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| LEI | 529900Y7RO0C9P0TX474 |
| CIK | 1479419 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to KALA BIO, Inc.
SEC Filings (Chronological Order)
Denna sida innehåller en komplett, kronologisk lista över SEC-arkiveringar, exklusive ägande-arkiveringar som vi tillhandahåller på andra ställen.
| May 15, 2026 |
Exhibit 10.6 NOTE AMENDING AGREEMENT THIS NOTE AMENDING AGREEMENT (this “Note Amending Agreement”) is dated as of May 11, 2026, by and between Minglemint Solutions LLC (the “Borrower”), and Kala Bio, Inc. or their assigns (the “Noteholder” and together with the Borrower, the “Parties”). WHEREAS, the Borrower is indebted to the Noteholder pursuant to a secured promissory note of the Borrower in the |
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| May 15, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2026 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38150 KAL |
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| May 7, 2026 |
CERTIFICATE OF AMENDMENT TO THE RESTATED CERTIFICATE OF INCORPORATION OF KALA BIO, INC. Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE RESTATED CERTIFICATE OF INCORPORATION OF KALA BIO, INC. Pursuant to Section 242 of the General Corporation Law of the State of Delaware, Kala Bio, Inc., a corporation organized under and existing by virtue of the General Corporation Law of the State of Delaware (“DGCL”), DOES HEREBY CERTIFY: 1. The name of the corporation is Kala Bio, Inc. (the “Corporat |
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| May 7, 2026 |
As filed with the U.S. Securities and Exchange Commission on May 7, 2026 As filed with the U.S. Securities and Exchange Commission on May 7, 2026 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 KALA BIO, INC. (Exact name of registrant as specified in its charter) Delaware 27-0604595 (State or other jurisdiction of incorporation or organization) (I.R.S. Employe |
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| May 7, 2026 |
KALA BIO, INC. [ ] Dated as of [ ] Subordinated Debt Securities CROSS-REFERENCE TABLE(1) Exhibit 4.6 KALA BIO, INC. Issuer AND [ ] Trustee INDENTURE Dated as of [ ] Subordinated Debt Securities CROSS-REFERENCE TABLE(1) Section of Trust Indenture Act of 1939, as Amended Section of Indenture 310(a). 7.09 310(b). 7.08 7.10 310(c). Inapplicable 311(a). 7.13(a) 311(b). 7.13(b) 311(c). Inapplicable 312(a). 5.02(a) 312(b). 5.02(b) 312(c). 5.02(c) 313(a). 5.04(a) 313(b). 5.04(a) 313(c). 5.04( |
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| May 7, 2026 |
DESCRIPTION OF SECURITIES REGISTERED UNDER SECTION 12 OF THE EXCHANGE ACT Exhibit 4.1 DESCRIPTION OF SECURITIES REGISTERED UNDER SECTION 12 OF THE EXCHANGE ACT The following description of registered securities of KALA BIO, Inc. (“us,” “our,” “we” or the “Company”) is intended as a summary only and therefore is not a complete description of our capital stock. This description is based upon, and is qualified by reference to, our certificate of incorporation, our bylaws a |
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| May 7, 2026 |
Exhibit 99.1 KALA BIO Announces Reverse Stock Split Common Stock Will Begin Trading on Split-Adjusted Basis on May 11, 2026 Arlington, MA, May 7, 2026 (GLOBE NEWSWIRE) — KALA BIO, Inc. (NASDAQ: KALA) (“KALA BIO” or the “Company”), today announced that it intends to effect a reverse stock split of its common stock, par value $0.001 per share (the “common stock”) at a ratio of 1 post-split share for |
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| May 7, 2026 |
Calculation of Filing Fee Tables KALA BIO, Inc. Exhibit 107 Calculation of Filing Fee Tables S-3 N/A KALA BIO, Inc. Table 1: Newly Registered and Carry Forward Securities ☐ Not Applicable Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry For |
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| May 7, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 7, 2026 KALA BIO, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38150 27-0604595 (State or other jurisdiction of incorporation) (Commission File Number) |
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| May 7, 2026 |
KALA BIO, INC. [ ] Dated as of [ ] Senior Debt Securities CROSS-REFERENCE TABLE(1) Exhibit 4.5 KALA BIO, INC. Issuer AND [ ] Trustee INDENTURE Dated as of [ ] Senior Debt Securities CROSS-REFERENCE TABLE(1) Section of Trust Indenture Act of 1939, as Amended Section of Indenture 310(a). 7.09 310(b). 7.08 7.10 310(c). Inapplicable 311(a). 7.13(a) 311(b). 7.13(b) 311(c). Inapplicable 312(a). 5.02(a) 312(b). 5.02(b) 312(c). 5.02(c) 313(a). 5.04(a) 313(b). 5.04(a) 313(c). 5.04(a) 5.0 |
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| April 15, 2026 |
DESCRIPTION OF SECURITIES REGISTERED UNDER SECTION 12 OF THE EXCHANGE ACT Exhibit 4.3 DESCRIPTION OF SECURITIES REGISTERED UNDER SECTION 12 OF THE EXCHANGE ACT The following description of registered securities of KALA BIO, Inc. (“us,” “our,” “we” or the “Company”) is intended as a summary only and therefore is not a complete description of our capital stock. This description is based upon, and is qualified by reference to, our certificate of incorporation, our bylaws a |
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| April 15, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38150 KALA BIO |
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| April 15, 2026 |
Exhibt 10.49 SECURITY AGREEMENT This Security Agreement, dated as of February 9, 2026 (as amended, supplemented or otherwise modified from time to time in accordance with the provisions hereof, this “Agreement”), is made by and between Minglemint Solutions LLC, a limited liability corporation formed under the laws of the State of Pennsylvania (the “Borrower”), and Kala Bio, Inc., a Delaware corpor |
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| April 15, 2026 |
Exhibit 10.48 SECURED PROMISSORY NOTE made by MINGLEMINT SOLUTIONS LLC in favour of KALA BIO, INC. dated as of February 9, 2026 SECURED PROMISSORY NOTE FOR VALUE RECEIVED, and subject to the terms and conditions set forth herein, Minglemint Solutions LLC (the “Borrower”), hereby unconditionally promises to pay to the order of Kala Bio, Inc. or their assigns (the “Noteholder”, and together with the |
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| March 31, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2025 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Pe |
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| March 4, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 3, 2026 KALA BIO, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission File Numbe |
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| March 4, 2026 |
PLATFORM DEVELOPMENT AND EXCLUSIVE LICENSE AGREEMENT Exhibit 10.1 PLATFORM DEVELOPMENT AND EXCLUSIVE LICENSE AGREEMENT THIS PLATFORM DEVELOPMENT AND EXCLUSIVE LICENSE AGREEMENT (this “Agreement”) is made and entered into as of March 3, 2026 (the “Effective Date”), by and between: KALA BIO, Inc., a Delaware corporation, with its principal office at 1167 Massachusetts Avenue, Arlington, MA 02476 (the “Company” or “KALA”); and 2624465 Ontario Inc. o/a |
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| March 4, 2026 |
Exhibit 99.1 KALA BIO Announces Strategic Initiative to Deploy and Continue to Develop an On-Premises AI Infrastructure Platform for the Biotech Industry; Enters Into Platform Development and Exclusive License Agreement for Proprietary AI Research Platform “Researgency” ● Company launches initiative to become a dedicated AI infrastructure partner for the biotechnology industry — to deploy secure, |
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| February 20, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 16, 2026 KALA BIO, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission File N |
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| February 17, 2026 |
241,435,910 Shares of Common Stock Filed Pursuant to Rule 424(b)(3) Registration No. 333- 293323 PROSPECTUS 241,435,910 Shares of Common Stock This prospectus relates to the resale by the selling stockholders named in this prospectus from time to time of up to 241,435,910 shares of our common stock, par value $0.001 per share (the “common stock”). These shares of common stock consist of: ● 12,000,010 shares of common stock (the “Se |
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| February 13, 2026 |
KALA BIO, Inc. 1167 Massachusetts Avenue Arlington, MA 02476 KALA BIO, Inc. 1167 Massachusetts Avenue Arlington, MA 02476 February 13, 2026 VIA EDGAR Division of Corporation Finance Office of Life Sciences U.S. Securities and Exchange Commission Washington, D.C. 20549 Attention: Tim Buchmiller Re: KALA BIO, Inc. Registration Statement on Form S-3 Originally filed on February 10, 2026 File No. 333-293323 (the “Registration Statement”) Request for Acceleratio |
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| February 13, 2026 |
February 13, 2026 Avi Minkowitz Chief Executive Officer KALA BIO, Inc. 1167 Massachusetts Avenue Arlington, MA 02476 Re: KALA BIO, Inc. Registration Statement on Form S-3 Filed February 10, 2026 File No. 333-293323 Dear Avi Minkowitz: This is to advise you that we have not reviewed and will not review your registration statement. Please refer to Rules 460 and 461 regarding requests for acceleratio |
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| February 10, 2026 |
As Filed with the Securities and Exchange Commission on February 9, 2026 As Filed with the Securities and Exchange Commission on February 9, 2026 Registration No. |
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| February 10, 2026 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 N/A KALA BIO, Inc. Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Init |
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| February 5, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 2, 2026 KALA BIO, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission File Nu |
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| February 2, 2026 |
CERTIFICATE OF AMENDMENT TO THE RESTATED CERTIFICATE OF INCORPORATION OF KALA BIO, INC. Exhibit 3.2 CERTIFICATE OF AMENDMENT TO THE RESTATED CERTIFICATE OF INCORPORATION OF KALA BIO, INC. Pursuant to Section 242 of the General Corporation Law of the State of Delaware, Kala Bio, Inc., a corporation organized under and existing by virtue of the General Corporation Law of the State of Delaware (“DGCL”), DOES HEREBY CERTIFY: 1. The name of the corporation is Kala Bio, Inc. (the “Corporat |
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| February 2, 2026 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is entered into and made effective as of January 30, 2026, by and between KALA BIO, Inc., a Delaware corporation (the “Company”), and the purchasers identified on the signature pages hereto (each a “Purchaser”). RECITALS WHEREAS, subject to the terms and conditions set forth in this Agreement and pursu |
