Kiniksa (KNSA) Insider Filing: RSUs and Options Granted; Small Share Sales Reported

Rhea-AI Filing Summary

Kiniksa Pharmaceuticals director and Chairman & CEO Sanj K. Patel reported multiple transactions on Form 4 covering September 1-2, 2025. The filing shows grants of 34,435 restricted share units (RSUs), a 137,638-share option with a $33.49 exercise price, and additional RSU grants and deliveries on those dates. The report also discloses open-market disposals: 10,983 Class A shares sold at $33.49 and 3,177 Class A shares sold at $34.28. Following the transactions, Mr. Patel beneficially owns 109,795 shares indirectly held by The Marina 2016 Irrevocable Trust and reports various direct holdings reflected in the table. Vesting schedules are specified: RSUs generally vest over four years with 25% annual vesting and the option vests 25% after one year then monthly over three years.

Positive

• Grant of a 137,638-share option at $33.49 aligns executive incentives with shareholder value
• 34,435 RSUs granted provides retained equity-based compensation with multi-year vesting
• Vesting schedules disclosed (25% annual for RSUs; option vests 25% after one year then monthly) increases transparency

Negative

• Open-market disposals of 10,983 shares at $33.49 and 3,177 shares at $34.28 reduce the reporting person’s immediate direct shareholdings
• Potential future dilution from sizable option and RSU grants (137,638 options and multiple RSU tranches) if exercised or settled

Insights

Financial Analyst

TL;DR: Insider received significant equity compensation and completed small open-market sales; transactions are routine executive grants and dispositions.

The filing documents a large equity compensation package including a 137,638-share option at $33.49 and 34,435 RSUs, which increases potential future dilution if exercised but aligns management incentives with shareholders. The reported cash sales of 10,983 and 3,177 shares at $33.49 and $34.28 respectively are explicitly disclosed; the amounts sold are modest relative to the total option/RSU grants. All vesting schedules are disclosed in the form, showing multi-year vesting that phases in ownership over time. Impact is routine for executive compensation reporting.

Corporate Governance Expert

TL;DR: Transactions show standard governance transparency: compensation grants documented and sales reported, with indirect trust holdings disclosed.

The Form 4 clearly identifies Mr. Patel as Chairman & CEO and discloses both direct and indirect holdings, including 109,795 shares held by The Marina 2016 Irrevocable Trust. Vesting terms for RSUs and the option exercise schedule are provided, satisfying disclosure norms for insider awards. The separate reporting of acquisitions (grants) and disposals (open-market sales) is consistent with Section 16 requirements. From a governance perspective, the filing provides the key mechanics investors and compliance officers require; no regulatory or compliance concerns are evident from the disclosed items alone.

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

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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^*

Patel Sanj K

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CHAIRMAN & CEO

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		6,238	A	(1)	102,912	D
Class A Ordinary Share	09/01/2025		M		6,481	A	(1)	109,393	D
Class A Ordinary Share	09/01/2025		M		9,992	A	(1)	119,385	D
Class A Ordinary Share	09/01/2025		F		10,983	D	$33.49	108,402	D
Class A Ordinary Share	09/02/2025		M		6,569	A	(1)	114,971	D
Class A Ordinary Share	09/02/2025		F		3,177	D	$34.28	111,794	D
Class A Ordinary Share								109,795	I	Held by The Marina 2016 Irrevocable Trust, u/d/t June 23, 2016

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		34,435		(2)	(2)	Class A Ordinary Share	34,435	$0	34,435	D
Share Option	$33.49	09/01/2025		A		137,638		(3)	08/31/2035	Class A Ordinary Share	137,638	$0	137,638	D
Restricted Share Unit	(1)	09/01/2025		M			6,238	(4)	(4)	Class A Ordinary Shares	6,238	$0	18,712	D
Restricted Share Unit	(1)	09/01/2025		M			6,481	(5)	(5)	Class A Ordinary Share	6,481	$0	12,962	D
Restricted Share Unit	(1)	09/01/2025		M			9,992	(6)	(6)	Class A Ordinary Share	9,992	$0	9,991	D
Restricted Share Unit	(1)	09/02/2025		M			6,569	(7)	(7)	Class A Ordinary Share	6,569	$0	0	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. 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, 2025.

3. 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.

4. 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, 2024.

5. 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.

6. 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.

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 2, 2021.

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

What insider transactions did KNSA Chairman & CEO Sanj K. Patel report on Form 4?

The filing reports grants of 34,435 RSUs, a 137,638-share option with a $33.49 exercise price, additional RSU grants, and open-market sales of 10,983 and 3,177 Class A shares on September 1-2, 2025.

How many shares does Sanj K. Patel beneficially own indirectly after the reported transactions?

The filing shows 109,795 shares held indirectly by The Marina 2016 Irrevocable Trust, as reported on the Form 4.

What are the vesting terms for the RSUs and option reported in the KNSA Form 4?

RSUs generally vest over four years with 25% vesting on each yearly anniversary. The option vests 25% after one year then in 36 equal monthly installments thereafter; vesting commencement date is September 1, 2025.

At what prices were shares sold according to the Form 4?

The Form 4 discloses sales of Class A Ordinary Shares at $33.49 and $34.28.

Does the Form 4 indicate whether the report was filed by more than one reporting person?

The form indicates it was filed by one reporting person (the box for a single reporting person is checked).