STOCK TITAN

Kiniksa (KNSA) awards RSUs and options to Baker-affiliated board representatives

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

Rhea-AI Filing Summary

BAKER BROS. ADVISORS LP reported acquisition or exercise transactions in this Form 4 filing.

Kiniksa Pharmaceuticals International, plc reported compensation-related equity grants to directors affiliated with Baker Bros. funds. On May 29, 2026, each of Felix J. Baker, Dr. Stephen R. Biggar and M. Cantey Boyd received 2,026 restricted share units (RSUs) and 12,158 non-qualified share options tied to Class A Ordinary Shares under the 2018 Incentive Award Plan. The RSUs vest on the earlier of May 29, 2027 or the next annual shareholder meeting, subject to continued board service, while the share options have a strike price of $48.38, vest in 12 monthly installments beginning June 29, 2026, and expire on May 28, 2036. The Form 4 attributes indirect pecuniary interests in these awards to 667, L.P. and Baker Brothers Life Sciences LP, with Baker Bros. Advisors LP holding voting and dispositive power, and Julian C. Baker and Felix J. Baker disclaiming beneficial ownership beyond their pecuniary interests.

Positive

  • None.

Negative

  • None.

Insights

Routine equity grants to Baker-affiliated Kiniksa directors for board service.

The disclosure shows RSU and non-qualified share option grants to three Baker-affiliated directors of Kiniksa Pharmaceuticals International, plc. Each received 2,026 RSUs and 12,158 share options at a strike price of $48.38, under the company’s 2018 Incentive Award Plan.

The awards vest over roughly one year, tied to continued board service, with options expiring in 2036. Footnotes clarify that 667, L.P. and Baker Brothers Life Sciences LP have indirect pecuniary interests, while Baker Bros. Advisors LP holds voting and dispositive power and the Bakers disclaim beneficial ownership beyond economic interests.

These are compensation grants rather than open-market purchases or sales, so they generally carry limited signaling value for near-term stock performance and instead reflect ongoing alignment of director incentives with shareholder outcomes through equity-based pay.

