KALA BIO, Inc. — Director's Dealing 2017

Jul 21, 2017

SEC Form 4/A — Form 4/A

Issuer: Kala Pharmaceuticals, Inc. (KALA)
CIK: 0001479419
Period of Report: 2017-07-20

Reporting Person: CDK ASSOCIATES, L.L.C. (10% Owner)
Reporting Person: CAXTON CORP (10% Owner)
Reporting Person: Kovner Bruce (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-07-20	Common Stock	C	548755	—	Acquired	548755	Direct
2017-07-20	Common Stock	P	215000	$15	Acquired	763755	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-07-20	Series C Convertible Preferred Stock	$	C	2858086	Disposed		Common Stock (548755)	Direct

Footnotes

F1: The Reporting Persons are amending the Form 4 originally filed to report the conversion of Series C Preferred Stock.

F2: The Series C Preferred Stock was converted to Common Stock on a 5.2083 for one basis.

F3: These shares represent (a) 544,220 shares of Common Stock that are owned directly by CDK Associates, LLC, which is a Reporting Person, and may be deemed to be indirectly beneficially owned by (i) Caxton Corporation, the manager of CDK Associates, LLC, and (ii) Bruce Kovner, the chairman and sole shareholder of Caxton Corporation; and (b) 4,535 shares of Common Stock that are held in an account of an employee of Caxton Corporation or an affiliate and may be deemed to be indirectly beneficially owned by (i) Caxton Corporation and (ii) Bruce Kovner, the chairman and sole shareholder of Caxton Corporation. Each Reporting Person disclaims beneficial ownership in the securities reported on this Form 4 except to the extent of its or his pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

F4: The shares beneficially owned following the acquisition by CDK Associates, LLC of 215,000 shares of Common Stock represent (a) 759,220 shares of Common Stock that are owned directly by CDK Associates, LLC, which is a Reporting Person, and may be deemed to be indirectly beneficially owned by (i) Caxton Corporation, the manager of CDK Associates, LLC, and (ii) Bruce Kovner, the chairman and sole shareholder of Caxton Corporation; and (b) 4,535 shares of Common Stock that are held in an account of an employee of Caxton Corporation or an affiliate and may be deemed to be indirectly beneficially owned by (i) Caxton Corporation and (ii) Bruce Kovner, the chairman and sole shareholder of Caxton Corporation.

F5: (Continued from Footnote 4) Each Reporting Person disclaims beneficial ownership in the securities reported on this Form 4 except to the extent of its or his pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

F6: The Series C Preferred Stock was convertible to Common Stock at any time at the holder's election and automatically upon the closing of the Issuer's initial public offering. The shares had no expiration date.

F7: These shares represent (a) 2,834,466 shares of Series C Convertible Preferred Stock that were owned directly by CDK Associates, LLC, which is a Reporting Person, and may be deemed to be indirectly beneficially owned by (i) Caxton Corporation, the manager of CDK Associates, LLC, and (ii) Bruce Kovner, the chairman and sole shareholder of Caxton Corporation; and (b) 23,620 shares of Series C Convertible Preferred Stock that were held in an account of an employee of Caxton Corporation or an affiliate and may be deemed to be indirectly beneficially owned by (i) Caxton Corporation and (ii) Bruce Kovner, the chairman and sole shareholder of Caxton Corporation.

F8: (Continued from Footnote 7) Each Reporting Person disclaims beneficial ownership in the securities reported on this Form 4 except to the extent of its or his pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.