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| February 2, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 30, 2026 KALA BIO, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission File Nu |
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| February 2, 2026 |
Exhibit 3.1 CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF SERIES AAA CONVERTIBLE NON-REDEEMABLE PREFERRED STOCK OF KALA BIO, INC. (Pursuant to Section 151 of the Delaware General Corporation Law) KALA BIO, INC., a Delaware corporation (the “Corporation”), in accordance with the provisions of Section 103 of the Delaware General Corporation Law (the “DGCL”) does hereby certify that, in acco |
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| January 26, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| January 23, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 20, 2026 KALA BIO, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission File Nu |
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| January 8, 2026 |
Up to $15,000,000 Common Stock Filed pursuant to Rule 424(b)(5) Registration Statement No. 333-270263 PROSPECTUS SUPPLEMENT (To prospectus dated May 11, 2023) Up to $15,000,000 Common Stock We have entered into an At the Market Offering Agreement (the “Sales Agreement”), with H.C. Wainwright & Co., LLC (“Wainwright” or the “sales agent”) relating to the sale of shares of our common stock, par value $0.001 per share (the “common |
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| January 8, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 8, 2026 KALA BIO, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission File Num |
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| January 8, 2026 |
AT THE MARKET OFFERING AGREEMENT Exhibit 1.1 AT THE MARKET OFFERING AGREEMENT January 8, 2026 H.C. Wainwright & Co., LLC 430 Park Avenue New York, New York 10022 Ladies and Gentlemen: KALA BIO, Inc., a corporation organized under the laws of Delaware (the “Company”), confirms its agreement (this “Agreement”) with H.C. Wainwright & Co., LLC (the “Manager”) as follows: 1. Definitions. The terms that follow, when used in this Agreem |
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| January 6, 2026 |
SETTLEMENT AGREEMENT AND MUTUAL RELEASE Exhibit 10.3 SETTLEMENT AGREEMENT AND MUTUAL RELEASE This Settlement Agreement and General and Mutual Release (the “Settlement”) is on this 30th day of December (the “Effective Date”) by and between KALA BIO Inc. (the “Company”) and LifeSci Capital LLC (the “Provider”), collectively known herein as the “Parties.” WHEREAS, the Provider was engaged by the Company to perform certain financial advisor |
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| January 6, 2026 |
Exhibit 10.2 VOTING AGREEMENT THIS VOTING AGREEMENT (this “Agreement”) is being signed on December 30, 2025 (the “Signature Date”) by and between Kala Bio, Inc. a Delaware corporation whose Common Stock is listed for trading on the Nasdaq (the “Proxy” or the “Company”), and Baker Bros. Advisors LP, and any affiliates thereof (the “Stockholder”). WHEREAS, the Company and the Stockholder are contemp |
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| January 6, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| January 6, 2026 |
SETTLEMENT AGREEMENT AND MUTUAL RELEASE Exhibit 10.1 SETTLEMENT AGREEMENT AND MUTUAL RELEASE This Settlement Agreement and General and Mutual Release (the “Settlement”) is on this 30th day of December (the “Effective Date”) by and between KALA BIO Inc. (the “Company”) and Baker Bros. Advisors LP (the “Provider”), collectively known herein as the “Parties.” WHEREAS, the Provider had certain participation rights under Section 6.06(a) of t |
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| January 6, 2026 |
Exhibit 10.4 DEBT SETTLEMENT AGREEMENT This DEBT SETTLEMENT AGREEMENT (this “Agreement”) is made and entered into as of December 30, 2025, by and between: Kala Bio, Inc. (the “Company”) and Delaware IR LLC, with a principal place of business at 8, The Green STE A, Dover, Delaware 19901 (the “Creditor”); WHEREAS the Creditor is a creditor of the Company that is currently owed $600,000.00 (the “Debt |
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| January 6, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 30, 2025 KALA BIO, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission File N |
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| January 6, 2026 |
KALA BIO Settles Approximately $10.6 million of Debt Exhibit 99.1 KALA BIO Settles Approximately $10.6 million of Debt ARLINGTON, Mass., January 5, 2026 – KALA BIO, Inc. (NASDAQ:KALA), (“KALA” or the “Company”) today announced the successful completion of its loan settlement with Oxford Finance, LLC (“Oxford”), marking a transformational milestone for the Company. The completion of the settlement resolves critical debt obligations. As previously dis |
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| January 2, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 26, 2025 KALA BIO, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission File N |
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| December 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin |
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| December 29, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 19, 2025 KALA BIO, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission File N |
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| December 19, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi |
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| December 16, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 15, 2025 KALA BIO, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission File N |
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| December 16, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 16, 2025 KALA BIO, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission File N |
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| December 16, 2025 |
Exhibit 16.1 December 16, 2025 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-7561 Dear Sirs/Madams: We have read Item 4.01 of KALA BIO Inc.’s Form 8-K dated December 16, 2025, and have the following comments: 1. We agree with the statements made in the first four paragraphs therein. 2. We have no basis on which to agree or disagree with the statement made in the fift |
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| December 5, 2025 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of December 4, 2025, between KALA BIO, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and conditions set fo |
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| December 5, 2025 |
PRE-FUNDED COMMON STOCK PURCHASE WARRANT KALA BIO, INC. Exhibit 4.1 PRE-FUNDED COMMON STOCK PURCHASE WARRANT KALA BIO, INC. Warrant Shares: Initial Exercise Date: December 5, 2025 THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date he |
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| December 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 4, 2025 KALA BIO, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission File Nu |
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| December 5, 2025 |
Exhibit 99.1 KALA BIO Announces $10 Million Registered Direct Offering of Common Stock Priced At-The-Market Under Nasdaq Rules ARLINGTON, Mass., Dec. 4, 2025 — KALA BIO, Inc. (NASDAQ:KALA) (“KALA” or the “Company”), today announced that it has entered into definitive agreements for the purchase of an aggregate of 10,000,000 shares of its common stock (or pre-funded warrants in lieu thereof), at a |
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| December 5, 2025 |
Exhibit 99.2 KALA BIO Announces Closing of $10 Million Registered Direct Offering of Common Stock Priced At-The-Market Under Nasdaq Rules ARLINGTON, Mass., Dec. 5, 2025 — KALA BIO, Inc. (NASDAQ:KALA) (“KALA” or the “Company”), today announced the closing of its previously announced registered direct offering priced at-the-market under Nasdaq rules for the purchase of an aggregate of 10,000,000 sha |
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| December 5, 2025 |
Filed pursuant to Rule 424(b)(5) Registration Statement No. 333-270263 PROSPECTUS SUPPLEMENT (To prospectus dated May 11, 2023) 900,000 Shares of Common Stock Pre-Funded Warrants to Purchase up to 9,100,000 Shares of Common Stock Up to 9,100,000 Shares of Common Stock Issuable Upon Exercise of the Pre-Funded Warrants Pursuant to this prospectus supplement and the accompanying prospectus, we are of |
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| November 25, 2025 |
Exhibit 3.1 CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF SERIES AA CONVERTIBLE NON-REDEEMABLE PREFERRED STOCK OF KALA BIO, INC. (Pursuant to Section 151 of the Delaware General Corporation Law) KALA BIO, INC., a Delaware corporation (the “Corporation”), in accordance with the provisions of Section 103 of the Delaware General Corporation Law (the “DGCL”) does hereby certify that, in accor |
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| November 25, 2025 |
Exhibit 10.3 VOTING AGREEMENT THIS VOTING AGREEMENT (this “Agreement”) is being signed on November 23, 2025 (the “Signature Date”) by and among (a) Kala Bio, Inc. a Delaware corporation whose Common Stock is listed for trading on the Nasdaq (the “Proxy” or the “Company”), (b) Mr. David Elliot Lazar, an individual (“Lazar”), and (c) OXFORD FINANCE LLC, a Delaware limited liability company (the “Sto |
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| November 25, 2025 |
SETTLEMENT AGREEMENT AND GENERAL AND MUTUAL RELEASE Exhibit 10.4 SETTLEMENT AGREEMENT AND GENERAL AND MUTUAL RELEASE This Settlement Agreement and General and Mutual Release (the “Agreement”) is entered into as of the date set forth in the signature block of this Agreement by and between KALA BIO Inc. (the “Company”) and , the of the Company (“Officer”), collectively known herein as the “Parties.” WHEREAS, Officer was and appointed as of the Compan |
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| November 25, 2025 |
Exhibit 10.2 LOAN SETTLEMENT AGREEMENT This Loan Settlement Agreement (hereinafter referred to as “Settlement Agreement”) is entered into on November 23, 2025 by and among OXFORD FINANCE LLC, a Delaware limited liability company with an office located at 115 South Union Street, Suite 300, Alexandria, Virginia 22314 (in its individual capacity, “Oxford”; and in its capacity as Collateral Agent, “Co |
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| November 25, 2025 |
