[SCHEDULE 13G/A] OCULAR THERAPEUTIX, INC Amended Passive Investment Disclosure

Rhea-AI Filing Summary

Ocular Therapeutix, Inc. ownership update: Deep Track reports beneficial ownership of 20,850,000 shares of Common Stock, equal to 9.53% of the class as of March 31, 2026. The filing states the amount is calculated using 218,855,497 shares (based on 217,691,779 shares outstanding as of February 2, 2026) and includes 1,163,718 Pre-Funded Warrants exercisable to common shares, subject to a 9.99% Maximum Percentage exercise limitation.

The filing is a joint Schedule 13G/A by Deep Track Capital, LP; Deep Track Biotechnology Master Fund, Ltd.; and David Kroin, who is identified as a control person for Deep Track Capital, LP. It specifies that Deep Track Capital, LP is the relevant entity through which the position is held.

Insights

Corporate Governance Analyst

Large passive stake disclosed; control attribution clarified.

The filing shows a 9.53% beneficial position held through Deep Track entities and identifies David Kroin as a control person for the adviser-managed vehicle. The joint filing language and signatures formalize shared reporting responsibility among the three reporting persons.

Key dependency is the 9.99% Maximum Percentage cap on Pre-Funded Warrants, which limits immediate further ownership through exercise. Subsequent amendments or SEC disclosures would change the ownership picture.

Equity Capital Markets

Position uses pre-funded warrants and a conversion cap; market overhang limited by cap.

The disclosed 1,163,718 Pre-Funded Warrants are included in the beneficial count but are exercisable only up to the 9.99% Maximum Percentage. The filing states the mechanics and the issuer restriction verbatim, which constrains immediate dilution from warrant exercise.

Cash‑flow treatment and planned dispositions are not stated here; trading activity, if any, will depend on separate transactions and future filings.

Key Figures

Beneficial ownership: 20,850,000 shares Percent of class: 9.53% Shares used in calculation: 218,855,497 shares +3 more

6 metrics

Beneficial ownership 20,850,000 shares Amount beneficially owned as of March 31, 2026

Percent of class 9.53% Percent of Common Stock represented by the reported holding

Shares used in calculation 218,855,497 shares Calculation base noted in the filing

Shares outstanding (issuer) 217,691,779 shares Outstanding Common Stock as of <date>February 2, 2026</date> per issuer 10-K

Pre-Funded Warrants 1,163,718 warrants Warrants included in beneficial ownership count

Maximum Percentage 9.99% Exercise limitation on Pre-Funded Warrants (verbatim)

Key Terms

Pre-Funded Warrants, Maximum Percentage, Schedule 13G/A

3 terms

Pre-Funded Warrants financial

"include 1,163,718 Pre-Funded Warrants exercisable to common shares"

Pre-funded warrants are financial instruments that give investors the right to purchase a company's stock at a set price, but with most or all of the purchase price paid upfront. They function like a coupon or gift card for stock, allowing investors to buy shares later at a fixed price, which can be beneficial if they want to avoid future price increases. This makes them important for investors seeking flexibility and certainty in their investment plans.

Maximum Percentage regulatory

"subject to a 9.99% Maximum Percentage exercise limitation"

Schedule 13G/A regulatory

"JOINT FILING STATEMENT PURSUANT TO RULE 13d-1(k)"

A Schedule 13G/A is an amended public filing with the U.S. securities regulator that updates a previous Schedule 13G, disclosing when an individual or group holds a substantial (typically over 5%) stake in a company and is claiming a passive, non‑controlling intent. Investors monitor these updates because rising or falling holdings can signal changing confidence, potential future moves, or shifts in voting power — like watching a public ledger where large shareholders quietly adjust their positions.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/15/2026 - 08:46 AM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

Ocular Therapeutix, Inc

(Name of Issuer)

Common Stock, $0.0001 par value per share

(Title of Class of Securities)

67576A100

(CUSIP Number)

03/31/2026

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

schemaVersion:

