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Kiniksa insider exercises 98,660 options and sells shares under 10b5-1 plan

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

Rhea-AI Filing Summary

Tessari Eben, Chief Operating Officer and director of Kiniksa Pharmaceuticals International, plc (KNSA), reported exercises of vested share options and subsequent sales on September 4 and 5, 2025 under a 10b5-1 plan. The reporting person exercised a total of 98,660 share options at exercise prices of $15.50 and $15.52, resulting in the acquisition of 98,660 Class A Ordinary Shares. That same week the reporting person sold 98,660 Class A Ordinary Shares in multiple brokered trades at weighted-average prices of about $35.52 and $35.66. After these transactions the reporting person beneficially owned 44,452 Class A Ordinary Shares. The 10b5-1 plan was executed on April 29, 2024, and the Form 4 was signed by an attorney-in-fact on September 8, 2025.

Positive

  • Transactions executed under a 10b5-1 plan, providing a pre-established trading framework and affirmative defense
  • Realized monetization of options exercised at ~$15.5 and sold at weighted-average prices around ~$35.5–$35.7, producing a material per-share gain
  • Options were fully vested and exercisable at time of exercise, reducing questions about timing or special vesting treatment

Negative

  • Large sale volume of 98,660 shares reduced the reporting person's beneficial ownership to 44,452 Class A Ordinary Shares, lowering insider stake
  • Significant insider selling could be perceived by some investors as decreased near-term insider exposure, though executed under a plan

Insights

TL;DR: Insider exercised options and sold the resulting shares under a pre-established 10b5-1 plan, monetizing a substantial gain with limited ongoing ownership.

The reporting person exercised 98,660 options at strikes of $15.50 and $15.52 then sold the same number of shares at weighted-average prices near $35.5–$35.7, indicating a material realized gain per share. Transactions were executed under a 10b5-1 plan (April 29, 2024), which limits opportunistic timing concerns. Remaining beneficial ownership is 44,452 Class A shares, representing continued, though reduced, insider alignment. For investors, this is a routine option monetization rather than an operational signal.

TL;DR: Trades followed a documented 10b5-1 plan and involved fully vested options, so governance controls were observed.

The Form 4 discloses that the exercised options were fully vested and the sales were effected pursuant to a 10b5-1 trading plan executed April 29, 2024, which provides affirmative defense under Rule 10b5-1(c). The filing includes weighted-average sale prices and an offer to provide trade-level detail to SEC staff, reflecting transparent disclosure practices. The signature by an attorney-in-fact is typical for timely filings. Overall, governance procedures appear to have been followed.

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)
09/04/2025
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 09/04/2025 M(1) 38,725 A $15.5 83,177 D
Class A Ordinary Share 09/04/2025 M(1) 46,546 A $15.52 129,723 D
Class A Ordinary Share 09/04/2025 S(1) 85,271 D $35.52(2) 44,452 D
Class A Ordinary Share 09/05/2025 M(1) 13,389 A $15.52 57,841 D
Class A Ordinary Share 09/05/2025 S(1) 13,389 D $35.66(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
Share Option $15.5 09/04/2025 M(1) 38,725 (4) 09/09/2030 Class A Ordinary Share 38,725 $0 6,249 D
Share Option $15.52 09/04/2025 M(1) 46,546 (4) 03/12/2030 Class A Ordinary Share 46,546 $0 13,389 D
Share Option $15.52 09/05/2025 M(1) 13,389 (4) 03/12/2030 Class A Ordinary Share 13,389 $0 0 D
Explanation of Responses:
1. This transaction was effected pursuant to a 10b5-1 plan executed by the reporting person on April 29, 2024.
2. This transaction was executed in multiple trades through a broker-dealer at prices ranging between $35.50 and $35.545. 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.
3. This transaction was executed in multiple trades through a broker-dealer at prices ranging between $35.52 and $35.84. 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 option is fully vested and exercisable.
/s/ Aaron Young, Attorney-in-Fact 09/08/2025
** 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.

FAQ

Who filed the Form 4 for KNSA and what is their role?

The Form 4 was filed for Tessari Eben, who is identified as Chief Operating Officer and a director of Kiniksa Pharmaceuticals International, plc (KNSA).

What transactions were reported on the Form 4 for KNSA (dates and amounts)?

On September 4 and 5, 2025, the reporting person exercised a total of 98,660 share options and sold 98,660 Class A Ordinary Shares in multiple brokered trades.

At what prices were the options exercised and shares sold?

Options were exercised at strikes of $15.50 and $15.52. The shares were sold at weighted-average prices reported near $35.52 and $35.66.

Was the trading conducted under a 10b5-1 plan?

Yes. The transactions were effected pursuant to a 10b5-1 trading plan executed by the reporting person on April 29, 2024.

How many Class A Ordinary Shares does the reporting person own after these transactions?

Following the reported transactions, the reporting person beneficially owned 44,452 Class A Ordinary Shares.
Kiniksa Pharmaceuticals International, plc

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Drug Manufacturers - Specialty & Generic
Pharmaceutical Preparations
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United Kingdom
LONDON