Ocular Therapeutix (NASDAQ: OCUL) CSO stock sale for RSU tax withholding

Rhea-AI Filing Summary

OCULAR THERAPEUTIX, INC (OCUL) reported that Chief Scientific Officer Jeffrey S. Heier sold 3,296 shares of common stock on August 24, 2026 at a weighted average price of $10.78 per share. The sale was made under a durable automatic sale instruction adopted on April 9, 2024 to effect a sell-to-cover election for tax withholding on restricted stock units vesting on August 22, 2026, and is described as non-discretionary. Following this transaction, Heier beneficially owns 318,326 shares, which include 1,272 shares acquired under the company’s Amended and Restated 2014 Employee Stock Purchase Plan on June 30, 2026.

Insider Trade Summary 10b5-1

Net Seller: 3,296 shares

Net Sell 1 txn

Insider Heier Jeffrey S.

Role Chief Scientific Officer

Sold 3,296 shs ($36K)

Type	Security	Shares	Price	Value
Sale	Common Stock F1, F2, F3	3,296	$10.78	$36K

Holdings After Transaction: Common Stock — 318,326 shares (Direct)

Footnotes (3)

1. F1. 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 August 22, 2026. The sales do not represent a discretionary trade by the reporting person.
2. F2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $10.6425 to $10.9125, inclusive. The reporting person undertakes to provide to the Corporation, any security holder of 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.
3. F3. Includes 1,272 shares of common stock acquired under the Corporation's Amended and Restated 2014 Employee Stock Purchase Plan on June 30, 2026.

Key Figures

Shares sold: 3,296 shares Weighted average sale price: $10.78 per share Sale price range: $10.6425 to $10.9125 per share +3 more

6 metrics

Shares sold 3,296 shares Common stock sale on August 24, 2026 by Chief Scientific Officer

Weighted average sale price $10.78 per share Sale of 3,296 shares of common stock on August 24, 2026

Sale price range $10.6425 to $10.9125 per share Multiple transactions included in the August 24, 2026 sale

Shares owned after transaction 318,326 shares Post-transaction beneficial ownership of Jeffrey S. Heier

Shares acquired under Employee Stock Purchase Plan 1,272 shares Acquired on June 30, 2026 under Amended and Restated 2014 Employee Stock Purchase Plan

Transaction date August 24, 2026 Date of common stock sale reported on Form 4

Key Terms

durable automatic sale instruction, sell-to-cover election, restricted stock units, Amended and Restated 2014 Employee Stock Purchase Plan, +1 more

5 terms

durable automatic sale instruction financial

"Represents shares of common stock ... sold, pursuant to a durable automatic sale instruction..."

sell-to-cover election financial

"...effecting the sell-to-cover election of the reporting person to satisfy tax..."

restricted stock units financial

"...tax withholding obligations in connection with the vesting of restricted stock units..."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Amended and Restated 2014 Employee Stock Purchase Plan financial

"Includes 1,272 shares of common stock acquired under the Corporation's Amended and Restated 2014 Employee Stock Purchase Plan..."

weighted average price financial

"The price reported in Column 4 is a weighted average price."

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

FAQ

What insider transaction did OCUL report for Jeffrey S. Heier?

OCUL reported that Chief Scientific Officer Jeffrey S. Heier sold 3,296 shares of common stock on August 24, 2026 at a weighted average price of $10.78 per share.

Was the August 24, 2026 OCUL share sale by Jeffrey Heier discretionary?

No. The filing states the sale was made under a durable automatic sale instruction adopted on April 9, 2024, effecting a sell-to-cover election for tax withholding, and that the sales do not represent a discretionary trade by the reporting person.

How many OCUL shares does Jeffrey S. Heier own after this Form 4 transaction?

After the reported sale, Jeffrey S. Heier beneficially owns 318,326 shares of OCUL common stock, according to the filing’s post-transaction holdings figure.

What price range were Jeffrey Heier’s OCUL shares sold at on August 24, 2026?

The reported weighted average price was $10.78 per share. The shares were sold in multiple transactions at prices ranging from $10.6425 to $10.9125, inclusive.

What role did restricted stock units play in Jeffrey Heier’s OCUL share sale?

The sale was to satisfy tax withholding obligations in connection with the vesting of restricted stock units on August 22, 2026, executed via a pre-established sell-to-cover instruction.

How many OCUL shares did Jeffrey Heier acquire through the Employee Stock Purchase Plan?

His post-transaction holdings include 1,272 shares of common stock acquired under the company’s Amended and Restated 2014 Employee Stock Purchase Plan on June 30, 2026.

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Available on EDGAR 08/26/2026 - 05:58 PM Accepted by SEC EDGAR 08/26/2026 - 05:57 PM Learn about SEC filing dates

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.

14 CROSBY DRIVE, 3RD FLOOR

(Street)

BEDFORD MASSACHUSETTS 01730

(City) (State) (Zip)

UNITED STATES

(Country)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/24/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/24/2026		S(1)		3,296(1)	D	$10.78(2)	318,326(3)	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 August 22, 2026. 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 $10.6425 to $10.9125, inclusive. The reporting person undertakes to provide to the Corporation, any security holder of 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.

3. Includes 1,272 shares of common stock acquired under the Corporation's Amended and Restated 2014 Employee Stock Purchase Plan on June 30, 2026.

	/s/ Todd Anderman, Attorney-in-Fact for Jeffrey S. Heier	08/26/2026
	** 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.
* Form 4: SEC 1474 (03-26)