

8.6 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP No. 482929106

1

Name of reporting person

Samsara Opportunity Fund GP, LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 1,979,847.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 1,979,847.00

11

Aggregate amount beneficially owned by each reporting person

1,979,847.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

8.6 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP No. 482929106

1

Name of reporting person

Srinivas Akkaraju

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 6,000.00
8	Shared Voting Power 12,948,081.00
9	Sole Dispositive Power 6,000.00
10	Shared Dispositive Power 12,948,081.00

11

Aggregate amount beneficially owned by each reporting person

12,954,081.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

56.5 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, $0.0001 par value per share
(b)	Name of Issuer: KALARIS THERAPEUTICS, INC.
(c)	Address of Issuer's Principal Executive Offices: 400 Connell Drive, Suite 5500, Berkeley Heights, NEW JERSEY , 07922.
Item 1 Comment: This Amendment No. 2 (this "Amendment No. 2" or this "Schedule 13D/A") amends and supplements the statement on Schedule 13D originally filed with the Securities and Exchange Commission (the "SEC") on March 25, 2025 and amended by Amendment No. 1 to Schedule 13D ("Amendment No. 1") filed on December 22, 2025 (as amended, the "Statement") by the Reporting Persons. Unless otherwise defined herein, capitalized terms used in this Amendment No. 2 shall have the meanings ascribed to them in the Statement. Unless amended or supplemented below, the information in the Statement remains unchanged.
Item 3.	Source and Amount of Funds or Other Consideration
	Item 3 of the Statement is hereby amended and supplemented as follows: On December 18, 2025, Samsara Opportunity Fund purchased 479,847 shares of common stock from Samsara LP in a private sale for $10.42 per share, or an aggregate purchase price of $5,000,005.74. These shares represented shares held by Samsara LP for the exclusive benefit of limited partners who had redeemed their respective interests in Samsara LP and in which neither Samsara GP nor Dr. Akkaraju had any economic interest. These purchases were for cash and were funded by capital contributions from the general and limited partners of Samsara Opportunity Fund.
Item 5.	Interest in Securities of the Issuer
(a)	Rows 11 and 13 of each Reporting Person's cover page to this Schedule 13D/A set forth the aggregate number of shares of common stock and percentages of the shares of common stock beneficially owned by such Reporting Person and are incorporated by reference. The percentage set forth in each row 13 is based upon the sum of: (i) 18,702,418 shares of common stock outstanding as of November 5, 2025, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on November 12, 2025; (ii) 4,200,000 shares of common stock issued in the December 2025 Private Placement as reported in the Issuer's Current Report on Form 8-K filed with the SEC on December 18, 2025; and (iii) with respect to Dr. Akkaraju, 6,000 shares of common stock issuable upon the exercise of stock options within 60 days. The Reporting Persons' ownership of the Issuer's securities consists of (i) 10,968,234 shares of common stock directly held by Samsara LP; (ii) 1,979,847 shares of common stock directly held by Samsara Opportunity Fund; and (iii) 6,000 stock options (right to buy) that are currently vested or scheduled to vest within 60 days of this filing held by Dr. Akkaraju. Samsara GP is the sole general partner of Samsara LP and Dr. Akkaraju is the managing member of Samsara GP. Each of Samsara GP and Dr. Akkaraju possesses power to direct the voting and disposition of the securities held by Samsara LP. Samsara Opportunity GP is the sole general partner of Samsara Opportunity Fund and Dr. Akkaraju is the managing member of Samsara Opportunity GP. Each of Samsara Opportunity GP and Dr. Akkaraju possesses power to direct the voting and disposition of the securities held by Samsara Opportunity Fund.
(b)	Rows 7 through 10 of each Reporting Person's cover page to this Schedule 13D/A set forth the number of shares of common stock as to which such Reporting Person has the sole or shared power to vote or direct the vote and sole or shared power to dispose or to direct the disposition and are incorporated by reference.
(c)	Except as set forth herein and in Amendment No. 1, none of the Reporting Persons has effected any transactions with respect to the securities of the Issuer during the past sixty days.
(d)	No other person is known to have the right to receive or the power to direct the receipt of dividends from, or any proceeds from the sale of, the securities beneficially owned by any of the Reporting Persons.
(e)	Not applicable.
Item 7.	Material to be Filed as Exhibits.
	Exhibit 99.1 Joint Filing Agreement (incorporated by reference to Exhibit 99.1 to the Reporting Persons' Schedule 13D/A filed with the SEC on December 22, 2025).

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Samsara BioCapital, L.P.

Signature:	/s/ Srinivas Akkaraju
Name/Title:	By Samsara BioCapital GP, LLC, its General Partner, By Srinivas Akkaraju, Managing Member
Date:	02/17/2026

Samsara BioCapital GP, LLC

Signature:	/s/ Srinivas Akkaraju
Name/Title:	By Srinivas Akkaraju, Managing Member
Date:	02/17/2026

Samsara Opportunity Fund, L.P.

Signature:	/s/ Srinivas Akkaraju
Name/Title:	By Samsara Opportunity Fund GP, LLC, its General Partner, By Srinivas Akkaraju, Managing Member
Date:	02/17/2026

Samsara Opportunity Fund GP, LLC

Signature:	/s/ Srinivas Akkaraju
Name/Title:	By Srinivas Akkaraju, Managing Member
Date:	02/17/2026

Srinivas Akkaraju

Signature:	/s/ Srinivas Akkaraju
Name/Title:	Srinivas Akkaraju
Date:	02/17/2026

FAQ

How much of Kalaris Therapeutics (KLRS) does Srinivas Akkaraju beneficially own?

Srinivas Akkaraju is reported to beneficially own 12,954,081 Kalaris shares, or 56.5% of the common stock. This figure includes 6,000 stock options that are currently vested or will vest within 60 days of the filing date.

What are the Kalaris Therapeutics (KLRS) holdings of Samsara BioCapital, L.P. and Samsara Opportunity Fund, L.P.?

Samsara BioCapital, L.P. holds 10,968,234 Kalaris common shares, representing 47.9% of the class. Samsara Opportunity Fund, L.P. holds 1,979,847 common shares, representing 8.6% of the class, according to the amended Schedule 13D disclosure.

What transaction did Samsara Opportunity Fund complete involving Kalaris Therapeutics (KLRS) shares?

On December 18, 2025, Samsara Opportunity Fund purchased 479,847 Kalaris shares from Samsara LP at $10.42 per share. The aggregate purchase price was $5,000,005.74, funded by capital contributions from the general and limited partners of Samsara Opportunity Fund.

How were the ownership percentages for Kalaris Therapeutics (KLRS) calculated in this Schedule 13D/A?

Percentages are based on 18,702,418 Kalaris shares outstanding as of November 5, 2025, plus 4,200,000 shares issued in a December 2025 private placement. For Dr. Akkaraju’s percentage, 6,000 shares underlying exercisable stock options within 60 days are also included.

Did Samsara BioCapital or related parties report other recent Kalaris (KLRS) share transactions?

The filing states that, except for the transactions described in this amendment and in Amendment No. 1, none of the reporting persons effected any transactions in Kalaris securities during the past sixty days, indicating no additional recent trading activity was reported.

Who controls voting and disposition of the Kalaris Therapeutics (KLRS) shares held by the Samsara funds?

Samsara BioCapital GP, LLC is general partner of Samsara LP, and Samsara Opportunity Fund GP, LLC is general partner of Samsara Opportunity Fund. Dr. Akkaraju, as managing member of both general partners, has power to direct voting and disposition of shares held by the two funds.