Exhibit 4.1 Series AA Convertible Non - Redeemable Preferred Stock $0.001 Par Value Per Share Secretary Principal Executive Officer of Series AA Convertible Non - Redeemable Preferred Stock of KALA BIO, Inc. Transfer Restricted - See Reverse Side Hereof transferable only on the books of the Corporation by the holder hereof in person or by Attorney upon surrendering of this Certificate properly end |
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| November 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 20, 2025 KALA BIO, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission File N |
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| November 25, 2025 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of November 23, 2025 (the “Effective Date”), by and between KALA BIO, Inc., a Delaware corporation (the “Company”), and Mr. David Lazar, an Israeli and E.U. citizen residing in Panama (the “Purchaser” or “Lazar”). WHEREAS, the Company has been exploring the strategic options available to it |
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| November 19, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38150 |
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| November 19, 2025 |
Exhibit 10.2 NEITHER THIS CONVERTIBLE LOAN AGREEMENT NOR THE SECURITIES INTO WHICH THE LOANS MADE PURSUANT HERETO ARE CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE. THESE SECURITIES HAVE BEEN SOLD IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDIN |
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| November 14, 2025 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File No. 001-38150 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N- CSR For Period Ended: September 30, 2025 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For |
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| November 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 10, 2025 KALA BIO, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission File N |
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| November 10, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 9, 2025 KALA BIO, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission File Nu |
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| October 20, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 19, 2025 KALA BIO, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission File Nu |
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| October 2, 2025 |
1167 Massachusetts Ave., Arlington, MA 02476 · Tel 781.996.5252 · Fax 781.642.0399 · www.kalarx.com Exhibit 10.1 1167 Massachusetts Ave., Arlington, MA 02476 · Tel 781.996.5252 · Fax 781.642.0399 · www.kalarx.com Via DocuSign: [Insert email] [], 2025 [Insert Name] [Insert Address] Re: Retention Agreement Dear [Insert Name]: As we have discussed, KALA BIO, Inc. (the “Company”) recognizes and appreciates the contributions you have made to the Company during your employment and wants you to remain |
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| October 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 28, 2025 KALA BIO, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| October 1, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 29, 2025 KALA BIO, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission File |
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| September 29, 2025 |
Exhibit 99.1 KALA BIO Announces Topline Results from CHASE Phase 2b Clinical Trial Evaluating KPI-012 for the Treatment of Persistent Corneal Epithelial Defect (PCED) Did Not Meet Primary Endpoint - Study did not meet primary endpoint of complete healing of PCED at Week 8; secondary endpoints also did not achieve statistical significance - - KPI-012 was well-tolerated with no treatment-related ser |
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| September 29, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 28, 2025 KALA BIO, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission File |
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| September 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 16, 2025 KALA BIO, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission File |
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| September 2, 2025 |
SECOND AMENDMENT TO OFFER LETTER OF TODD BAZEMORE Exhibit 10.1 Execution Version SECOND AMENDMENT TO OFFER LETTER OF TODD BAZEMORE This Second Amendment (the “Second Amendment”) to the Offer Letter between KALA BIO, Inc. (formerly, Kala Pharmaceuticals, Inc.) (the “Company”) and Todd Bazemore (“Executive”) dated November 6, 2017, as amended by the Amendment to Offer Letter of Todd Bazemore dated March 11, 2019 (together, the “Offer Letter”), is a |
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| September 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 29, 2025 KALA BIO, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission File Num |
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| August 8, 2025 |
Exhibit 99.1 KALA BIO Reports Second Quarter 2025 Financial Results and Provides Corporate Update - Completed patient enrollment in Phase 2b CHASE trial of KPI-012 in Persistent Corneal Epithelial Defect (PCED); topline data expected at the end of September 2025 - - Cash resources of $31.9 million as of June 30, 2025, expected to fund operations into 1Q 2026 - ARLINGTON, Mass., August 8, 2025 – KA |
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| August 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38150 KALA |
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| August 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 8, 2025 KALA BIO, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission File Numb |
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| July 9, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 9, 2025 KALA BIO, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission File Number |
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| May 14, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 14, 2025 KALA BIO, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission File Number |
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| May 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38150 KAL |
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| May 14, 2025 |
Exhibit 99.1 KALA BIO Reports First Quarter 2025 Financial Results and Provides Corporate Update - Ongoing patient enrollment in Phase 2b CHASE trial of KPI-012 in Persistent Corneal Epithelial Defect (PCED); topline data anticipated in 3Q 2025 - - Cash resources of $42.2 million as of March 31, 2025, expected to fund operations into 1Q 2026 - ARLINGTON, Mass., May 14, 2025 – KALA BIO, Inc. (NASDA |
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| April 11, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 10, 2025 KALA BIO, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission File Numb |
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| April 11, 2025 |
Exhibit 10.1 1167 Massachusetts Ave., Arlington, MA 02476 · Tel 781.996.5252 · Fax 781.642.0399 · www.kalarx.com Via DocuSign: [Insert email] April [], 2025 [Insert Name] [Insert Address] Re: Retention Agreement Dear [Insert Name]: As we have discussed, KALA BIO, Inc. (the “Company”) recognizes and appreciates the contributions you have made to the Company during your employment and wants you to r |
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| March 31, 2025 |
Up to $15,144,018 Common Stock Filed Pursuant to Rule 424(b)(5) Registration No. 333-270263 PROSPECTUS SUPPLEMENT (To Prospectus Supplement dated September 6, 2024, Prospectus Supplement dated March 29, 2024 and Prospectus dated May 11, 2023) Up to $15,144,018 Common Stock This prospectus supplement amends and supplements the information in the sales agreement prospectus, dated May 11, 2023, filed with the Securities and Exchan |
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| March 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38150 KALA BIO |
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| March 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 31, 2025 KALA BIO, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission File Numb |
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| March 31, 2025 |
Description of the Registrant’s Securities Registered under Section 12 of the Exchange Act Exhibit 4.3 DESCRIPTION OF SECURITIES REGISTERED UNDER SECTION 12 OF THE EXCHANGE ACT The following description of registered securities of KALA BIO, Inc. (“us,” “our,” “we” or the “Company”) is intended as a summary only and therefore is not a complete description of our capital stock. This description is based upon, and is qualified by reference to, our certificate of incorporation, our bylaws a |
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| March 31, 2025 |
Amended and Restated Insider Trading Policy Exhibit 19.1 KALA BIO, INC. Amended and Restated Insider Trading Policy 1. BACKGROUND AND PURPOSE 1.1Why Have We Adopted This Policy? The federal securities laws prohibit any member of the Board of Directors (a “Director”), officer (as defined in Rule 16a-1(f) under the Securities Exchange Act of 1934 (the “Exchange Act”), an “executive officer”) or employee of KALA BIO, Inc. (together with its su |
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| March 31, 2025 |
Exhibit 99.1 KALA BIO Reports Fourth Quarter and Full Year 2024 Financial Results and Provides Corporate Update - Randomized 87 patients to date in Phase 2b CHASE trial of KPI-012 in Persistent Corneal Epithelial Defect (PCED)– -Continuing enrollment into 2Q25; currently targeting topline data in 3Q25— - Raised $10.75 million in private placement financing with participation from SR One, Cormorant |
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| March 31, 2025 |
Subsidiaries of the Registrant Exhibit 21.1 Subsidiaries of the Registrant Name Jurisdiction of Organization Kala Pharmaceuticals Security Corporation Massachusetts Combangio, Inc. Delaware |
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| February 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 11, 2025 KALA BIO, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission File N |
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| February 4, 2025 |
TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(3) Registration No. 333-284480 PROSPECTUS 1,669,203 Shares Common Stock This prospectus relates to the resale from time to time of up to 1,669,203 shares of common stock, par value $0.001 per share, of KALA BIO, Inc. by the selling stockholders listed on page 7, including their donees, pledgees, transferees or other successors-in-interest, which sh |
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| January 31, 2025 |