Insider BAKER BROS. ADVISORS LP, 667, L.P., Baker Bros. Advisors (GP) LLC, Baker Brothers Life Sciences LP, BAKER FELIX, BAKER JULIAN
Role null | null | null | null | null | null
Type Security Shares Price Value
Grant/Award Non- Qualified Share Option (right to buy) 36,474 $0.00 --
Grant/Award Non- Qualified Share Option (right to buy) 36,474 $0.00 --
Grant/Award Class A Ordinary Shares 6,078 $0.00 --
Grant/Award Class A Ordinary Shares 6,078 $0.00 --
holding Class A Ordinary Shares -- -- --
holding Class A Ordinary Shares -- -- --
Holdings After Transaction: Non- Qualified Share Option (right to buy) — 36,474 shares (Indirect, See Footnotes); Class A Ordinary Shares — 143,277 shares (Indirect, See Footnotes); Class A Ordinary Shares — 14,840 shares (Direct, null)
Footnotes (1)
  1. Includes 2,026 restricted share units (each an "RSU") payable solely in Class A ordinary shares ("Class A Ordinary Shares") granted by Kiniksa Pharmaceuticals International, plc. (the "Issuer") to each of Felix J. Baker, a managing member of Baker Bros. Advisors (GP) LLC (the "Adviser GP"), and Dr. Stephen R. Biggar and M. Cantey Boyd, employees of Baker Bros. Advisors LP (the "Adviser"), on May 29, 2026, pursuant to the Issuer's 2018 Incentive Award Plan, as amended (the "Incentive Award Plan"). The RSUs fully vest on the earlier of May 29, 2027 or the date of the next annual meeting of shareholders of the Issuer, subject to the applicable director's continuous service on the board of directors of the Issuer (the "Board") through the vesting date. Felix J. Baker, Dr. Biggar and M. Cantey Boyd serve on the Board as representatives of 667, L.P. ("667") and Baker Brothers Life Sciences, L.P. ("Life Sciences", and together with 667, the "Funds") and their affiliates and control persons. After giving effect to the transactions reported herein and as a result of their ownership interest in (i) Baker Biotech Capital, L.P. and (ii) 667, Julian C. Baker and Felix J. Baker each may be deemed to have an indirect pecuniary interest in Class A Ordinary Shares reported in column 5 of Table I and the Share Options (as defined below) reported in column 9 of Table II held directly by or held for the benefit of 667, a limited partnership of which the sole general partner is Baker Biotech Capital, L.P., a limited partnership of which the sole general partner is Baker Biotech Capital (GP), LLC, due to their interest in 667 and Baker Biotech Capital, L.P.'s right to receive an allocation of a portion of the profits from 667. Pursuant to the policies of the Adviser, Felix J. Baker, Dr. Biggar and M. Cantey Boyd do not have a right to any of the Issuer's securities issued as compensation for their service on the Board and the Funds are entitled to an indirect proportionate pecuniary interest in such securities. The Funds each own an indirect proportionate pecuniary interest in the non-qualified share options exercisable solely into Class A Ordinary Shares ("Share Options") and RSUs. Solely as a result of their ownership interest in (i) the general partners of the Funds and (ii) the Funds, Felix J. Baker and Julian C. Baker may be deemed to have an indirect pecuniary interest in the Share Options, RSUs and any Class A Ordinary Shares acquired upon the exercise of Share Options or vesting of RSUs (i.e. no direct pecuniary interest) issued as compensation for such Board Service. The Adviser serves as the investment adviser to the Funds. In connection with the services provided by the Adviser, the Adviser receives an asset-based management fee that does not confer any pecuniary interest in the securities held directly by the Funds or for the benefit of the Funds. The Adviser GP is the Adviser's sole general partner. Julian C. Baker and Felix J. Baker are managing members of the Adviser GP. The Adviser has complete and unlimited discretion and authority with respect to the investment and voting power of the securities held directly by the Funds or for the benefit of the Funds. The general partners of the Funds relinquished to the Adviser all discretion and authority with respect to the investment and voting power of the securities held directly by the Funds or for the benefit of the Funds. Julian C. Baker, Felix J. Baker, the Adviser GP and the Adviser disclaim beneficial ownership of the securities held directly by or held for the benefit of the Funds except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of Julian C. Baker, Felix J. Baker, the Adviser GP or the Adviser is a beneficial owner of such securities for purposes of Section 16 or any other purpose. Pursuant the policies of the Adviser, the Adviser has voting and dispositive power over the Share Options, RSUs and any Class A Ordinary Shares received as a result of the exercise of Share Options or vesting of RSUs. The acquisitions of the RSUs and Share Options reported on this form represent grants to each of Felix J. Baker, Dr. Biggar and M. Cantey Boyd of 2,026 RSUs on Table I and 12,158 Share Options on Table II. These grants, totaling 6,078 RSUs and 36,474 Share Options for Felix J. Baker, Dr. Biggar and M. Cantey Boyd in the aggregate, are reported for each of the Funds as