KALA / KALA BIO, Inc. - Документы SEC, Годовой отчет, Доверенное заявление

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. (E

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

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

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

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

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. (Ex

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

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

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): 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

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

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 resour

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

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

Form of Retention Agreement

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

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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

Subsidiaries of the Registrant

Exhibit 21.1 Subsidiaries of the Registrant Name Jurisdiction of Organization Kala Pharmaceuticals Security Corporation Massachusetts Combangio, Inc. Delaware

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;

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

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. (Ex

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

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

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

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

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

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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

1,669,203 Shares Common Stock

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

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

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.

Filing Fee Table

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

Filing Fee Table

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

Restated Certificate of Incorporation of the Registrant, as amended, including Certificate of Designation of the Series D Preferred Stock of the Registrant, Certificate of Elimination of Number of Shares of Preferred Stock Designated as Series D Preferred Stock of the Registrant, Certificate of Designations, Preferences and Rights of Series E Convertible Non-Redeemable Preferred Stock of the Registrant, Certificate of Designations, Preferences and Rights of Series F Convertible Non-Redeemable Preferred Stock of the Registrant, Certificate of Designations, Preferences and Rights of Series G Convertible Non-Redeemable Preferred Stock of the Registrant, Certificate of Designations, Preferences and Rights of Series H Convertible Non-Redeemable Preferred Stock of the Registrant and Certificate of Designations, Preferences and Rights of Series I Convertible Non-Redeemable Preferred Stock of the Registrant (incorporated by reference to Exhibit 4.1 to the Registrant’s registration statement on Form S-8 (File No. 333-284117) filed on 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

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.

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

Registration Rights Agreement, dated December 29, 2024, by and among the Registrant and the other parties thereto (incorporated by reference to Exhibit 10.2 to the Registrant’s current report on Form 8-K (File No. 001-38150) filed on 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

Securities Purchase Agreement, dated December 29, 2024, by and among the Registrant and the other parties thereto (incorporated by reference to Exhibit 10.1 to the Registrant’s current report on Form 8-K (File No. 001-38150) filed on 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

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.

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

Certificate of Designations, Preferences and Rights of Series I Convertible Non-Redeemable Preferred Stock of KALA BIO, Inc.

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

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

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

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

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 fi

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

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

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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

Up to $6,298,239 Common Stock

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

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 – -- Ca

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

Restated Certificate of Incorporation of the Registrant, as amended, including Certificate of Designation of the Series D Preferred Stock of the Registrant, Certificate of Elimination of Number of Shares of Preferred Stock Designated as Series D Preferred Stock of the Registrant, Certificate of Designations, Preferences and Rights of Series E Convertible Non-Redeemable Preferred Stock of the Registrant, Certificate of Designations, Preferences and Rights of Series F Convertible Non-Redeemable Preferred Stock of the Registrant, Certificate of Designations, Preferences and Rights of Series G Convertible Non-Redeemable Preferred Stock of the Registrant and Certificate of Designations, Preferences and Rights of Series H Convertible Non-Redeemable Preferred Stock of the Registrant

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

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

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

3,519,514 Shares Common Stock

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

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

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.

Filing Fee Table

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

Restated Certificate of Incorporation of the Registrant, as amended, including Certificate of Designation of the Series D Preferred Stock of the Registrant, Certificate of Elimination of Number of Shares of Preferred Stock Designated as Series D Preferred Stock of the Registrant, Certificate of Designations, Preferences and Rights of Series E Convertible Non-Redeemable Preferred Stock of the Registrant, Certificate of Designations, Preferences and Rights of Series F Convertible Non-Redeemable Preferred Stock of the Registrant, Certificate of Designations, Preferences and Rights of Series G Convertible Non-Redeemable Preferred Stock of the Registrant and Certificate of Designations, Preferences and Rights of Series H Convertible Non-Redeemable Preferred Stock of the Registrant

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

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 (

LIMITED POWER OF ATTORNEY

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

AGREEMENT

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

Joint Filing Agreement

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

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,

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

Form of Series H Preferred Stock Certificate (incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K (File No. 001-38150) filed on 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

Certificate of Designations, Preferences and Rights of Series H Convertible Non-Redeemable Preferred Stock of KALA BIO, Inc.