SCHEDULE 13G

CUSIP Number(s): 67576A100

1

Names of Reporting Persons

Deep Track Capital, LP

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 20,850,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

20,850,000.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

9.53 %

12

Type of Reporting Person (See Instructions)

IA, OO

SCHEDULE 13G

CUSIP Number(s): 67576A100

1

Names of Reporting Persons

Deep Track Biotechnology Master Fund, Ltd.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

CAYMAN ISLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 20,850,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 20,850,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

20,850,000.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

9.53 %

12

Type of Reporting Person (See Instructions)

CO

SCHEDULE 13G

CUSIP Number(s): 67576A100

1

Names of Reporting Persons

David Kroin

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 20,850,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 20,850,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

20,850,000.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

9.53 %

12

Type of Reporting Person (See Instructions)

HC, IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Ocular Therapeutix, Inc
(b)	Address of issuer's principal executive offices: 15 Crosby Drive, Bedford, MA 01730
Item 2.
(a)	Name of person filing: (i) Deep Track Capital, LP (ii) Deep Track Biotechnology Master Fund, Ltd. (iii) David Kroin
(b)	Address or principal business office or, if none, residence: (i) 200 Greenwich Ave, 3rd Floor, Greenwich, CT 06830 (ii) c/o Walkers Corporate Limited, 190 Elgin Ave, George Town, KY1-9001, Cayman Islands (iii) c/o Deep Track Capital, LP, 200 Greenwich Ave, 3rd Floor, Greenwich, CT 06830
(c)	Citizenship: (i) Delaware (ii) Cayman Islands (iii) United States
(d)	Title of class of securities: Common Stock, $0.0001 par value per share
(e)	CUSIP No.: 67576A100
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: 20,850,000
(b)	Percent of class: 9.53%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 0
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 0
	(iv) Shared power to dispose or to direct the disposition of: 20,850,000
Item 5.	Ownership of 5 Percent or Less of a Class.
	Not Applicable
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary. Deep Track Capital, LP is the relevant entity for which David Kroin may be considered a control person.
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Deep Track Capital, LP

Signature:	/s/ David Kroin
Name/Title:	David Kroin, Managing Member of the General Partner of the Investment Adviser
Date:	05/15/2026

Deep Track Biotechnology Master Fund, Ltd.

Signature:	/s/ David Kroin
Name/Title:	David Kroin, Director
Date:	05/15/2026

David Kroin

Signature:	/s/ David Kroin
Name/Title:	David Kroin
Date:	05/15/2026

Exhibit Information

Item 4: Information with respect to the Reporting Persons' ownership of the Common Stock as of March 31, 2026, is incorporated by reference to items (5) - (9) and (11) of the cover page of the respective Reporting Person. The amount beneficially owned by each Reporting Person is determined using 218,855,497 shares, calculated using 217,691,779 Common Stock outstanding as of February 2, 2026, according to the issuer's 10-K filed with the SEC on February 5, 2026 and 1,163,718 Common Stock that would be converted to Common Stock by the Reporting Person up to the Maximum Percentage. The beneficially owned shares include 1,163,718 Pre-Funded Warrants exercisable to common shares, subject to a 9.99% Maximum Percentage exercise limitation. The Issuer shall not effect the exercise of any portion of the Pre-Funded Warrants, to the extent that after giving effect to such exercise, the holder collectively would beneficially own in excess of 9.99% (the "Maximum Percentage") of the number of Common Stock outstanding immediately after giving effect to such exercise. JOINT FILING STATEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on SCHEDULE 13G, is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on SCHEDULE 13G, shall be filed on behalf of each of the undersigned without the necessity of filing additional joint acquisition statements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate. Dated: May 15, 2026 Deep Track Capital, LP By: /s/ David Kroin David Kroin, Managing Member of the General Partner of the Investment Adviser Deep Track Biotechnology Master Fund, Ltd. By: /s/ David Kroin David Kroin, Director David Kroin By: /s/ David Kroin David Kroin