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Performance share awards at Kiniksa (NASDAQ: KNSA) tied to KPL-387 FDA goals

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

Rhea-AI Filing Summary

Kiniksa Pharmaceuticals International, plc reported that its chief strategy officer, Dhiraj H. Malkani, received several equity awards on July 1, 2026. These include performance share units, performance share options and restricted share units, each linked to Class A Ordinary Shares.

The grants comprise 1,307 and 1,245 Performance Share Units, 2,188 and 2,119 Performance Share Options with a $62.88 exercise price, 14,000 Restricted Share Units, and 82,600 Share Options also at $62.88 per share. The options expiring on June 30, 2036 generally vest over time or upon specific milestones.

Footnotes explain that RSUs vest in annual installments starting July 1, 2026, while Performance Share Units and Performance Share Options vest only if Kiniksa submits a biologics license application for KPL-387 for recurrent pericarditis and, for certain awards, if the FDA approves its commercial sale and marketing in the United States.

Positive

  • None.

Negative

  • None.
Insider Malkani Dhiraj H
Role CHIEF STRATEGY OFFICER
Type Security Shares Price Value
Grant/Award Share Option 82,600 $0.00 $0.00
Grant/Award Restricted Share Unit 14,000 $0.00 $0.00
Grant/Award Performance Share Option 2,119 $0.00 $0.00
Grant/Award Performance Share Option 2,188 $0.00 $0.00
Grant/Award Performance Share Unit 1,245 $0.00 $0.00
Grant/Award Performance Share Unit 1,307 $0.00 $0.00
Holdings After Transaction: Share Option — 0 shares (Direct); Restricted Share Unit — 0 shares (Direct); Performance Share Option — 0 shares (Direct); Performance Share Unit — 0 shares (Direct)
Footnotes (9)
  1. F1. 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 July 1, 2026.
  2. F2. Each Restricted Share Unit (RSU) represents a contingent right to receive one Class A Ordinary Share of the Issuer.
  3. F3. The RSUs vest over a four-year period, with 25% of the RSUs vesting on each yearly anniversary of the date of the grant, July 1, 2026.
  4. F4. The award is subject to an earnout percentage of 100%, 75%, 50% or 0%, depending on the date of performance criteria achievement. This figure represents achievement at the 100% earnout performance achievement.
  5. F5. The Performance Share Options (PSO) shall vest and become exercisable, if at all, upon the submission to the U.S. Food and Drug Administration (the "FDA") of a biologics license application for KPL-387 for the treatment of recurrent pericarditis, subject to the Participant's continued employment with the Company, with certain exceptions.
  6. F6. The PSOs shall vest and become exercisable, if at all, upon the approval by the FDA of the commercial sale and marketing in the United States of KPL-387 for the treatment of recurrent pericarditis, subject to the Participant's continued employment with the Company, subject to certain exceptions.
  7. F7. Each Performance Share Unit (PSU) represents a contingent right to receive one Class A Ordinary Share of the Issuer, based upon the achievement of certain pre-established performance
  8. F8. The PSUs shall vest, if at all, upon the submission to the FDA of a biologics license application for KPL-387 for the treatment of recurrent pericarditis, subject to the Participant's continued employment with the Company, subject to certain exceptions.
  9. F9. The PSUs shall vest, if at all, upon the approval by the FDA of the commercial sale and marketing in the United States of KPL-387 for the treatment of recurrent pericarditis, subject to the Participant's continued employment with the Company, subject to certain exceptions.
Performance Share Units grant 1 1,307 units PSUs in Class A Ordinary Shares granted July 1, 2026
Performance Share Units grant 2 1,245 units PSUs in Class A Ordinary Shares granted July 1, 2026
Performance Share Options grant 1 2,188 options at $62.88 Performance Share Options expiring June 30, 2036
Performance Share Options grant 2 2,119 options at $62.88 Performance Share Options expiring June 30, 2036
Restricted Share Units grant 14,000 RSUs Vesting 25% annually from July 1, 2026 over four years
Share Options grant 82,600 options at $62.88 Time-based vesting; expiration June 30, 2036
RSU vesting start date July 1, 2026 First 25% of RSUs vest on this date
PSU earnout levels 0%–100% Earnout percentage can be 100%, 75%, 50% or 0%
Restricted Share Unit financial
"Each Restricted Share Unit (RSU) represents a contingent right to receive one Class A Ordinary Share"
A restricted share unit (RSU) is a promise by a company to give an employee a set number of company shares at a future date, typically after meeting time or performance conditions. For investors, RSUs matter because when they convert into actual shares they increase the number of shares outstanding (like unlocking more tickets in a game), which can dilute existing holders, and they align employee incentives with company performance, influencing behavior and long-term value.
Performance Share Unit financial
"Each Performance Share Unit (PSU) represents a contingent right to receive one Class A Ordinary Share"