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

Registration Rights Agreement, dated June 26, 2024, by and among the Registrant and the other parties thereto (incorporated by reference to Exhibit 10.2 to the Registrant’s current report on Form 8-K (File No. 001-38150) filed on 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

Securities Purchase Agreement, dated June 26, 2024, by and among the Registrant and the other parties thereto (incorporated by reference to Exhibit 10.1 to the Registrant’s current report on Form 8-K (File No. 001-38150) filed on 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

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, 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): 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

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

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. )

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

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 devel

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

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

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) (

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. )

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

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. )

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

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. )

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

Up to $6,916,688 Common Stock

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

Exhibit 4.3

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,

Subsidiaries of the Registrant

Exhibit 21.1 Subsidiaries of the Registrant Name Jurisdiction of Organization Kala Pharmaceuticals Security Corporation Massachusetts Combangio, Inc. Delaware

Filing Fee Table

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

Restated Certificate of Incorporation of the Registrant, as amended as of November 28, 2022, including Certificate of Designation of the Series D Preferred Stock of Registrant, Certificate of Elimination of Number of Shares of Preferred Stock Designated as Series D Preferred Stock of Registrant, Certificate of Designations, Preferences and Rights of Series E Convertible Non-Redeemable Preferred Stock of Registrant, Certificate of Designations, Preferences and Rights of Series F Convertible Non-Redeemable Preferred Stock of Registrant and Certificate of Designations, Preferences and Rights of Series G Convertible Non-Redeemable Preferred Stock of Registrant (incorporated by reference to Exhibit 3.1 to the Registrant’s annual report on Form 10-K (File No. 001-38150) filed on 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

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. (Ex

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)

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

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 i

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

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

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

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.

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

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)

Form of Series G Preferred Stock Certificate (incorporated by reference to Exhibit 4.1 to the Registrant’s current report on Form 8-K (File No. 001-38150) filed on 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

Certificate of Designations, Preferences and Rights of Series G Convertible Non-Redeemable Preferred Stock of KALA BIO, Inc.

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

Securities Purchase Agreement, dated March 25, 2024, by and among the Registrant and the purchasers party thereto (incorporated by reference to Exhibit 10.1 to the Registrant’s current report on Form 8-K (File No. 001-38150) filed on 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

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)

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

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

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

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

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.

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

Form of Series F Preferred Stock Certificate (incorporated by reference to Exhibit 4.1 to the Registrant’s current report on Form 8-K (File No. 001-38150) filed on 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

Certificate of Designations, Preferences and Rights of Series F Convertible Non-Redeemable Preferred Stock of KALA BIO, Inc.

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

Securities Purchase Agreement, dated December 21, 2023, by and among the Registrant and the purchasers party thereto (incorporated by reference to Exhibit 10.1 to the Registrant’s current report on Form 8-K (File No. 001-38150) filed on 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”)

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

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.,

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

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.

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

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

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. (Ex

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)

Form of Employee Restricted Stock Unit Award under Amended and Restated 2017 Equity Incentive Plan (incorporated by reference to Exhibit 10.6 to the Registrant’s quarterly report on Form 10-Q (File No. 001-38150) filed on 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

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 whol

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

Restated Certificate of Incorporation of the Registrant, as amended as of August 2, 2023, including Certificate of Designation of the Series D Preferred Stock of Registrant, Certificate of Elimination of Number of Shares of Preferred Stock Designated as Series D Preferred Stock of Registrant, Certificate of Designations, Preferences and Rights of Series E Convertible Non-Redeemable Preferred Stock of Registrant

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

Form of Non-Employee Director Deferred Restricted Stock Unit Award under Amended and Restated 2017 Equity Incentive Plan (incorporated by reference to Exhibit 10.5 to the Registrant’s quarterly report on Form 10-Q (File No. 001-38150) filed on 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

Fourth Amendment to Loan and Security Agreement, dated August 1, 2023, by and among the Registrant, Combangio, Inc. and Oxford Finance LLC, as collateral agent and lender (incorporated by reference to Exhibit 10.8 to the Registrant’s quarterly report on Form 10-Q (File No. 001-38150) filed on 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

Form of Incentive Stock Option Agreement under Amended and Restated 2017 Equity Incentive Plan (incorporated by reference to Exhibit 10.2 to the Registrant’s quarterly report on Form 10-Q (File No. 001-38150) filed on 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

Form of Inducement Restricted Stock Unit Agreement (incorporated by reference to Exhibit 10.7 to the Registrant’s quarterly report on Form 10-Q (File No. 333-218936) filed on 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