January 31, 2025 VIA EDGAR SUBMISSION U.S. Securities and Exchange Commission Division of Corporation Finance, Office of Life Sciences 100 F Street, NE Washington, DC 20549 Attention: Daniel Crawford Re: KALA BIO, Inc. Registration Statement on Form S-3 Filed January 24, 2025 File No. 333-284480 Request for Acceleration Ladies and Gentlemen: Pursuant to Rule 461 under the Securities Act of 193 |
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| January 31, 2025 |
January 31, 2025 Mark Iwicki Chief Executive Officer and Chair of Board of Directors KALA BIO, Inc. |
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| January 24, 2025 |
As filed with the Securities and Exchange Commission on January 24, 2025 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on January 24, 2025 Registration No. |
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| January 24, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) KALA BIO, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Fo |
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| January 3, 2025 |
As filed with the Securities and Exchange Commission on January 3, 2025 As filed with the Securities and Exchange Commission on January 3, 2025 Registration No. |
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| January 3, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) KALA BIO, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1—Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, $0.001 par value pe |
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| January 3, 2025 |
Exhibit 4.1 RESTATED CERTIFICATE OF INCORPORATION OF KALA PHARMACEUTICALS, INC. (originally incorporated on July 7, 2009 under the name Hanes Newco, Inc.) FIRST: The name of the Corporation is Kala Pharmaceuticals, Inc. SECOND: The address of the Corporation’s registered office in the State of Delaware is 901 N. Market Street, Suite 705, in the City of Wilmington, County of New Castle, 19801. The |
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| December 30, 2024 |
Exhibit 3.1 CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF SERIES I CONVERTIBLE NON-REDEEMABLE PREFERRED STOCK OF KALA BIO, INC. (Pursuant to Section 151 of the Delaware General Corporation Law) KALA BIO, INC., a Delaware corporation (the “Corporation”), in accordance with the provisions of Section 103 of the Delaware General Corporation Law (the “DGCL”) does hereby certify that, in accord |
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| December 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 29, 2024 KALA BIO, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission File N |
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| December 30, 2024 |
Form of Series I Preferred Stock Certificate Exhibit 4.1 Series I Convertible Non-Redeemable Preferred Stock $0.001 Par Value Per Share Chief Executive Officer Secretary of Series I Convertible Non-Redeemable Preferred Stock of KALA BIO, Inc. Transfer Restricted - See Reverse Side Hereof transferable only on the books of the Corporation by the holder hereof in person or by Attorney upon surrendering of this Certificate properly endorsed. In |
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| December 30, 2024 |
KALA BIO Announces $10,750,000 Private Placement Exhibit 99.1 KALA BIO Announces $10,750,000 Private Placement ARLINGTON, Mass., December 30, 2024 (GLOBE NEWSWIRE) - KALA BIO, Inc. (NASDAQ:KALA), a clinical-stage biopharmaceutical company dedicated to the research, development and commercialization of innovative therapies for rare and severe diseases of the eye, today announced that it has entered into a securities purchase agreement with a sele |
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| December 30, 2024 |
Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of December 29, 2024, by and among KALA BIO, Inc., a Delaware corporation (the “Company”), and the Investors (as defined below). Capitalized terms used herein have the respective meanings ascribed thereto in that certain Securities Purchase Agreement, dated as of December 29 |
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| December 30, 2024 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is made and entered into as of December 29, 2024 (the “Effective Date”) by and among KALA BIO, Inc., a Delaware corporation (the “Company”), and the purchasers listed on the signature pages hereto (each a “Purchaser” and together the “Purchasers”). Certain terms used and not otherwise defined in |
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| November 14, 2024 |
KALA / KALA BIO, Inc. / ADAR1 Capital Management, LLC - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* KALA BIO, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 483119202 (CUSIP Number) September 30, 2024 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pur |
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| November 12, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 12, 2024 KALA BIO, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission File N |
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| November 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38150 |
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| November 12, 2024 |
Exhibit 99.1 KALA BIO Reports Third Quarter 2024 Financial Results and Provides Corporate Update - Ongoing patient enrollment in Phase 2b CHASE trial of KPI-012 in Persistent Corneal Epithelial Defect (PCED); topline results expected in 2Q 2025 – - Initiated five clinical trial sites for the CHASE trial in Argentina; additional sites in Latin America in process, subject to regulatory clearance- AR |
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| September 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 23, 2024 KALA BIO, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission File |
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| September 6, 2024 |
Filed Pursuant to Rule 424(b)(5) Registration No. 333-270263 PROSPECTUS SUPPLEMENT (To Prospectus Supplement dated March 29, 2024 and Prospectus Dated May 11, 2023) Up to $6,298,239 Common Stock This prospectus supplement amends and supplements the information in the sales agreement prospectus, dated May 11, 2023, filed with the Securities and Exchange Commission as a part of our registration stat |
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| August 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38150 KALA |
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| August 6, 2024 |
Exhibit 99.1 KALA BIO Reports Second Quarter 2024 Financial Results and Provides Corporate Update - Closed $12.5 million private placement financing led by SR One with participation from ADAR1 Capital Management and another life sciences-focused investor – - Cash resources of $54.2 million as of June 30, 2024, together with anticipated funding remaining from CIRM award, expected to fund operations |
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| August 6, 2024 |
Exhibit 3.1 RESTATED CERTIFICATE OF INCORPORATION OF KALA PHARMACEUTICALS, INC. (originally incorporated on July 7, 2009 under the name Hanes Newco, Inc.) FIRST: The name of the Corporation is Kala Pharmaceuticals, Inc. SECOND: The address of the Corporation’s registered office in the State of Delaware is 901 N. Market Street, Suite 705, in the City of Wilmington, County of New Castle, 19801. The |
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| August 6, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2024 KALA BIO, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission File Numb |
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| July 31, 2024 |
TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(3) Registration No. 333-281006 PROSPECTUS 3,519,514 Shares Common Stock This prospectus relates to the resale from time to time of up to 3,519,514 shares of common stock, par value $0.001 per share, of KALA BIO, Inc. by the selling stockholders listed on page 8, including their donees, pledgees, transferees or other successors-in-interest, which sh |
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| July 29, 2024 |
July 29, 2024 VIA EDGAR SUBMISSION U.S. Securities and Exchange Commission Division of Corporation Finance, Office of Life Sciences 100 F Street, NE Washington, DC 20549 Attention: Tamika N. Sheppard Re: KALA BIO, Inc. Registration Statement on Form S-3 Filed July 25, 2024 File No. 333-281006 Request for Acceleration Ladies and Gentlemen: Pursuant to Rule 461 under the Securities Act of 1933, as a |
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| July 26, 2024 |
July 26, 2024 Mark Iwicki Chief Executive Officer Kala Bio, Inc. 1167 Massachusetts Avenue Arlington, MA 02476 Re: Kala Bio, Inc. Registration Statement on Form S-3 Filed July 25, 2024 File No. 333-281006 Dear Mark Iwicki: This is to advise you that we have not reviewed and will not review your registration statement. Please refer to Rules 460 and 461 regarding requests for acceleration. We remind |
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| July 25, 2024 |
Exhibit 4.1 RESTATED CERTIFICATE OF INCORPORATION OF KALA PHARMACEUTICALS, INC. (originally incorporated on July 7, 2009 under the name Hanes Newco, Inc.) FIRST: The name of the Corporation is Kala Pharmaceuticals, Inc. SECOND: The address of the Corporation’s registered office in the State of Delaware is 901 N. Market Street, Suite 705, in the City of Wilmington, County of New Castle, 19801. The |
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| July 25, 2024 |
As filed with the Securities and Exchange Commission on July 25, 2024 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on July 25, 2024 Registration No. |
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| July 25, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) KALA BIO, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Fo |
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| July 8, 2024 |
KALA / KALA BIO, Inc. / SR ONE CAPITAL MANAGEMENT, LLC - SC 13D Activist Investment SC 13D 1 d861628dsc13d.htm SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* KALA BIO, Inc. (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 483119202 (CUSIP Number) Sasha Keough c/o SR One Capital Management, LP 985 Old Eagle School Road, Suite 511 Wayne, PA 19087 ( |
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| July 8, 2024 |
EX-99.1 2 d861628dex991.htm EX-99.1 CUSIP No. 483119202 13D Page 11 of 25 Pages EXHIBIT 1 AGREEMENT Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, the undersigned hereby agree that only one statement containing the information required by Schedule 13D need be filed with respect to the ownership by each of the undersigned of shares of stock of KALA Bio, Inc. EXECUTED this 8 |