each has an indirect pecuniary interest in such securities. Includes beneficial ownership of 15,345 Class A Ordinary Shares received from vested RSUs each previously granted to Felix J. Baker and Dr. Biggar and 7,529 Class A Ordinary Shares received from vested RSUs previously granted to M. Cantey Boyd, in their capacity as directors of the Issuer. After giving effect to the transactions reported herein and as a result of their ownership interest in (i) Baker Brothers Life Sciences Capital, L.P. and (ii) Life Sciences, Julian C. Baker and Felix J. Baker each may be deemed to have an indirect pecuniary interest in Class A Ordinary Shares reported in column 5 of Table I and the Share Options reported in column 9 of Table II held directly by or held for the benefit of Life Sciences, a limited partnership of which the sole general partner is Baker Brothers Life Sciences Capital, L.P., a limited partnership of which the sole general partner is Baker Brothers Life Sciences Capital (GP), LLC, due to their interest in Life Sciences and Baker Brothers Life Sciences Capital, L.P.'s right to receive an allocation of a portion of the profits from Life Sciences. Class A Ordinary Shares held directly by Felix J. Baker. Class A Ordinary Shares held directly by Julian C. Baker. Includes 12,158 Share Options granted by the Issuer to each of Felix J. Baker, Dr. Biggar and M. Cantey Boyd on May 29, 2026, pursuant to the Incentive Award Plan. The Share Options have a strike price of $48.38 and vest in 12 equal monthly installments beginning on June 29, 2026 with the final installment vesting on the earlier of May 29, 2027 or the date of the next annual meeting of shareholders of the Issuer, subject to the applicable director's continuous service on the Board through the vesting date. The Share Options expire 10 years from the date of grant.
RSUs per director 2,026 RSUs Granted May 29, 2026 to each of three Baker-affiliated directors
Total RSUs granted 6,078 RSUs Aggregate grant to Felix J. Baker, Dr. Biggar and M. Cantey Boyd
Options per director 12,158 share options Non-qualified options granted May 29, 2026 to each director
Total options granted 36,474 share options Aggregate non-qualified share options across the three directors
Option strike price $48.38 per share Strike price for non-qualified share options exercisable into Class A Ordinary Shares
Option expiration May 28, 2036 Non-qualified share options expire 10 years from grant date
Indirect holdings after grant 2,744,894 shares Class A Ordinary Shares indirectly held after one reported acquisition entry
Additional indirect holdings 143,277 shares Class A Ordinary Shares indirectly held after second reported acquisition entry
restricted share units financial
"Includes 2,026 restricted share units (each an "RSU") payable solely in Class A ordinary shares"
Restricted share units (RSUs) are a promise from a company to give an employee or service provider actual shares or cash equal to the shares after certain conditions are met, typically staying with the company for a set time or hitting performance targets. Think of them like a time-locked gift card that becomes usable only after you’ve earned it. For investors, RSUs matter because they align employee incentives with company performance and can increase the number of shares outstanding over time, diluting existing ownership and affecting earnings per share.
non-qualified share options financial
"The Funds each own an indirect proportionate pecuniary interest in the non-qualified share options exercisable solely into Class A Ordinary Shares"
pecuniary interest financial
"may be deemed to have an indirect pecuniary interest in Class A Ordinary Shares reported in column 5"
Incentive Award Plan financial
"pursuant to the Issuer's 2018 Incentive Award Plan, as amended (the "Incentive Award Plan")"
An incentive award plan is a formal program that rewards employees, executives, or directors with cash, stock, options, or other pay when the company meets set goals or performance targets. Like a sales commission or a loyalty program that pays out when you hit milestones, it’s designed to align staff behavior with company objectives; investors care because it affects a company’s costs, share count (dilution), leadership incentives, and long-term value creation.
voting and dispositive power financial
"the Adviser has voting and dispositive power over the Share Options, RSUs and any Class A Ordinary Shares"
Section 16 regulatory
"beneficial owner of such securities for purposes of Section 16 or any other purpose"
Section 16 is a U.S. securities law rule that governs the trading and disclosure obligations of company insiders — typically officers, directors and large shareholders — to promote transparency and deter unfair profit-taking. It requires insiders to publicly report their stock trades and allows companies or the issuer to reclaim quick, short-term profits from certain insider trades, like a scoreboard and a refund policy that help investors see and limit possible insider advantage.
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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*
BAKER BROS. ADVISORS LP