A performance share unit (PSU) is a form of executive or employee pay that promises shares (or the cash value of shares) only if the company meets specific performance targets over a set period. Think of it like a bonus cheque that only arrives if the company hits agreed goals — it aligns managers’ rewards with business results and signals to investors how leadership is being incentivized to grow value over time.
Performance Share Option financial
"The Performance Share Options (PSO) shall vest and become exercisable, if at all, upon the submission to the U.S. Food and Drug Administration"
biologics license application regulatory
"upon the submission to the U.S. Food and Drug Administration of a biologics license application for KPL-387"
A biologics license application is a formal request submitted to regulatory authorities seeking approval to market a new biological medicine, such as vaccines or treatments made from living organisms. It is a comprehensive review process that evaluates the safety, effectiveness, and manufacturing quality of the product. For investors, receiving approval signals that a biological therapy can be sold to the public, potentially leading to revenue growth and market success.
recurrent pericarditis medical
"biologics license application for KPL-387 for the treatment of recurrent pericarditis"
Inflammation of the thin sac around the heart that comes back after a first episode. Like a door that keeps sticking shut even after being fixed, recurrent pericarditis involves repeated bouts of chest pain, fever, or fatigue that can require ongoing treatment, tests, or even procedures. Investors track it because recurrent disease affects healthcare spending, drug trial design, regulatory review, and the potential market for therapies aimed at preventing or managing flare-ups.
Class A Ordinary Share financial
"Each Restricted Share Unit (RSU) represents a contingent right to receive one Class A Ordinary Share of the Issuer"
A Class A ordinary share is a type of common stock a company issues that carries a specific set of rights—most often particular voting power, dividend terms, or transfer rules—distinct from other share classes. For investors it matters because those rights affect control over company decisions, how income is paid out, and how easy shares are to buy or sell; think of it like a tiered ticket that gives different access and influence at the same event.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →
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*
Malkani Dhiraj H
(Last)(First)(Middle)
C/O KINIKSA PHARMACEUTICALS INT'L
105 PICCADILLY, SECOND FLOOR
(Street)
LONDONW1J 7NJ
(City)(State)(Zip)
UNITED KINGDOM
(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
CHIEF STRATEGY OFFICER
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/01/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form 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
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
Share Option$62.8807/01/2026A82,600 (1)06/30/2036Class A Ordinary Share82,600$00D
Restricted Share Unit(2)07/01/2026A14,000 (3) (3)Class A Ordinary Share14,000$00D
Performance Share Option$62.8807/01/2026A2,119(4) (5)06/30/2036Class A Ordinary Share2,119$00D
Performance Share Option$62.8807/01/2026A2,188(4) (6)06/30/2036Class A Ordinary Share2,188$00D
Performance Share Unit(7)07/01/2026A1,245(4) (8) (8)Class A Ordinary Share1,245$00D
Performance Share Unit(7)07/01/2026A1,307(4) (9) (9)Class A Ordinary Share1,307$00D
Explanation of Responses:
1. 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 July 1, 2026.
2. Each Restricted Share Unit (RSU) represents a contingent right to receive one Class A Ordinary Share of the Issuer.
3. The RSUs vest over a four-year period, with 25% of the RSUs vesting on each yearly anniversary of the date of the grant, July 1, 2026.
4. The award is subject to an earnout percentage of 100%, 75%, 50% or 0%, depending on the date of performance criteria achievement. This figure represents achievement at the 100% earnout performance achievement.
5. The Performance Share Options (PSO) shall vest and become exercisable, if at all, upon the submission to the U.S. Food and Drug Administration (the "FDA") of a biologics license application for KPL-387 for the treatment of recurrent pericarditis, subject to the Participant's continued employment with the Company, with certain exceptions.
6. The PSOs shall vest and become exercisable, if at all, upon the approval by the FDA of the commercial sale and marketing in the United States of KPL-387 for the treatment of recurrent pericarditis, subject to the Participant's continued employment with the Company, subject to certain exceptions.
7. Each Performance Share Unit (PSU) represents a contingent right to receive one Class A Ordinary Share of the Issuer, based upon the achievement of certain pre-established performance
8. The PSUs shall vest, if at all, upon the submission to the FDA of a biologics license application for KPL-387 for the treatment of recurrent pericarditis, subject to the Participant's continued employment with the Company, subject to certain exceptions.
9. The PSUs shall vest, if at all, upon the approval by the FDA of the commercial sale and marketing in the United States of KPL-387 for the treatment of recurrent pericarditis, subject to the Participant's continued employment with the Company, subject to certain exceptions.
/s/ Douglas Barry, Attorney-in-Fact07/06/2026
** 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)

Source: View Original Filing on SEC EDGAR