8-K
filed June 11, 2026, 4:44 PM ET
ticker KALV
CIK 0001348911
M&A
confidence high
sentiment neutral
materiality 1.00
KalVista Pharmaceuticals, Inc. (KALV): M&A transaction — Chiesi completes $27/share acquisition of KalVista; shares cease trading on Nasdaq
KalVista Pharmaceuticals, Inc.
- Tender offer accepted 43,152,532 shares (~77.8% of outstanding) at $27.00 cash per share.
- Back-end merger closed June 11, 2026; KalVista now wholly owned by Chiesi Group.
- KalVista stock halted June 10 and delisted from Nasdaq Global Market effective June 11.
- Chiesi takes ownership of EKTERLY (sebetralstat), oral on-demand HAE treatment approved in US, EU, Japan.
- Transaction bonuses aggregate $10.5M for CEO, CMO, CFO; gross-up agreement with CFO for Section 4999 excise tax.
Featured in Daily 8-K Digest
Key facts
Extracted from this filing and checked against the source text.
Executive change
SEC 8-K Item 5.02
confidence 0.95
William Fairey resigned as Director at KalVista Pharmaceuticals, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
each of Brian J. G. Pereira, MD, Benjamin L. Palleiko, William Fairey, Laurence Reid, PhD, Bethany Sensenig, Nancy Stuart, Patrick Treanor and Edward W. Unkart resigned from his or her respective positions as a member of the Company’s board of directors
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Patrick Treanor resigned as Director at KalVista Pharmaceuticals, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
each of Brian J. G. Pereira, MD, Benjamin L. Palleiko, William Fairey, Laurence Reid, PhD, Bethany Sensenig, Nancy Stuart, Patrick Treanor and Edward W. Unkart resigned from his or her respective positions as a member of the Company’s board of directors
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Brian J. G. Pereira, MD resigned as Director at KalVista Pharmaceuticals, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
each of Brian J. G. Pereira, MD, Benjamin L. Palleiko, William Fairey, Laurence Reid, PhD, Bethany Sensenig, Nancy Stuart, Patrick Treanor and Edward W. Unkart resigned from his or her respective positions as a member of the Company’s board of directors
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
John Hess was appointed as Sole Director at KalVista Pharmaceuticals, Inc..
- Action
- became the sole director
- Role
- Sole Director
Exact text from the filing
John Hess, the sole director of Purchaser immediately prior to the Effective Time, became the sole director of the Company
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Bethany Sensenig resigned as Director at KalVista Pharmaceuticals, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
each of Brian J. G. Pereira, MD, Benjamin L. Palleiko, William Fairey, Laurence Reid, PhD, Bethany Sensenig, Nancy Stuart, Patrick Treanor and Edward W. Unkart resigned from his or her respective positions as a member of the Company’s board of directors
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Edward W. Unkart resigned as Director at KalVista Pharmaceuticals, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
each of Brian J. G. Pereira, MD, Benjamin L. Palleiko, William Fairey, Laurence Reid, PhD, Bethany Sensenig, Nancy Stuart, Patrick Treanor and Edward W. Unkart resigned from his or her respective positions as a member of the Company’s board of directors
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Laurence Reid, PhD resigned as Director at KalVista Pharmaceuticals, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
each of Brian J. G. Pereira, MD, Benjamin L. Palleiko, William Fairey, Laurence Reid, PhD, Bethany Sensenig, Nancy Stuart, Patrick Treanor and Edward W. Unkart resigned from his or her respective positions as a member of the Company’s board of directors
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Benjamin L. Palleiko resigned as Director at KalVista Pharmaceuticals, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
each of Brian J. G. Pereira, MD, Benjamin L. Palleiko, William Fairey, Laurence Reid, PhD, Bethany Sensenig, Nancy Stuart, Patrick Treanor and Edward W. Unkart resigned from his or her respective positions as a member of the Company’s board of directors
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Nancy Stuart resigned as Director at KalVista Pharmaceuticals, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
each of Brian J. G. Pereira, MD, Benjamin L. Palleiko, William Fairey, Laurence Reid, PhD, Bethany Sensenig, Nancy Stuart, Patrick Treanor and Edward W. Unkart resigned from his or her respective positions as a member of the Company’s board of directors
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
John Hess was appointed as other_named_officer at KalVista Pharmaceuticals, Inc..
- Action
- became an officer
Exact text from the filing
John Hess, President and Secretary of Purchaser, became an officer of the Company.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
KalVista Pharmaceuticals, Inc.: Amended and restated bylaws in full.
- Change
- bylaw amendment
Exact text from the filing
as of the Effective Time, the Company’s bylaws, as in effect immediately prior to the Effective Time, were amended and restated in full
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
KalVista Pharmaceuticals, Inc.: Amended and restated certificate of incorporation in its entirety.
- Change
- charter amendment
Exact text from the filing
As of the Effective Time, the Company’s certificate of incorporation, as in effect immediately prior to the Effective Time, was amended and restated in its entirety
View on SEC.gov
M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.9
KalVista Pharmaceuticals, Inc. underwent a change of control involving Chiesi Farmaceutici S.p.A. for $27.00 per Share in cash (closed 2026-06-11).
- Action
- change of control
- Counterparty
- Chiesi Farmaceutici S.p.A.
- Consideration
- $27.00 per Share in cash
- Closing
- 2026-06-11
Exact text from the filing
Purchaser commenced a tender offer (the “ Offer ”) to acquire all of the outstanding shares of common stock of the Company, par value $0.001 per share (the “ Shares ”), for $27.00 per Share, net to the seller in cash, without interest and subject to any withholding of taxes (the “ Offer Price ”). The Offer and withdrawal rights expired at one minute
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.95
KalVista Pharmaceuticals, Inc. terminated Company 2015 Incentive Plan with KalVista Pharmaceuticals, Inc. valued at Terminated the Company 2015 Incentive Plan, the Company 2017 Equity Incentive Plan, and the Company (effective 2026-06-11).
- Action
- termination
- Counterparty
- KalVista Pharmaceuticals, Inc.
- Value
- Terminated the Company 2015 Incentive Plan, the Company 2017 Equity Incentive Plan, and the Company
- Effective
- 2026-06-11
Exact text from the filing
In connection with the consummation of the Offer and the Merger and effective as of, and contingent upon, the Effective Time, the Company terminated the Company 2015 Incentive Plan, the Company 2017 Equity Incentive Plan, and the Company 2021 Equity Inducement Plan.
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.95
KalVista Pharmaceuticals, Inc. terminated Company 2017 Employee Stock Purchase Plan with KalVista Pharmaceuticals, Inc. valued at Terminated the Company 2017 Employee Stock Purchase Plan (effective 2026-06-11).
- Action
- termination
- Agreement
- equity purchase
- Counterparty
- KalVista Pharmaceuticals, Inc.
- Value
- Terminated the Company 2017 Employee Stock Purchase Plan
- Effective
- 2026-06-11
Exact text from the filing
In addition, and also effective immediately prior to, and contingent upon, the Effective Time, the Company terminated the Company 2017 Employee Stock Purchase Plan.
View on SEC.gov
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