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| July 8, 2024 |
EX-99.2 3 d861628dex992.htm EX-99.2 CUSIP No. 483119202 13D Page 1 2 of 25 Pages EXHIBIT 2 LIMITED POWER OF ATTORNEY Know all by these presents, that the undersigned hereby makes, constitutes and appoints Sasha Keough, Karen Narolewski-Engel, James Macadam, and Alexander M. Bowling, and each of them singly, as each of the undersigned’s true and lawful attorneys-in-fact with full power and authorit |
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| June 28, 2024 |
KALA / KALA BIO, Inc. / BAKER BROS. ADVISORS LP - SC 13D Activist Investment SC 13D 1 tm2418518d1sc13d.htm SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* KALA BIO, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 483119202 (CUSIP number) Alexandra A. Toohey Chief Financial Officer Baker Bros. Advisors LP 860 Washington Street, |
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| June 28, 2024 |
EX-99.1 2 tm2418518d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 JOINT FILING AGREEMENT Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that only one statement containing the information required by Schedule 13D need be filed with respect to the ownership by each of the undersigned of the shares of Common Stock of KALA BIO, Inc. This Agreem |
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| June 27, 2024 |
Exhibit 4.1 Series H Convertible Non-Redeemable Preferred Stock $0.001 Par Value Per Share Chief Executive Officer Secretary of Series H Convertible Non-Redeemable Preferred Stock of KALA BIO, Inc. Transfer Restricted - See Reverse Side Hereof transferable only on the books of the Corporation by the holder hereof in person or by Attorney upon surrendering of this Certificate properly endorsed. In |
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| June 27, 2024 |
Exhibit 3.1 CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF SERIES H CONVERTIBLE NON-REDEEMABLE PREFERRED STOCK OF KALA BIO, INC. (Pursuant to Section 151 of the Delaware General Corporation Law) KALA BIO, INC., a Delaware corporation (the “Corporation”), in accordance with the provisions of Section 103 of the Delaware General Corporation Law (the “DGCL”) does hereby certify that, in accord |
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| June 27, 2024 |
KALA BIO Announces $12,500,000 Private Placement Exhibit 99.1 KALA BIO Announces $12,500,000 Private Placement ARLINGTON, Mass., June 27, 2024 (GLOBE NEWSWIRE) - KALA BIO, Inc. (NASDAQ:KALA), a clinical-stage biopharmaceutical company dedicated to the research, development and commercialization of innovative therapies for rare and severe diseases of the eye, today announced that it has entered into a securities purchase agreement with a select g |
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| June 27, 2024 |
Exhibit 10.1 Execution Version SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is made and entered into as of June 26, 2024 (the “Effective Date”) by and among KALA BIO, Inc., a Delaware corporation (the “Company”), and the purchasers listed on the signature pages hereto (each a “Purchaser” and together the “Purchasers”). Certain terms used and not other |
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| June 27, 2024 |
Exhibit 10.2 Execution Version REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of June 26, 2024, by and among KALA BIO, Inc., a Delaware corporation (the “Company”), and the Investors (as defined below). Capitalized terms used herein have the respective meanings ascribed thereto in that certain Securities Purchase Agreement, dated as |
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| June 27, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 26, 2024 KALA BIO, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission File Numbe |
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| June 12, 2024 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 11, 2024 KALA BIO, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission File Numbe |
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| May 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin |
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| May 14, 2024 |
Exhibit 99.1 KALA BIO Reports First Quarter 2024 Financial Results and Provides Corporate Update - Patient enrollment ongoing in Phase 2b CHASE trial of KPI-012 for PCED; targeting topline data by year-end 2024 - Evaluating opportunities to expand KPI-012 development into other corneal diseases, including LSCD and to explore KPI-014 in rare inherited retinal diseases - - Cash resources of $48.5 mi |
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| May 14, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 14, 2024 KALA BIO, Inc. (Exact Name of Company as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission File Number) ( |
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| May 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38150 KAL |
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| April 29, 2024 |
2023 Annual Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| April 29, 2024 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14 |
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| April 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| April 19, 2024 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14 |
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| March 29, 2024 |
Subsidiaries of the Registrant Exhibit 21.1 Subsidiaries of the Registrant Name Jurisdiction of Organization Kala Pharmaceuticals Security Corporation Massachusetts Combangio, Inc. Delaware |
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| March 29, 2024 |
Dodd-Frank Compensation Recovery Policy Exhibit 97.1 KALA BIO, INC. Dodd-Frank Compensation Recovery Policy This Compensation Recovery Policy (this “Policy”) is adopted by KALA BIO, Inc. (the “Company”) in accordance with Nasdaq Listing Rule 5608 (“Rule 5608”), which implements Rule 10D-1 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) (as promulgated pursuant to Section 954 of the Dodd-Frank Wall Street Refor |
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| March 29, 2024 |
Filed Pursuant to Rule 424(b)(5) Registration No. 333-270263 PROSPECTUS SUPPLEMENT (To Prospectus Dated May 11, 2023) Up to $6,916,688 Common Stock This prospectus supplement amends and supplements the information in the sales agreement prospectus, dated May 11, 2023, filed with the Securities and Exchange Commission as a part of our registration statement on Form S-3 (File No. 333-270263), which |
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| March 29, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) KALA BIO, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1—Newly Registered Securities 115.32 Security Type Security Class Title Fee Calculation Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, $0.001 par v |
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| March 29, 2024 |
As filed with the Securities and Exchange Commission on March 29, 2024 As filed with the Securities and Exchange Commission on March 29, 2024 Registration No. |
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| March 29, 2024 |
Exhibit 99.1 KALA BIO Reports Fourth Quarter and Full Year 2023 Financial Results and Provides Corporate Update - Advancing ongoing Phase 2b CHASE trial of KPI-012 for PCED; topline data targeted by year-end 2024 - - Exploring opportunities to expand KPI-012 into additional corneal indications - - Cash resources as of December 31, 2023, together with proceeds from the March 2024 private placement |
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| March 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38150 KALA BIO |
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| March 29, 2024 |
Exhibit 3.1 RESTATED CERTIFICATE OF INCORPORATION OF KALA PHARMACEUTICALS, INC. (originally incorporated on July 7, 2009 under the name Hanes Newco, Inc.) FIRST: The name of the Corporation is Kala Pharmaceuticals, Inc. SECOND: The address of the Corporation’s registered office in the State of Delaware is 901 N. Market Street, Suite 705, in the City of Wilmington, County of New Castle, 19801. The |
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| March 29, 2024 |
Certification of Principal Financial Officer pursuant to 18 U.S.C. §1350 Exhibit 32.2 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report on Form 10-K of KALA BIO, Inc. (the “Company”) for the year ended December 31, 2023, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), the undersigned, Mary Reumuth, Chief Financial Officer of |
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| March 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 29, 2024 KALA BIO, Inc. (Exact Name of Company as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| March 29, 2024 |
Exhibit 4.3 DESCRIPTION OF SECURITIES REGISTERED UNDER SECTION 12 OF THE EXCHANGE ACT The following description of registered securities of Kala Pharmaceuticals, Inc. (“us,” “our,” “we” or the “Company”) is intended as a summary only and therefore is not a complete description of our capital stock. This description is based upon, and is qualified by reference to, our certificate of incorporation, |
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| March 26, 2024 |
Exhibit 10.1 Execution Version SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is made and entered into as of March 25, 2024 (the “Effective Date”) by and among KALA BIO, Inc. (formerly Kala Pharmaceuticals, Inc.), a Delaware corporation (the “Company”), and the purchasers listed on the signature pages hereto (each a “Purchaser” and together the “Purchasers”). C |
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| March 26, 2024 |
Exhibit 4.1 Series G Convertible Non-Redeemable Preferred Stock $0.001 Par Value Per Share Chief Executive Officer Secretary of Series G Convertible Non-Redeemable Preferred Stock of KALA BIO, Inc. Transfer Restricted - See Reverse Side Hereof transferable only on the books of the Corporation by the holder hereof in person or by Attorney upon surrendering of this Certificate properly endorsed. In |
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| March 26, 2024 |
Exhibit 3.1 CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF SERIES G CONVERTIBLE NON-REDEEMABLE PREFERRED STOCK OF KALA BIO, INC. (Pursuant to Section 151 of the Delaware General Corporation Law) KALA BIO, INC., a Delaware corporation (the “Corporation”), in accordance with the provisions of Section 103 of the Delaware General Corporation Law (the “DGCL”) does hereby certify that, in accord |
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| March 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 25, 2024 KALA BIO, Inc. (Exact Name of Company as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| March 4, 2024 |