(Last)(First)(Middle)
860 WASHINGTON STREET
3RD FLOOR

(Street)
NEW YORK NEW YORK 10014

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Kiniksa Pharmaceuticals International, plc [ KNSA ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/29/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
XForm 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
Class A Ordinary Shares05/29/2026A6,078(1)A$0143,277ISee Footnotes(2)(3)(4)(5)(6)(7)(8)
Class A Ordinary Shares05/29/2026A6,078(1)A$02,744,894ISee Footnotes(3)(4)(5)(6)(7)(8)(9)
Class A Ordinary Shares14,840(10)D
Class A Ordinary Shares14,840(11)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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Non- Qualified Share Option (right to buy)$48.3805/29/2026A36,474(12) (12)05/28/2036Class A Ordinary Shares36,474$036,474ISee Footnotes(2)(3)(4)(5)(6)(7)
Non- Qualified Share Option (right to buy)$48.3805/29/2026A36,474(12) (12)05/28/2036Class A Ordinary Shares36,474$036,474ISee Footnotes(3)(4)(5)(6)(7)(9)
1. Name and Address of Reporting Person*
BAKER BROS. ADVISORS LP

(Last)(First)(Middle)
860 WASHINGTON STREET
3RD FLOOR

(Street)
NEW YORK NEW YORK 10014

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
XDirector10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
667, L.P.

(Last)(First)(Middle)
860 WASHINGTON STREET, 3RD FLOOR

(Street)
NEW YORK NEW YORK 10014

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
XDirector10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Baker Bros. Advisors (GP) LLC

(Last)(First)(Middle)
860 WASHINGTON STREET
3RD FLOOR

(Street)
NEW YORK NEW YORK 10014

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
XDirector10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Baker Brothers Life Sciences LP

(Last)(First)(Middle)
860 WASHINGTON STREET
3RD FLOOR

(Street)
NEW YORK NEW YORK 10014

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
XDirector10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
BAKER FELIX

(Last)(First)(Middle)
860 WASHINGTON STREET
3RD FLOOR

(Street)
NEW YORK NEW YORK 10014

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
XDirector10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
BAKER JULIAN

