[Form 4] Ocular Therapeutix, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Ocular Therapeutix insider grant summary: Nadia Waheed, the companys Chief Medical Officer, received equity awards on 08/12/2025. She was granted 40,363 restricted stock units (RSUs), each representing a right to one share, which vest over three years in equal annual installments beginning February 11, 2026. She also received a stock option to purchase 122,923 shares at an exercise price of $12.48 per share; the option vests partially (7/48) on September 11, 2025, with the remainder vesting monthly through February 11, 2029, and expires August 11, 2035. Following these transactions, Waheed reports beneficial ownership of 247,168 shares and 122,923 underlying option shares.

Positive

• 40,363 RSUs granted that convert one-for-one to common stock and vest in equal annual installments over three years, aligning executive and shareholder interests
• 122,923 stock option shares granted with a long expiration (08/11/2035), providing extended upside incentive
• Vesting schedules favor retention: RSUs begin vesting 02/11/2026 and options vest through 02/11/2029

Negative

• None.

Insights

Financial Analyst

TL;DR: Insider equity awards align executive interests with shareholders but are routine compensation, showing continued retention incentives.

The grant combines time-based RSUs and a long-dated option, providing both immediate equity alignment (RSUs) and upside participation (options). The RSUs vest in equal annual installments over three years beginning February 11, 2026, supporting retention through that period. The option schedule (initial 7/48 vesting then monthly to February 11, 2029) creates layered incentives to remain through early 2029. Exercise price is $12.48 and the option expires in 2035. Impact on share count depends on future settlements and outstanding shares; the filing reports 247,168 shares beneficially owned after the grant.

Corporate Governance Expert

TL;DR: Compensation structure is standard for senior executives: mix of RSUs and options with multi-year vesting to promote retention.

The awards were granted under the 2021 Stock Incentive Plan and use conventional vesting terms: RSUs vest annually over three years and options vest through 2029 with a 2035 expiration. These terms indicate a retention focus and an intent to align the Chief Medical Officers interests with long-term shareholder value. The form is a routine Section 16 disclosure and does not show sales or dispositions by the reporting person.

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
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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^*

Waheed Nadia

(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 Medical Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/12/2025

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	08/12/2025		A		40,363(1)	A	$0	247,168	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)	$12.48	08/12/2025		A		122,923		(2)	08/11/2035	Common Stock	122,923	$0	122,923	D

Explanation of Responses:

1. On August 12, 2025, 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, in equal annual installments, beginning on February 11, 2026.

2. 7/48 of the shares underlying the option vest on September 11, 2025, and 1/48 of the shares underlying the option vest monthly thereafter through February 11, 2029.

	/s/ Todd Anderman, Attorney-in-Fact for Nadia Waheed	08/14/2025
	** 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 equity awards did Nadia Waheed receive in the Form 4 filing for OCUL?

The filing shows 40,363 restricted stock units (RSUs) and a stock option covering 122,923 shares at an exercise price of $12.48.

When do Nadia Waheeds RSUs and options begin to vest?

The RSUs vest in equal annual installments beginning February 11, 2026. The option vests 7/48 on September 11, 2025 with the remainder vesting monthly through February 11, 2029.

How many shares does Nadia Waheed beneficially own after the reported transactions?

Following the reported transactions, the filing reports 247,168 shares beneficially owned and 122,923 option shares underlying the granted option.

What is the exercise price and expiration for the granted option in the OCUL Form 4?

The stock option has an exercise price of $12.48 per share and an expiration date of 08/11/2035.