Regulation FD Disclosure, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 4, 2024 KALA BIO, Inc. (Exact Name of Company as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| February 16, 2024 |
US4831192020 / KALA PHARMACEUTICALS INC / MILLENNIUM MANAGEMENT LLC Passive Investment SC 13G 1 KALASC13GFeb24.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 KALA BIO, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of Class of Securities) 483119202 (CUSIP Number) FEBRUARY 9, 2024 (Date of event which requires filing of this statement) Check the appropriate box to designate the |
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| February 14, 2024 |
US4831192020 / KALA PHARMACEUTICALS INC / BAKER BROS. ADVISORS LP - SC 13G/A Passive Investment SC 13G/A 1 tm242424d20sc13ga.htm SC 13G/A SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 Under the Securities Exchange Act of 1934 (Amendment No. 1)* KALA BIO, Inc. (f/k/a Kala Pharmaceuticals, Inc.) (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 483119202 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this S |
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| February 14, 2024 |
US4831192020 / KALA PHARMACEUTICALS INC / Checkpoint Capital L.P. Passive Investment SC 13G/A 1 kala13gv3.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Kala Bio, Inc. (Name of Issuer) Common Stock, par value $0.001 (Title of Class of Securities) 483119202 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to desig |
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| January 29, 2024 |
US4831192020 / KALA PHARMACEUTICALS INC / INTEGRATED CORE STRATEGIES (US) LLC Passive Investment SC 13G/A 1 KALASC13GA1.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (AMENDMENT NO. 1) KALA BIO, INC. (formerly Kala Pharmaceuticals, Inc.) (Name of Issuer) COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of Class of Securities) 483119202 (CUSIP Number) DECEMBER 31, 2023 (Date of event which requires filing of thi |
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| December 22, 2023 |
Exhibit 10.1 Execution Version SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is made and entered into as of December 21, 2023 (the “Effective Date”) by and among KALA BIO, Inc. (formerly Kala Pharmaceuticals, Inc.), a Delaware corporation (the “Company”), and the purchasers listed on the signature pages hereto (each a “Purchaser” and together the “Purchasers”) |
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| December 22, 2023 |
Exhibit 3.1 CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF SERIES F CONVERTIBLE NON-REDEEMABLE PREFERRED STOCK OF KALA BIO, INC. (Pursuant to Section 151 of the Delaware General Corporation Law) KALA BIO, INC., a Delaware corporation (the “Corporation”), in accordance with the provisions of Section 103 of the Delaware General Corporation Law (the “DGCL”) does hereby certify that, in accord |
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| December 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 21, 2023 KALA BIO, Inc. (Exact Name of Company as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission File Numb |
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| December 22, 2023 |
Series F Convertible Non-Redeemable Preferred Stock $0.001 Par Value Per Share Chief Executive Officer Secretary of Series F Convertible Non-Redeemable Preferred Stock of KALA BIO, Inc. Transfer Restricted - See Reverse Side Hereof transferable only on the books of the Corporation by the holder hereof in person or by Attorney upon surrendering of this Certificate properly endorsed. In Witness Wher |
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| November 13, 2023 |
Exhibit 99.1 KALA BIO Reports Third Quarter 2023 Financial Results and Provides Corporate Update - Enrollment ongoing in CHASE Phase 2b clinical trial of KPI-012 for PCED; topline data expected in 2H 2024 – - As of September 30, 2023, $56.1 million in cash and cash equivalents; together with anticipated remaining funding from CIRM award, expected to fund operations into 2Q 2025 - ARLINGTON, Mass., |
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| November 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 13, 2023 KALA BIO, Inc. (Exact Name of Company as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission File Numb |
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| November 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38150 |
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| October 18, 2023 |
KALA / Kala Bio Inc. / Longitude Capital Partners II, LLC - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3) KALA BIO, INC. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 483119103 (CUSIP Number) Patrick G. Enright Managing Member Longitude Capital Partners II, LLC 2740 Sand Hill Road, 2nd Floor Menlo Park, CA 9 |
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| August 4, 2023 |
Exhibit 10.9 FIFTH AMENDMENT TO LOAN AND SECURITY AGREEMENT This Fifth Amendment to Loan and Security Agreement (this “Amendment”) is entered into as of August 2, 2023 (the “Amendment Date”), by and among OXFORD FINANCE LLC, a Delaware limited liability company with an office located at 115 South Union Street, Suite 300, Alexandria, Virginia 22314 (in its individual capacity, “Oxford”; and in its |
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| August 4, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 4, 2023 KALA BIO, Inc. (Exact Name of Company as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| August 4, 2023 |
Exhibit 10.8 FOURTH AMENDMENT TO LOAN AND SECURITY AGREEMENT This Fourth Amendment to Loan and Security Agreement (this “Amendment”) is entered into as of August 1, 2023 (the “Amendment Date”), by and among OXFORD FINANCE LLC, a Delaware limited liability company with an office located at 115 South Union Street, Suite 300, Alexandria, Virginia 22314 (in its individual capacity, “Oxford”; and in it |
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| August 4, 2023 |
Exhibit 10.5 KALA PHARMACEUTICALS, INC. NON-EMPLOYEE DIRECTOR DEFERRED RESTRICTED STOCK UNIT AWARD Kala Pharmaceuticals, Inc. (the “Company”) hereby grants the following Deferred Restricted Stock Units pursuant to its Amended and Restated 2017 Equity Incentive Plan (the “Plan”). The terms of the grant are set forth in the attached Restricted Stock Unit Award Agreement (the “Agreement”). Notice of |
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| August 4, 2023 |
Exhibit 10.6 KALA PHARMACEUTICALS, INC. RESTRICTED STOCK UNIT AWARD Kala Pharmaceuticals, Inc. (the “Company”) hereby grants the following Restricted Stock Units pursuant to its Amended and Restated 2017 Equity Incentive Plan (the “Plan”). The terms of the grant are set forth in the attached Restricted Stock Unit Award Agreement (the “Agreement”). Notice of Grant Participant: Date of Grant: Number |
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| August 4, 2023 |
Exhibit 10.2 KALA PHARMACEUTICALS, INC. INCENTIVE STOCK OPTION AGREEMENT Kala Pharmaceuticals, Inc. (the “Company”) hereby grants the following stock option pursuant to its Amended and Restated 2017 Equity Incentive Plan. The terms and conditions attached hereto are also a part hereof. Notice of Grant Name of optionee (the “Participant”): Grant Date: Number of shares of the Company’s Common Stock |
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| August 4, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38150 KALA |
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| August 4, 2023 |
Exhibit 10.7 KALA PHARMACEUTICALS, INC. RESTRICTED STOCK UNIT AWARD Inducement Grant Pursuant to Nasdaq Stock Market Rule 5635(c)(4) Kala Pharmaceuticals, Inc. (the “Company”) hereby grants the following Restricted Stock Units. The terms of the grant are set forth in the attached Restricted Stock Unit Award Agreement (the “Agreement”). Notice of Grant Participant: Date of Grant: Number of Restrict |
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| August 4, 2023 |
Exhibit 3.1 RESTATED CERTIFICATE OF INCORPORATION OF KALA PHARMACEUTICALS, INC. (originally incorporated on July 7, 2009 under the name Hanes Newco, Inc.) FIRST: The name of the Corporation is Kala Pharmaceuticals, Inc. SECOND: The address of the Corporation’s registered office in the State of Delaware is 901 N. Market Street, Suite 705, in the City of Wilmington, County of New Castle, 19801. The |
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| August 4, 2023 |
Exhibit 10.4 KALA PHARMACEUTICALS, INC. NON-EMPLOYEE DIRECTOR RESTRICTED STOCK UNIT AWARD Kala Pharmaceuticals, Inc. (the “Company”) hereby grants the following Restricted Stock Units pursuant to its Amended and Restated 2017 Equity Incentive Plan (the “Plan”). The terms of the grant are set forth in the attached Restricted Stock Unit Award Agreement (the “Agreement”). Notice of Grant Participant: |
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| August 4, 2023 |
Exhibit 10.3 KALA PHARMACEUTICALS, INC. NON-QUALIFIED OPTION AGREEMENT Kala Pharmaceuticals, Inc. (the “Company”) hereby grants the following stock option pursuant to its Amended and Restated 2017 Equity Incentive Plan. The terms and conditions attached hereto are also a part hereof. Notice of Grant Name of optionee (the “Participant”): Grant Date: Number of shares of the Company’s Common Stock su |
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| August 4, 2023 |
Exhibit 99.1 KALA BIO Reports Second Quarter 2023 Financial Results and Provides Corporate Update - Actively enrolling patients in CHASE Phase 2b clinical trial of KPI-012 for the treatment of PCED; topline data targeted for 2Q 2024 - - Combangio, Inc., a wholly owned subsidiary of KALA, awarded $15 million grant by California Institute for Regenerative Medicine (CIRM) to support ongoing KPI-012 p |
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| August 2, 2023 |
Exhibit 3.2 THIRD AMENDED AND RESTATED BY-LAWS OF KALA BIO, INC. TABLE OF CONTENTS ARTICLE I STOCKHOLDERS 1 1.1 Place of Meetings 1 1.2 Annual Meeting 1 1.3 Special Meetings 1 1.4 Notice of Meetings 1 1.5 Voting List 1 1.6 Quorum 2 1.7 Adjournments 2 1.8 Voting and Proxies 2 1.9 Action at Meeting 3 1.10 Nomination of Directors 3 1.11 Notice of Business at Annual Meetings 7 1.12 Conduct of Meetings |
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| August 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 2, 2023 KALA BIO, Inc. (Exact Name of Company as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| August 2, 2023 |
