Ocular Therapeutix (NASDAQ: OCUL) awards RSUs and options to CSO

Rhea-AI Filing Summary

Ocular Therapeutix reported new equity awards to its Chief Strategy Officer, Sanjay Nayak. On January 2, 2026, he received 64,900 restricted stock units, each representing one share of common stock, granted at $0 under the company’s 2021 Stock Incentive Plan.

Subject to his continued service, these RSUs vest over three years in three equal annual installments. He was also granted a stock option for 197,650 shares at an exercise price of $11.82 per share, vesting monthly over four years beginning one month after the grant date, also contingent on continued service. Following the RSU grant, he beneficially owned 342,760 shares of common stock directly.

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^*

Nayak Sanjay

(Last) (First) (Middle)

C/O OCULAR THERAPEUTIX, INC.

15 CROSBY DRIVE

(Street)

BEDFORD MA 01730

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
OCULAR THERAPEUTIX, INC [ OCUL ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Strategy Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/02/2026

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
Common Stock	01/02/2026		A		64,900(1)	A	$0	342,760	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
Stock Option (Right to Buy)	$11.82	01/02/2026		A		197,650		(2)	01/01/2036	Common Stock	197,650	$0	197,650	D

Explanation of Responses:

1. On January 2, 2026, the reporting person was granted restricted stock units ("RSUs") under the 2021 Stock Incentive Plan, as amended, of Ocular Therapeutix, Inc. (the "Corporation"). Each RSU represents a right to receive one share of the Corporation's common stock. Subject to the reporting person's continued service to the Corporation, the RSUs will vest over three years, with 1/3 of the shares underlying the RSUs vesting on the one-year anniversary of the date of grant and an additional 1/3 of the shares underlying the RSUs vesting at the end of each successive one-year period thereafter.

2. Subject to the reporting person's continued service to the Corporation, the shares underlying this option vest over four years, vesting 1/48 monthly beginning on the one-month anniversary of the date of grant.

	/s/ Todd Anderman, Attorney-in-Fact for Sanjay Nayak	01/06/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What insider transaction did OCUL’s Chief Strategy Officer report?

The Chief Strategy Officer, Sanjay Nayak, reported receiving 64,900 restricted stock units (RSUs) and a stock option for 197,650 shares of Ocular Therapeutix common stock as equity awards.

What are the terms of the RSU grant reported by OCUL insider Sanjay Nayak?

The 64,900 RSUs were granted on January 2, 2026. Each RSU represents one share of common stock and vests over three years, with 1/3 vesting after one year and an additional 1/3 at the end of each successive year, subject to continued service.

What are the key details of the stock option granted to OCUL’s Chief Strategy Officer?

Sanjay Nayak received a stock option for 197,650 shares with an exercise price of $11.82 per share. The option vests over four years, with 1/48 of the shares vesting monthly beginning one month after the grant date, conditioned on continued service.

How many Ocular Therapeutix shares did Sanjay Nayak own after the reported Form 4 transactions?

After the reported RSU award, Sanjay Nayak beneficially owned 342,760 shares of Ocular Therapeutix common stock directly.

Were the equity awards to OCUL’s Chief Strategy Officer granted for cash consideration?

Both the 64,900 RSUs and the 197,650-share stock option were reported with a $0 price at grant, reflecting standard equity compensation grants rather than open-market purchases.

What role does the reporting person in this OCUL Form 4 hold at the company?

The reporting person, Sanjay Nayak, is an officer of Ocular Therapeutix, serving as the company’s Chief Strategy Officer.