Kodiak Sciences Inc. SEC Filings

Kodiak Sciences reported fourth quarter and full-year 2025 results alongside major clinical progress in its retina pipeline. The Phase 3 GLOW2 trial in diabetic retinopathy showed Zenkuda achieved a ≥2-step DRSS improvement in 62.5% of patients versus 3.3% on sham, with an 85% reduction in sight‑threatening complications and a favorable safety profile. These data, together with prior studies, support plans for a multi‑indication BLA submission.

The company strengthened its balance sheet with a December 2025 equity offering of 8 million shares at $23.00 per share, generating net proceeds of $173.0 million, and ended 2025 with $209.9 million in cash and cash equivalents, which it believes funds operations into 2027. Net loss was $56.7 million, or $1.04 per share, for the fourth quarter and $4.32 per share for the full year, driven mainly by higher R&D spending on Phase 3 programs.

Kodiak Sciences Chairman and CEO Victor Perlroth exercised stock options for 300,000 shares of Common Stock at an exercise price of $1.0400 per share. These options were fully vested at the time of exercise. Following the transaction, he directly holds 2,395,538 shares of Common Stock. No open-market sales were reported in this filing, and the derivative position tied to this specific option grant has been fully converted into common shares.

Kodiak Sciences reported positive topline results from GLOW2, its second Phase 3 study of Zenkuda (tarcocimab tedromer) in diabetic retinopathy. In GLOW2, 62.5% of Zenkuda-treated patients achieved at least a 2-step improvement on the Diabetic Retinopathy Severity Scale at Week 48, compared with 3.3% on sham, meeting the primary endpoint with high statistical significance.

Zenkuda also cut the risk of prespecified sight-threatening complications, such as proliferative diabetic retinopathy or center-involving diabetic macular edema, by 85% versus sham through Week 48 (2.4% versus 15.8%). The drug was well-tolerated, with low rates of common ocular adverse events, no intraocular inflammation, and no retinal vasculitis observed.

The company states that the combined GLOW1 and GLOW2 results support a multi-indication BLA-ready profile for Zenkuda across diabetic retinopathy, retinal vein occlusion, and wet age-related macular degeneration, and it intends to accelerate its BLA submission plans while advancing additional Phase 3 programs based on its ABC platform.

Kodiak Sciences Inc. reported that Chairman and CEO Victor Perlroth received a grant of stock options covering 175,000 shares of common stock. The options have an exercise price of $25.0000 per share and expire on March 17, 2036.

The award is performance-based. Vesting will be determined by the 30-day average stock price as of June 30, 2027, defined as the Performance Criteria Achievement Date. If the average price is less than $25.00, none of the options vest; at or above $25.00, one-third vests; above $30.00, two-thirds vests; and above $35.00, all 175,000 options vest, subject to Perlroth continuing as a service provider on that date.

Point72 Asset Management, Point72 Capital Advisors, and Steven A. Cohen reported beneficial ownership of Kodiak Sciences Inc. common stock amounting to 2,166,929 shares, or 3.5% of the company’s outstanding shares as of December 31, 2025.

The filing states that Point72 Asset Management has investment and voting power over shares held by an investment fund it manages, with Point72 Capital Advisors as its general partner and Mr. Cohen controlling both entities. The ownership percentage is based on 61,048,428 Kodiak shares outstanding, reflecting recent offerings and previously reported outstanding shares. The reporting persons note they are not holding the securities for the purpose of changing or influencing control of Kodiak Sciences.

Kodak Sciences Inc. large shareholder D. Victor Perlroth, M.D. filed an amended Schedule 13G/A reporting his beneficial ownership of the company’s common stock as of December 31, 2025. He reports beneficial ownership of 6,504,427 shares, representing 9.9% of Kodiak’s outstanding common stock.

The filing explains this stake includes shares held directly, options exercisable within 60 days, shares held by a family foundation, and shares subject to a voting agreement and proxy where he has voting but not investment power. The percentage is based on 61,758,454 shares outstanding as of December 31, 2025.

Kodiak Sciences Inc. completed a public underwritten offering of 8,000,000 shares of its common stock, including 1,043,478 shares issued when the underwriters fully exercised their 30-day option. The shares were sold to investors at $23.00 per share, while the underwriters purchased them from the company at $21.62 per share under an underwriting agreement with J.P. Morgan Securities, Jefferies, Evercore Group and UBS Securities. The transaction generated approximately $184 million in gross proceeds for Kodiak Sciences before underwriting discounts, commissions and other offering expenses. The offering was conducted under an effective Form S-3 shelf registration statement and related prospectus supplements.

Kodiak Sciences Inc. is conducting a primary offering of 6,956,522 shares of common stock at $23.00 per share, raising estimated net proceeds of about $149.9 million after underwriting discounts and expenses. Underwriters also have a 30‑day option to buy up to 1,043,478 additional shares. Kodiak expects 59,955,083 shares outstanding after the offering, or 60,998,561 shares if the option is fully exercised, compared with 52,998,561 shares as of September 30, 2025.

The company plans to use the cash, together with existing funds, for working capital and general corporate purposes as it advances three late‑stage retinal drug candidates (KSI‑101, KSI‑501 and tarcocimab) across multiple Phase 3 trials, with several topline readouts expected between 2026 and 2027. At the $23.00 offering price, new investors face immediate net tangible book value dilution of $20.10 per share, as adjusted book value would rise from $0.45 to $2.90 per share. Entities affiliated with Baker Bros. Advisors and director Dr. Felix J. Baker have indicated interest in purchasing up to one‑third of the offered shares, though this indication is not binding.

Kodiak Sciences Inc. is offering 6,000,000 shares of its common stock in an underwritten public transaction, and has granted the underwriters a 30-day option to purchase up to 900,000 additional shares. Based on 52,998,561 shares outstanding as of September 30, 2025, Kodiak expects to have 58,998,561 shares outstanding after the offering, or 59,898,561 shares if the option is exercised in full.

The company plans to use the net proceeds, together with current cash and cash equivalents, for working capital and general corporate purposes. Entities affiliated with Baker Bros. Advisors LP and director Dr. Felix J. Baker have indicated interest in purchasing up to an aggregate of one-third of the shares at the public offering price, although these indications are not binding. Kodiak is a precommercial retina-focused biotechnology company developing late-stage investigational therapies KSI-101, KSI-501 and tarcocimab across multiple Phase 3 trials, with key topline data expected between 2026 and 2027.

Investors in this offering face a high degree of risk, including immediate dilution in net tangible book value, the possibility of future equity offerings, and the company’s stated intention not to pay cash dividends, meaning potential returns would rely on stock price appreciation.