(Last)(First)(Middle)
860 WASHINGTON STREET, 3RD FLOOR

(Street)
NEW YORK NEW YORK 10014

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
XDirector10% Owner
Officer (give title below)Other (specify below)
Explanation of Responses:
1. Includes 2,026 restricted share units (each an "RSU") payable solely in Class A ordinary shares ("Class A Ordinary Shares") granted by Kiniksa Pharmaceuticals International, plc. (the "Issuer") to each of Felix J. Baker, a managing member of Baker Bros. Advisors (GP) LLC (the "Adviser GP"), and Dr. Stephen R. Biggar and M. Cantey Boyd, employees of Baker Bros. Advisors LP (the "Adviser"), on May 29, 2026, pursuant to the Issuer's 2018 Incentive Award Plan, as amended (the "Incentive Award Plan"). The RSUs fully vest on the earlier of May 29, 2027 or the date of the next annual meeting of shareholders of the Issuer, subject to the applicable director's continuous service on the board of directors of the Issuer (the "Board") through the vesting date. Felix J. Baker, Dr. Biggar and M. Cantey Boyd serve on the Board as representatives of 667, L.P. ("667") and Baker Brothers Life Sciences, L.P. ("Life Sciences", and together with 667, the "Funds") and their affiliates and control persons.
2. After giving effect to the transactions reported herein and as a result of their ownership interest in (i) Baker Biotech Capital, L.P. and (ii) 667, Julian C. Baker and Felix J. Baker each may be deemed to have an indirect pecuniary interest in Class A Ordinary Shares reported in column 5 of Table I and the Share Options (as defined below) reported in column 9 of Table II held directly by or held for the benefit of 667, a limited partnership of which the sole general partner is Baker Biotech Capital, L.P., a limited partnership of which the sole general partner is Baker Biotech Capital (GP), LLC, due to their interest in 667 and Baker Biotech Capital, L.P.'s right to receive an allocation of a portion of the profits from 667.
3. Pursuant to the policies of the Adviser, Felix J. Baker, Dr. Biggar and M. Cantey Boyd do not have a right to any of the Issuer's securities issued as compensation for their service on the Board and the Funds are entitled to an indirect proportionate pecuniary interest in such securities. The Funds each own an indirect proportionate pecuniary interest in the non-qualified share options exercisable solely into Class A Ordinary Shares ("Share Options") and RSUs. Solely as a result of their ownership interest in (i) the general partners of the Funds and (ii) the Funds, Felix J. Baker and Julian C. Baker may be deemed to have an indirect pecuniary interest in the Share Options, RSUs and any Class A Ordinary Shares acquired upon the exercise of Share Options or vesting of RSUs (i.e. no direct pecuniary interest) issued as compensation for such Board Service.
4. The Adviser serves as the investment adviser to the Funds. In connection with the services provided by the Adviser, the Adviser receives an asset-based management fee that does not confer any pecuniary interest in the securities held directly by the Funds or for the benefit of the Funds. The Adviser GP is the Adviser's sole general partner. Julian C. Baker and Felix J. Baker are managing members of the Adviser GP. The Adviser has complete and unlimited discretion and authority with respect to the investment and voting power of the securities held directly by the Funds or for the benefit of the Funds. The general partners of the Funds relinquished to the Adviser all discretion and authority with respect to the investment and voting power of the securities held directly by the Funds or for the benefit of the Funds.
5. Julian C. Baker, Felix J. Baker, the Adviser GP and the Adviser disclaim beneficial ownership of the securities held directly by or held for the benefit of the Funds except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of Julian C. Baker, Felix J. Baker, the Adviser GP or the Adviser is a beneficial owner of such securities for purposes of Section 16 or any other purpose.
6. Pursuant the policies of the Adviser, the Adviser has voting and dispositive power over the Share Options, RSUs and any Class A Ordinary Shares received as a result of the exercise of Share Options or vesting of RSUs.
7. The acquisitions of the RSUs and Share Options reported on this form represent grants to each of Felix J. Baker, Dr. Biggar and M. Cantey Boyd of 2,026 RSUs on Table I and 12,158 Share Options on Table II. These grants, totaling 6,078 RSUs and 36,474 Share Options for Felix J. Baker, Dr. Biggar and M. Cantey Boyd in the aggregate, are reported for each of the Funds as each has an indirect pecuniary interest in such securities.
8. Includes beneficial ownership of 15,345 Class A Ordinary Shares received from vested RSUs each previously granted to Felix J. Baker and Dr. Biggar and 7,529 Class A Ordinary Shares received from vested RSUs previously granted to M. Cantey Boyd, in their capacity as directors of the Issuer.
9. After giving effect to the transactions reported herein and as a result of their ownership interest in (i) Baker Brothers Life Sciences Capital, L.P. and (ii) Life Sciences, Julian C. Baker and Felix J. Baker each may be deemed to have an indirect pecuniary interest in Class A Ordinary Shares reported in column 5 of Table I and the Share Options reported in column 9 of Table II held directly by or held for the benefit of Life Sciences, a limited partnership of which the sole general partner is Baker Brothers Life Sciences Capital, L.P., a limited partnership of which the sole general partner is Baker Brothers Life Sciences Capital (GP), LLC, due to their interest in Life Sciences and Baker Brothers Life Sciences Capital, L.P.'s right to receive an allocation of a portion of the profits from Life Sciences.
10. Class A Ordinary Shares held directly by Felix J. Baker.
11. Class A Ordinary Shares held directly by Julian C. Baker.
12. Includes 12,158 Share Options granted by the Issuer to each of Felix J. Baker, Dr. Biggar and M. Cantey Boyd on May 29, 2026, pursuant to the Incentive Award Plan. The Share Options have a strike price of $48.38 and vest in 12 equal monthly installments beginning on June 29, 2026 with the final installment vesting on the earlier of May 29, 2027 or the date of the next annual meeting of shareholders of the Issuer, subject to the applicable director's continuous service on the Board through the vesting date. The Share Options expire 10 years from the date of grant.
Remarks:
Felix J. Baker, a managing member of Baker Bros. Advisors (GP) LLC, and Dr. Biggar and M. Cantey Boyd, employees of Baker Bros. Advisors LP, are directors of Kiniksa Pharmaceuticals International, plc. (the "Issuer"). By virtue of their representation on the board of directors of the Issuer, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the reporting persons other than Felix J. Baker are deemed directors by deputization of the Issuer.
By: Baker Bros. Advisors LP, Name: Scott L. Lessing, Title: President /s/ Scott L. Lessing06/02/2026
Baker Bros. Advisors LP, Mgmt. Co. and Inv. Adviser to 667, L.P., pursuant to authority granted by Baker Biotech Capital, L.P., GP to 667, L.P. Name: Scott L. Lessing, Title: President /s/ Scott L. Lessing06/02/2026
By: Baker Bros. Advisors (GP) LLC, Name: Scott L. Lessing, Title: President /s/ Scott L. Lessing06/02/2026
Baker Bros. Advisors LP, Mgmt. Co. and Inv. Adviser to BAKER BROTHERS LIFE SCIENCES, L.P., pursuant to authority granted by Baker Brothers Life Sciences Capital, L.P., GP to Baker Brothers Life Sciences, L.P., /s/ Name: Scott L. Lessing, Title: President06/02/2026
/s/ Felix J. Baker06/02/2026
/s/ Julian C. Baker06/02/2026
** 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 equity grants did Kiniksa (KNSA) report for Baker-affiliated directors?