Forms of Non-Qualified Option Agreement under Amended and Restated 2017 Equity Incentive Plan (incorporated by reference to Exhibit 10.3 to the Registrant’s quarterly report on Form 10-Q (File No. 001-38150) filed on 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

Form of Non-Employee Director Restricted Stock Unit Award under Amended and Restated 2017 Equity Incentive Plan (incorporated by reference to Exhibit 10.4 to the Registrant’s quarterly report on Form 10-Q (File No. 001-38150) filed on 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:

Fifth Amendment to Loan and Security Agreement, dated August 2, 2023, by and among the Registrant, Combangio, Inc. and Oxford Finance LLC, as collateral agent and lender (incorporated by reference to Exhibit 10.9 to the Registrant’s quarterly report on Form 10-Q (File No. 001-38150) filed on 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

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

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”)

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. (Ex

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)

Third Amended and Restated By-Laws of the Registrant (incorporated by reference to Exhibit 3.2 to the Registrant’s current report on Form 8-K (File No. 001-38150) filed on 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

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 Pharmaceutical

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

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.

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

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Kala Pharmaceuticals, Inc.

Amended and Restated 2017 Equity Incentive Plan (incorporated by reference to Exhibit 99.1 to the Registrant’s registration statement on Form S-8 (File No. 333-272834) filed on 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

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

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. )

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

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

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

Company’s definitive proxy statement for the Annual Meeting, filed with the Securities and Exchange Commission (the “Commission”) on 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

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

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 t

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

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.

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

Offer to Exchange Certain Outstanding Options for Restricted Stock Units, dated May 1, 2023, as amended on 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

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

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

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

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

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Kala Pharmaceuticals, Inc.

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,

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

Filing Fee Table.

Exhibit 107 Calculation of Filing Fee Tables SCHEDULE TO (Form Type) KALA PHARMACEUTICALS, INC.

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.

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

Form of Expiration Notice Email.

Exhibit (a)(1)(J) FORM OF NOTICE TO ELIGIBLE HOLDERS REGARDING EXPIRATION OF OFFER PERIOD To: From: optionexchange@kalarx.

Employee FAQS, incorporated herein by reference to pages 3 through 13 of Exhibit (a)(1)(A) to this Schedule TO.

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

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

Election Form.

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

Form of Email Confirming Receipt of Election Form.

Exhibit (a)(1)(E) FORM OF ELECTION CONFIRMATION TO ELIGIBLE HOLDERS To: From: optionexchange@kalarx.

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.

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

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’

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

Employee Presentation.

Exhibit (a)(1)(K) KALA PHARMACEUTICALS, INC. OFFER TO EXCHANGE CERTAIN OUTSTANDING OPTIONS FOR RESTRICTED STOCK UNITS EMPLOYEE PRESENTATION

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.

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 Pharmaceutica

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

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 Pharmaceutica

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

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 Pharmaceutica

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

5,391,213 Shares Common Stock

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

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

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

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

Form of Subordinated Note

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

Form of Senior Indenture

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

Subsidiaries of the Registrant

Exhibit 21.1 Subsidiaries of the Registrant Name Jurisdiction of Organization Kala Pharmaceuticals Security Corporation Massachusetts Combangio, Inc. Delaware

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Kala Pharmaceuticals, Inc.

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 Pharmaceutical

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

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

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

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

Form of Senior Note

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

Registration Rights Agreement, dated March 2, 2023, by and among the Registrant and the other parties thereto (incorporated by reference to Exhibit 4.5 to the Registrant’s annual report on Form 10-K (File No. 001-38150) filed on 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

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.

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.

Exhibit 4.3 to our Annual Report on Form 10-K for the fiscal year ended December 31, 2022, as filed with the SEC on 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,

Restated Certificate of Incorporation of the Registrant, as amended as of November 28, 2022, including Certificate of Designation of the Series D Preferred Stock of Registrant, Certificate of Elimination of Number of Shares of Preferred Stock Designated as Series D Preferred Stock of Registrant, Certificate of Designations, Preferences and Rights of Series E Convertible Non-Redeemable Preferred Stock of Registrant (incorporated by reference to Exhibit 3.1 to the Registrant’s annual report on Form 10-K (File No. 001-38150) filed on 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

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, 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

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Kala Pharmaceuticals, Inc.