Certificate of Amendment to Restated Certificate of Incorporation, as amended Exhibit 3.1 CERTIFICATE OF AMENDMENT TO RESTATED CERTIFICATE OF INCORPORATION OF KALA PHARMACEUTICALS, INC. (Pursuant to Section 242 of the General Corporation Law of the State of Delaware) Kala Pharmaceuticals, Inc. (the “Corporation”), a corporation organized and existing under and by virtue of the provisions of the General Corporation Law of the State of Delaware (the “General Corporation Law”) |
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| June 23, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 22, 2023 Kala Pharmaceuticals, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commissio |
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| June 22, 2023 |
Form of Inducement Restricted Stock Unit Agreement Exhibit 99.3 KALA PHARMACEUTICALS, INC. RESTRICTED STOCK UNIT AWARD Inducement Grant Pursuant to Nasdaq Stock Market Rule 5635(c)(4) Kala Pharmaceuticals, Inc. (the “Company”) hereby grants the following Restricted Stock Units. The terms of the grant are set forth in the attached Restricted Stock Unit Award Agreement (the “Agreement”). Notice of Grant Participant: Date of Grant: Number of Restrict |
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| June 22, 2023 |
Exhibit 99.1 Kala Pharmaceuticals, Inc. AMENDED AND RESTATED 2017 EQUITY INCENTIVE PLAN 1. Purpose The purpose of this Amended and Restated 2017 Equity Incentive Plan (the “Plan”) of Kala Pharmaceuticals, Inc., a Delaware corporation (the “Company”), is to advance the interests of the Company’s stockholders by enhancing the Company’s ability to attract, retain and motivate persons who are expected |
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| June 22, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Kala Pharmaceuticals, Inc. |
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| June 22, 2023 |
As filed with the Securities and Exchange Commission on June 22, 2023 As filed with the Securities and Exchange Commission on June 22, 2023 Registration No. |
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| June 15, 2023 |
US4831192020 / KALA PHARMACEUTICALS INC / Checkpoint Capital L.P. Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* Kala Pharmaceuticals, Inc. (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 483119202 (CUSIP Number) June 5, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant |
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| June 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| May 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (Amendment No. 2) Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 KALA PHARMACEUTICALS, INC. (Name of Subject Company (Issuer) and Filing Person (Offeror)) Options to Purchase Common Stock, $0.001 Par Value (Title of Class of Securities) 483119202 (CUSIP Number of Cl |
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| May 11, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38150 KALA PHARMACEUTICALS, INC. |
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| May 11, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14 |
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| May 9, 2023 |
As filed with the Securities and Exchange Commission on May 9, 2023 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on May 9, 2023 Registration No. |
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| May 9, 2023 |
Exhibit (a)(1)(A) KALA PHARMACEUTICALS, INC. OFFER TO EXCHANGE CERTAIN OUTSTANDING OPTIONS FOR RESTRICTED STOCK UNITS This document constitutes part of the prospectus relating to the securities that have been registered under the Securities Act of 1933, as amended. The prospectus relates to an offer to exchange all, some or none of certain employees’ Eligible Options under 2009 Employee, Director |
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| May 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 9, 2023 Kala Pharmaceuticals, Inc. (Exact Name of Company as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| May 9, 2023 |
Exhibit 99.1 Kala Pharmaceuticals Reports First Quarter 2023 Financial Results and Provides Corporate Update - Announced positive data from initial safety portion of CHASE Phase 2b clinical trial of KPI-012; now enrolling primary safety and efficacy portion of trial, with topline data targeted in 1Q 2024 - - Received FDA Fast Track designation for KPI-012 for the treatment of PCED - - Strengthened |
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| May 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38150 KAL |
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| May 9, 2023 |
Second Amended and Restated By-laws of the Registrant Exhibit 3.2 SECOND AMENDED AND RESTATED BY-LAWS OF KALA PHARMACEUTICALS, INC. TABLE OF CONTENTS ARTICLE I STOCKHOLDERS 1 1.1 Place of Meetings 1 1.2 Annual Meeting 1 1.3 Special Meetings 1 1.4 Notice of Meetings 1 1.5 Voting List 1 1.6 Quorum 2 1.7 Adjournments 2 1.8 Voting and Proxies 2 1.9 Action at Meeting 3 1.10 Nomination of Directors 3 1.11 Notice of Business at Annual Meetings 7 1.12 Conduc |
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| May 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (Amendment No. 1) Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 KALA PHARMACEUTICALS, INC. (Name of Subject Company (Issuer) and Filing Person (Offeror)) Options to Purchase Common Stock, $0.001 Par Value (Title of Class of Securities) 483119202 (CUSIP Number of Cl |
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| May 9, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Kala Pharmaceuticals, Inc. |
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| May 9, 2023 |
Second Amended and Restated By-laws of the Registrant Exhibit 4.2 SECOND AMENDED AND RESTATED BY-LAWS OF KALA PHARMACEUTICALS, INC. TABLE OF CONTENTS ARTICLE I STOCKHOLDERS 1 1.1 Place of Meetings 1 1.2 Annual Meeting 1 1.3 Special Meetings 1 1.4 Notice of Meetings 1 1.5 Voting List 1 1.6 Quorum 2 1.7 Adjournments 2 1.8 Voting and Proxies 2 1.9 Action at Meeting 3 1.10 Nomination of Directors 3 1.11 Notice of Business at Annual Meetings 7 1.12 Conduc |
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| May 9, 2023 |
May 9, 2023 VIA EDGAR SUBMISSION U.S. Securities and Exchange Commission Division of Corporation Finance, Office of Life Sciences 100 F Street, NE Washington, DC 20549 Attention: Daniel Crawford Re: Kala Pharmaceuticals, Inc. Registration Statement on Form S-3 Filed March 3, 2023 File No. 333-270263 Request for Acceleration Ladies and Gentlemen: Pursuant to Rule 461 under the Securities Act of 193 |
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| May 1, 2023 |
Exhibit (a)(1)(A) KALA PHARMACEUTICALS, INC. OFFER TO EXCHANGE CERTAIN OUTSTANDING OPTIONS FOR RESTRICTED STOCK UNITS This document constitutes part of the prospectus relating to the securities that have been registered under the Securities Act of 1933, as amended. The prospectus relates to an offer to exchange all, some or none of certain employees’ Eligible Options under 2009 Employee, Director |
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| May 1, 2023 |
Form of Reminder Email to Eligible Holders Regarding the Expiration of the Exchange Offer. Exhibit (a)(1)(G) FORM OF REMINDER EMAIL To: From: [email protected] Date: Subject: Option Exchange Program Election Reminder Our records show that you have not made an election to participate in KALA’s Option Exchange Program. This email is to remind you that May 30, 2023 at 11:59 p.m., Eastern Time, is the final deadline to participate in the Option Exchange Program. To participate in th |
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| May 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 KALA PHARMACEUTICALS, INC. (Name of Subject Company (Issuer) and Filing Person (Offeror)) Options to Purchase Common Stock, $0.001 par value (Title of Class of Securities) 483119202 (CUSIP Number of Class of Securities’ |
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| May 1, 2023 |
Form of Expiration Notice Email. Exhibit (a)(1)(J) FORM OF NOTICE TO ELIGIBLE HOLDERS REGARDING EXPIRATION OF OFFER PERIOD To: From: optionexchange@kalarx. |
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| May 1, 2023 |
Exhibit 107 Calculation of Filing Fee Tables SCHEDULE TO (Form Type) KALA PHARMACEUTICALS, INC. |
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| May 1, 2023 |
Form of Email Notice Regarding Rejection of Options for Exchange. Exhibit (a)(1)(I) FORM OF CONFIRMATION OF REJECTION OF ELIGIBLE OPTIONS To: From: optionexchange@kalarx. |
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| May 1, 2023 |
Notice of Withdrawal of Election Form. Exhibit (a)(1)(D) KALA PHARMACEUTICALS, INC. OFFER TO EXCHANGE CERTAIN OUTSTANDING OPTIONS FOR RESTRICTED STOCK UNITS INSTRUCTIONS TO NOTICE OF WITHDRAWAL OF ELECTION FORM If you previously elected to accept the offer by Kala Pharmaceuticals, Inc. (“KALA”) to exchange some or all of your outstanding Eligible Options for Replacement RSUs (the “Option Exchange Program”), subject to the terms and con |
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| May 1, 2023 |
Exhibit (a)(1)(K) KALA PHARMACEUTICALS, INC. OFFER TO EXCHANGE CERTAIN OUTSTANDING OPTIONS FOR RESTRICTED STOCK UNITS EMPLOYEE PRESENTATION |
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| May 1, 2023 |
Form of Announcement Email to Eligible Holders. Exhibit (a)(1)(B) FORM OF LAUNCH EMAIL To: From: [email protected] Date: Monday, May 1, 2023 Subject: Launch of Employee Stock Option Exchange Program IMPORTANT NEWS — PLEASE READ IMMEDIATELY. SHOULD YOU CHOOSE TO PARTICIPATE IN THIS OPTION EXCHANGE PROGRAM, YOU MUST TAKE ACTION BY 11:59 P.M., EASTERN TIME, ON May 30, 2023. Kala Pharmaceuticals, Inc. (“KALA,” “we,” “us” or “our”) is commen |
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| May 1, 2023 |
Form of Email Confirming Receipt of Notice of Withdrawal of Election Form. Exhibit (a)(1)(F) FORM OF CONFIRMATION OF WITHDRAWAL To: From: optionexchange@kalarx. |
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| May 1, 2023 |
Exhibit (a)(1)(C) KALA PHARMACEUTICALS, INC. OFFER TO EXCHANGE CERTAIN OUTSTANDING OPTIONS FOR RESTRICTED STOCK UNITS ELECTION FORM THE OFFER EXPIRES AT 11:59 P.M., EASTERN TIME, ON May 30, 2023, UNLESS THE OFFER IS EXTENDED Before completing and signing this election form, please make sure you received, read and understand the documents that comprise this offer to exchange certain outstan |
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| May 1, 2023 |
Form of Email Confirming Receipt of Election Form. Exhibit (a)(1)(E) FORM OF ELECTION CONFIRMATION TO ELIGIBLE HOLDERS To: From: optionexchange@kalarx. |
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| May 1, 2023 |
Form of Email to Eligible Holders Confirming Acceptance of Eligible Options. Exhibit (a)(1)(H) FORM OF CONFIRMATION OF ACCEPTANCE OF ELIGIBLE OPTIONS To: From: optionexchange@kalarx. |
