[Form 4] OCULAR THERAPEUTIX, INC Insider Trading Activity

Rhea-AI Filing Summary

Insider sale to cover taxes on vested RSUs: The Chief Scientific Officer, Jeffrey S. Heier, reported sales of 10,502 shares of Ocular Therapeutix common stock on 10/02/2025 under a pre-existing automatic sale instruction. The disposals were non-discretionary sell-to-cover transactions tied to the vesting of restricted stock units on 10/01/2025.

Those shares were sold in multiple trades at prices ranging from $10.99 to $11.0866, with a reported weighted-average price of $11.04. After the sales, the reporting person beneficially owned 249,409 shares directly.

Positive

• Sale was non-discretionary under a pre-existing automatic instruction adopted on 4/09/2024
• Reporting person retained significant ownership with 249,409 shares after the transactions

Negative

• Shares were sold (10,502) which reduces insider ownership and could be perceived negatively by some investors
• Weighted-average sale price was $11.04, implying realized proceeds matched market at those execution prices

Insights

Corporate Insider / Governance Analyst

Non-discretionary sell-to-cover after RSU vesting, not an active trading signal.

The sales were executed under a durable automatic sale instruction adopted on 4/09/2024 to satisfy tax-withholding from the vesting of restricted stock units on 10/01/2025. This indicates the transactions were procedural and tied to compensation mechanics rather than discretionary market-timing by the officer.

Dependence on plan terms and vesting schedules is the main risk to interpreting intent; monitor future filings for any discretionary sales or further plan-based disposals within the next 12 months.

Equity Position / Market Impact Analyst

Sale size is small relative to total ownership — limited market impact.

The reported sale of 10,502 shares reduced holdings but left the officer with 249,409 shares, so the transaction represents a modest portion of reported direct ownership. The price range reported ($10.99–$11.0866) and weighted-average $11.04 suggest executions across several trades rather than a single large block.

Watch for additional Form 4s if successive sell-to-cover events occur at future vesting dates; any clustering of discretionary sales would be relevant within a 12-month window.

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^*

Heier Jeffrey S.

(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 Scientific Officer

3. Date of Earliest Transaction (Month/Day/Year)
10/02/2025

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
Common Stock	10/02/2025		S(1)		10,502(1)	D	$11.04(2)	249,409	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

Explanation of Responses:

1. Represents shares of common stock of Ocular Therapeutix, Inc. (the "Corporation") sold, pursuant to a durable automatic sale instruction adopted by the reporting person on April 9, 2024, effecting the sell-to-cover election of the reporting person to satisfy tax withholding obligations in connection with the vesting of restricted stock units on October 1, 2025. The sales do not represent a discretionary trade by the reporting person.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $10.99 to $11.0866, inclusive. The reporting person undertakes to provide to the Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (2) to this Form 4.

	/s/ Todd Anderman, Attorney-in-Fact for Jeffrey S. Heier	10/06/2025
	** 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

What did OCUL insider Jeffrey Heier report on Form 4?

He reported the sale of 10,502 shares on 10/02/2025 under a pre-existing automatic sell-to-cover instruction and now beneficially owns 249,409 shares.

Why were the shares sold by the reporting person?

The shares were sold to satisfy tax-withholding obligations related to the vesting of restricted stock units that vested on 10/01/2025.

At what price were the shares sold?

Shares were sold in multiple transactions at prices ranging from $10.99 to $11.0866, with a weighted-average price of $11.04.

Was the sale discretionary?

No. The sale was executed under a durable automatic sale instruction adopted on 4/09/2024, and the filing states the sales do not represent a discretionary trade.

How much insider ownership remains after the sale?

The reporting person beneficially owned 249,409 shares following the reported transactions.