KNSA insider filing: 39,364-share option grant and 15,091-share sale at $35.50

Rhea-AI Filing Summary

Kiniksa Pharmaceuticals (KNSA) Form 4 — Tessari Eben, Chief Operating Officer. The filing shows multiple equity awards and transactions between September 1–3, 2025. RSUs were granted/recorded totaling 9,828 RSUs on 09/01/2025 and additional RSUs from prior grants are reflected; each RSU converts to one Class A ordinary share. New stock options were granted on 09/01/2025 for 39,364 shares at a $33.49 exercise price and earlier vested options and RSUs remain outstanding. The reporting person sold 15,091 Class A shares on 09/03/2025 at a weighted average price of $35.50 and recorded additional small open-market sales on 09/01–09/02 at $33.49 and $34.28. Post-transactions beneficial ownership totals are reported in the range of 43,438 to 59,543 Class A shares depending on line items.

Positive

• Long-term incentive alignment: Grant of a 39,364-share option at $33.49 and multiple RSUs vesting over four years links executive pay to future share performance.
• Use of 10b5-1 plan: Some sales were executed pursuant to a pre-established 10b5-1 trading plan, reducing concerns about opportunistic insider timing.

Negative

• Insider sale: The reporting person sold 15,091 shares on 09/03/2025 at a weighted average price of $35.50, modestly reducing insider ownership.
• Potential dilution: Outstanding options and RSUs (including 39,364 option shares and multiple RSU grants) represent future dilution if exercised/settled.

Insights

Corporate Governance Expert

TL;DR: Routine executive compensation activity with contemporaneous open-market sales under a 10b5-1 plan; not a material corporate event.

The Form 4 documents standard equity compensation and insider selling activity by the COO. Grants include RSUs that vest over multiple years and a sizable option grant exercisable at $33.49, which aligns management incentives with shareholder value over the option term. The sale of 15,091 shares was executed under a broker and partially under a 10b5-1 plan, indicating pre-planned divestiture rather than opportunistic trading. Overall, this filing reflects compensation realization and liquidity moves rather than operational or governance changes.

Securities Analyst

TL;DR: Mix of awards and sales; option and RSU grants increase potential dilution while an open-market sale slightly reduces insider holdings.

The grant of a 39,364-share option at $33.49 and multiple RSU issuances increase the COO's long-term upside exposure but also represent potential future dilution if exercised. The exercised/vested items and the 15,091-share sale at a weighted $35.50 provide the executive with liquidity. The sale prices reported ($33.49, $34.28, $35.50) are near the option strike, suggesting exercise economics are modestly in-the-money for some tranches. For investors, this is a routine disclosure of compensation and personal trading, with limited immediate impact on company fundamentals.

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).

X

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^*

Tessari Eben

(Last) (First) (Middle)

23 OLD BOND STREET, THIRD FLOOR

(Street)

LONDON X0 W1S 4PZ

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Kiniksa Pharmaceuticals International, plc [ KNSA ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CHIEF OPERATING OFFICER

3. Date of Earliest Transaction (Month/Day/Year)
09/01/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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
Class A Ordinary Share	09/01/2025		M		1,746	A	(1)	41,961	D
Class A Ordinary Share	09/01/2025		M		1,773	A	(1)	43,734	D
Class A Ordinary Share	09/01/2025		M		2,726	A	(1)	46,460	D
Class A Ordinary Share	09/01/2025		F		3,022	D	$33.49	43,438	D
Class A Ordinary Share	09/02/2025		M		1,964	A	(1)	45,402	D
Class A Ordinary Share	09/02/2025		F		950	D	$34.28	44,452	D
Class A Ordinary Share	09/03/2025		M(2)		65	A	$15.52	44,517	D
Class A Ordinary Share	09/03/2025		M(2)		15,026	A	$15.5	59,543	D
Class A Ordinary Share	09/03/2025		S(2)		15,091	D	$35.5(3)	44,452	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Share Unit	(1)	09/01/2025		A		9,828		(4)	(4)	Class A Ordinary Share	9,828	$0	9,828	D
Share Option	$33.49	09/01/2025		A		39,364		(5)	08/31/2035	Class A Ordinary Share	39,364	$0	39,364	D
Restricted Share Unit	(1)	09/01/2025		M		1,746		(6)	(6)	Class A Ordinary Share	1,746	$0	5,235	D
Restricted Share Unit	(1)	09/01/2025		M			1,773	(7)	(7)	Class A Ordinary Share	1,773	$0	3,545	D
Restricted Share Unit	(1)	09/01/2025		M			2,726	(8)	(8)	Class A Ordinary Share	2,726	$0	2,726	D
Restricted Share Unit	(1)	09/02/2025		M			1,964	(9)	(9)	Class A Ordinary Share	1,964	$0	0	D
Share Option	$15.52	09/03/2025		M(2)			65	(10)	03/12/2030	Class A Ordinary Share	65	$0	59,935	D
Share Option	$15.5	09/03/2025		M(2)			15,026	(10)	09/09/2030	Class A Ordinary Share	15,026	$0	44,974	D

Explanation of Responses:

1. Each Restricted Share Unit (RSU) represents a contingent right to receive one Class A Ordinary Share of the Issuer.

2. This transaction was effected pursuant to a 10b5-1 plan executed by the reporting person on April 29, 2024.

3. This transaction was executed in multiple trades through a broker-dealer at prices ranging between $35.50 and $35.53. The price reported in this column reflects a weighted average sales price. Upon request, the reporting person will provide to the SEC staff full information regarding the number of Shares sold at each price.

4. The RSUs vest over a four-year period, with 25% of the RSUs vesting on each yearly anniversary of the grant date September 1, 2025.

5. The option vests and becomes exercisable as to 25% of the total grant on the first anniversary of the vesting commencement date and vests in 36 equal monthly installments thereafter. The vesting commencement date is September 1, 2025.

6. The RSUs vest over a four-year period, with 25% of the RSUs vesting on each yearly anniversary of the grant date September 1, 2024.

7. The RSUs vest over a four-year period, with 25% of the RSUs vesting on each yearly anniversary of the date of grant, September 1, 2023.

8. The RSUs vest over a four-year period, with 25% of the RSUs vesting on each yearly anniversary of the date of grant, September 1, 2022.

9. The RSUs vest over a four-year period, with 25% of the RSUs vesting on each yearly anniversary of the vesting commencement date September 2, 2021.

10. The option is fully vested and exercisable.

	/s/ Aaron Young, Attorney-in-Fact	09/03/2025
	** Signature of Reporting Person	Date
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FAQ

What transactions did COO Tessari Eben report on KNSA Form 4?

The report shows RSU grants and option grants on 09/01/2025, and open-market sales including 15,091 shares sold on 09/03/2025 at $35.50 (weighted average).

Were any trades executed under a 10b5-1 plan for KNSA?

Yes. The filing states certain transactions were effected pursuant to a 10b5-1 plan executed April 29, 2024.

How many option shares were granted and at what strike?

A 39,364-share option was granted on 09/01/2025 with an exercise price of $33.49 and an expiration in 2035.

What is the vesting schedule for the RSUs reported?

RSUs generally vest over four years with 25% vesting on each yearly anniversary of the grant/vesting commencement date specified in the filing.

How did these transactions affect Tessari Eben's beneficial ownership?

Post-transaction beneficial ownership figures reported range from approximately 43,438 to 59,543 Class A shares depending on the specific line item and security type.