Kiniksa reported equity compensation grants to three Baker-affiliated directors. Each received 2,026 restricted share units and 12,158 non-qualified share options linked to Class A Ordinary Shares, reflecting routine board compensation under the company’s 2018 Incentive Award Plan, rather than open-market stock purchases.

How many Kiniksa (KNSA) RSUs and options were granted in total to Baker-affiliated directors?

The filing notes grants totaling 6,078 restricted share units and 36,474 non-qualified share options across Felix J. Baker, Dr. Stephen R. Biggar and M. Cantey Boyd. Each individual received 2,026 RSUs and 12,158 options as board compensation tied to continued service on Kiniksa’s board.

What are the vesting terms for the Kiniksa (KNSA) RSUs and share options granted?

The RSUs fully vest on the earlier of May 29, 2027 or Kiniksa’s next annual shareholder meeting, if the director continues serving. The share options vest in 12 equal monthly installments starting June 29, 2026, with the final installment on the same schedule, subject to continued board service.

What is the strike price and expiration date of the Kiniksa (KNSA) non-qualified share options?

Each non-qualified share option has a strike price of $48.38 per Class A Ordinary Share. The options expire ten years from the grant date, on May 28, 2036, giving the holders a long-dated opportunity to exercise if Kiniksa’s share price exceeds that level.

Who has voting and dispositive power over the Kiniksa (KNSA) RSUs and options granted to Baker-affiliated directors?

According to the disclosure, Baker Bros. Advisors LP has voting and dispositive power over the share options, RSUs and any resulting Class A Ordinary Shares. The related funds hold indirect pecuniary interests, while Julian C. Baker and Felix J. Baker disclaim beneficial ownership beyond their economic interests.

Are the Kiniksa (KNSA) equity grants to Baker-affiliated directors open-market purchases or compensation awards?

These transactions are compensation awards, not open-market purchases. The RSUs and non-qualified share options were granted under Kiniksa’s 2018 Incentive Award Plan for board service, with no cash paid per share at grant and vesting contingent on continued board membership.