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| April 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 28, 2023 Kala Pharmaceuticals, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commissi |
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| April 25, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 24, 2023 Kala Pharmaceuticals, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commissi |
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| March 27, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 27, 2023 Kala Pharmaceuticals, Inc. (Exact Name of Company as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission |
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| March 14, 2023 |
TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(3) Registration No. 333-270266 PROSPECTUS 5,391,213 Shares Common Stock This prospectus relates to the resale from time to time of up to 5,391,213 shares of common stock, par value $0.001 per share, of Kala Pharmaceuticals, Inc. by the selling stockholders listed on page 8, including their donees, pledgees, assignees, transferees or other successor |
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| March 13, 2023 |
DEF 14A 1 tmb-20230424xdef14a.htm DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only |
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| March 10, 2023 |
March 10, 2023 VIA EDGAR SUBMISSION U.S. Securities and Exchange Commission Division of Corporation Finance, Office of Life Sciences 100 F Street, NE Washington, DC 20549 Attention: Daniel Crawford Re: Kala Pharmaceuticals, Inc. Registration Statement on Form S-3 Filed March 3, 2023 File No. 333-270266 Request for Acceleration Ladies and Gentlemen: Pursuant to Rule 461 under the Securities Act of |
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| March 8, 2023 |
United States securities and exchange commission logo March 8, 2023 Mark Iwicki Chief Executive Officer Kala Pharmaceuticals, Inc. |
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| March 8, 2023 |
United States securities and exchange commission logo March 8, 2023 Mark Iwicki Chief Executive Officer Kala Pharmaceuticals, Inc. |
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| March 3, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38150 KALA PHA |
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| March 3, 2023 |
Form of Subordinated Indenture Exhibit 4.4 KALA PHARMACEUTICALS, INC. and Trustee INDENTURE Dated as of SUBORDINATED DEBT SECURITIES CROSS-REFERENCE TABLE 1 Section of Trust Indenture Act of 1939, as amended Section of Indenture 310(a) 6.09 310(b) 6.08 6.10 310(c) Inapplicable 311(a) 6.13 311(b) 6.13 311(c) Inapplicable 312(a) 4.01 4.04 312(b) 4.04(c) 312(c) 4.04(c) 313(a) 4.03 313(b) 4.03 313(c) 4.03 313(d) 4.03 314(a) 4.02 31 |
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| March 3, 2023 |
Unaudited Pro Forma Financial Statements and accompanying notes for the year ended December 31, 2022 Exhibit 99.1 Unaudited Pro Forma Financial Information On July 8, 2022 (the “Closing Date”), Kala Pharmaceuticals, Inc. (“Kala”, the “Company” “we” or “us”) completed the previously announced transaction (the “Transaction”), pursuant to which, Alcon Pharmaceuticals Ltd. and Alcon Vision, LLC (together “Alcon”) agreed to (1) purchase (a) the Company’s rights to (i) manufacture, sell, distribute, ma |
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| March 3, 2023 |
Exhibit 4.6 Form of Subordinated Note (FACE OF SECURITY) [Each Global Security shall bear substantially the following legend: UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR SECURITIES IN DEFINITIVE REGISTERED FORM, THIS SECURITY MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE |
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| March 3, 2023 |
Exhibit 4.1 CHIEF EXECUTIVE OFFICER CUSIP 483119 20 2 / / / / / / / / / / / / / / / / / / / THE SIGNATURE(S) MUST BE GUARANTEED BY AN ELIGIBLE GUARANTOR INSTITUTION (BANKS, STOCKBROKERS, SAVINGS AND LOAN ASSOCIATIONS AND CREDIT UNIONS WITH MEMBERSHIP IN AN APPROVED SIGNATURE GUARANTEE MEDALLION PROGRAM), PURSUANT TO S.E.C. RULE 17Ad-15. Signature(s) Guaranteed THE SIGNATURE(S) TO THIS ASSIGNMENT M |
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| March 3, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Kala Pharmaceuticals, Inc. |
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| March 3, 2023 |
Powers of Attorney (included in the signature pages to the Registration Statement) TABLE OF CONTENTS As filed with the Securities and Exchange Commission on March 3, 2023 Registration No. |
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| March 3, 2023 |
Exhibit 4.3 DESCRIPTION OF SECURITIES REGISTERED UNDER SECTION 12 OF THE EXCHANGE ACT The following description of registered securities of Kala Pharmaceuticals, Inc. (“us,” “our,” “we” or the “Company”) is intended as a summary only and therefore is not a complete description of our capital stock. This description is based upon, and is qualified by reference to, our certificate of incorporation, |
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| March 3, 2023 |
Exhibit 3.1 RESTATED CERTIFICATE OF INCORPORATION OF KALA PHARMACEUTICALS, INC. (originally incorporated on July 7, 2009 under the name Hanes Newco, Inc.) FIRST: The name of the Corporation is Kala Pharmaceuticals, Inc. SECOND: The address of the Corporation’s registered office in the State of Delaware is 901 N. Market Street, Suite 705, in the City of Wilmington, County of New Castle, 19801. The |
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| March 3, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Kala Pharmaceuticals, Inc. |
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| March 3, 2023 |
Exhibit 99.1 Kala Pharmaceuticals Reports Fourth Quarter and Full Year 2022 Financial Results and Provides Corporate Update - Enrolled first patient in CHASE Phase 2b clinical trial evaluating KPI-012 for PCED; Top-line data targeted for 1Q 2024 - - Closed $31.0 million private placement financing, extending cash runway into 1Q 2025 - ARLINGTON, Mass, March 3, 2023 — Kala Pharmaceuticals, Inc. (NA |
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| March 3, 2023 |
Subsidiaries of the Registrant Exhibit 21.1 Subsidiaries of the Registrant Name Jurisdiction of Organization Kala Pharmaceuticals Security Corporation Massachusetts Combangio, Inc. Delaware |
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| March 3, 2023 |
Exhibit 4.3 KALA PHARMACEUTICALS, INC. and Trustee INDENTURE Dated as of SENIOR DEBT SECURITIES CROSS-REFERENCE TABLE1 Section of Trust Indenture Act of 1939, as amended Section of Indenture 310(a) 6.09 310(b) 6.08 6.10 310(c) Inapplicable 311(a) 6.13 311(b) 6.13 311(c) Inapplicable 312(a) 4.01 4.04 312(b) 4.04(c) 312(c) 4.04(c) 313(a) 4.03 313(b) 4.03 313(c) 4.03 313(d) 4.03 314(a) 4.02 314(b) In |
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| March 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 3, 2023 Kala Pharmaceuticals, Inc. (Exact Name of Company as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission F |
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| March 3, 2023 |
As filed with the Securities and Exchange Commission on March 3, 2023 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on March 3, 2023 Registration No. |
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| March 3, 2023 |
Exhibit 4.5 Form of Senior Note (FACE OF SECURITY) [Each Global Security shall bear substantially the following legend: UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR SECURITIES IN DEFINITIVE REGISTERED FORM, THIS SECURITY MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE |
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| March 3, 2023 |
Exhibit 4.5 Execution Version REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made as of March 2, 2023 by and between Kala Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and the persons listed on the attached Schedule A who are signatories to this Agreement (collectively, the “Investors”). Unless otherwise defined herein, capitalized terms use |
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| March 1, 2023 |
PRE 14A 1 tmb-20230424xpre14a.htm PRE 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by |
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| February 14, 2023 |
KALA / Kala Pharmaceuticals Inc / Longitude Capital Partners II, LLC - SC 13D/A Activist Investment SC 13D/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2) KALA PHARMACEUTICALS, INC. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 483119103 (CUSIP Number) Patrick G. Enright Managing Member Longitude Capital Partners II, LLC 2740 Sand Hill Road, 2nd Floor Menlo Park, CA 940 |
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| February 14, 2023 |
US4831192020 / KALA PHARMACEUTICALS INC / BAKER BROS. ADVISORS LP - SC 13G Passive Investment SC 13G 1 tm234999d23sc13g.htm SC 13G SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 Under the Securities Exchange Act of 1934 (Amendment No. )* Kala Pharmaceuticals, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 483119202 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check the appropria |
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| February 14, 2023 |
EX-99.1 2 tm234999d23ex99-1.htm EXHIBIT 99.1 EXHIBIT 99.1 AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that this Statement on Schedule 13G relating to the Common Stock of Kala Pharmaceuticals, Inc. is being filed with the Securities and Exchange Commission. February 14, 2023 BAKER BROS. ADVISORS LP By: Baker Bros. |
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| January 19, 2023 |
Kala Pharmaceuticals, Inc. Up to $40,000,000 Common Stock TABLE OF CONTENTS As Filed Pursuant to Rule 424(b)(5) Registration No. 333-238087 PROSPECTUS SUPPLEMENT (To Prospectus Dated May 19, 2020) Kala Pharmaceuticals, Inc. Up to $40,000,000 Common Stock We have entered into an Open Market Sale AgreementSM, dated January 19, 2023, or the sales agreement, with Jefferies, LLC, or Jefferies, relating to the sale of shares of our common stock, $0.001 par v |
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| January 19, 2023 |
Exhibit 1.1 KALA PHARMACEUTICALS, INC. Shares of Common Stock (par value $0.001 per share) OPEN MARKET SALE AGREEMENTSM January 19, 2023 JEFFERIES LLC 520 Madison Avenue New York, New York 10022 Ladies and Gentlemen: Kala Pharmaceuticals, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell from time to time through Jefferies |
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| January 19, 2023 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 18, 2023 Kala Pharmaceuticals, Inc. (Exact Name of Company as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commissio |