Specimen Stock Certificate evidencing the shares of common stock (incorporated by reference to Exhibit 4.1 to the Registrant’s annual report on Form 10-K (File No. 001-38150) filed on 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

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

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

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

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

AGREEMENT

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.

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

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

Open Market Sale AgreementSM, dated as of January 19, 2023, by and between Registrant and Jefferies LLC (incorporated by reference to Exhibit 1.1 to the Registrant’s current report on Form 8-K (File No. 001-38150) filed on 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

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

KALA / Kala Pharmaceuticals Inc / INTEGRATED CORE STRATEGIES (US) LLC Passive Investment

SC 13G 1 KALASC13G.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 KALA PHARMACEUTICALS, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of Class of Securities) 483119202 (CUSIP Number) JANUARY 4, 2023 (Date of event which requires filing of this statement) Check the appropriate box to designat

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 9, 2023 Kala Pharmaceutic

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 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

Restated Certificate of Incorporation of the Registrant, as amended as of November 28, 2022

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

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Kala Pharmaceuticals, Inc.

As filed with the Securities and Exchange Commission on January 4, 2023

As filed with the Securities and Exchange Commission on January 4, 2023 Registration No.

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 27, 2022 Kala Pharmaceut

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 27, 2022 Kala Pharmaceuticals, Inc. (Exact Name of Company as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commissi

Third Amendment to Loan and Security Agreement, dated December 27, 2022, by and among the Registrant, Combangio, Inc. and Oxford Finance LLC, as collateral agent and lender (incorporated by reference to Exhibit 10.1 to the Registrant’s current report on Form 8-K (File No. 001-38150) filed on December 27, 2022)

Exhibit 10.1 THIRD AMENDMENT TO LOAN AND SECURITY AGREEMENT THIS THIRD AMENDMENT to Loan and Security Agreement (this ?Amendment?) is entered into as of December 27, 2022 (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, VA 22314 (?Oxford?), as collateral agent (in such capacity, ?C

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 5, 2022 Kala Pharmaceuti

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 5, 2022 Kala Pharmaceuticals, Inc. (Exact Name of Company as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commissio

Form of Series E Preferred Stock Certificate (incorporated by reference to Exhibit 4.1 to the Registrant’s current report on Form 8-K (File No. 001-38150) filed on November 28, 2022)

? Exhibit 4.1 Transfer Restricted - See Reverse Side Hereof Number Shares INCORPORATED UNDER THE LAWS OF THE State of Delaware Series E Convertible Non-Redeemable Preferred Stock $0.001 Par Value Per Share This Certifies that is the registered holder of shares of Series E Convertible Non-Redeemable Preferred Stock of Kala Pharmaceuticals, Inc. transferable only on the books of the Corporation by t

Certificate of Elimination of Number of Shares of Preferred Stock Designated as Series D Preferred Stock of Kala Pharmaceuticals, Inc.

Exhibit 3.2 KALA PHARMACEUTICALS, INC. CERTIFICATE OF ELIMINATION OF NUMBER OF SHARES OF PREFERRED STOCK DESIGNATED AS SERIES D PREFERRED STOCK Pursuant to Section 151 of the General Corporation Law of the State of Delaware Kala Pharmaceuticals, Inc. (hereinafter called the “Corporation”), pursuant to the authority conferred upon the Board of Directors of the Corporation (the “Board”) by the Corpo

Certificate of Designations, Preferences and Rights of Series E Convertible Non-Redeemable Preferred Stock of Kala Pharmaceuticals, Inc.

Exhibit 3.1 CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF SERIES E CONVERTIBLE NON-REDEEMABLE PREFERRED STOCK OF KALA PHARMACEUTICALS, INC. (Pursuant to Section 151 of the Delaware General Corporation Law) KALA PHARMACEUTICALS, INC., a Delaware corporation (the “Corporation”), in accordance with the provisions of Section 103 of the Delaware General Corporation Law (the “DGCL”) does hereby

Securities Purchase Agreement, dated November 28, 2022, by and among the Registrant and the purchasers party thereto (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K (File No. 001-38150) filed on November 28, 2022)

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is made and entered into as of November 28, 2022 (the “Effective Date”) by and among Kala Pharmaceuticals, 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 defin

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 28, 2022 Kala Pharmaceut

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 28, 2022 Kala Pharmaceuticals, Inc. (Exact Name of Company as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commissi

Kala Pharmaceuticals Reports Third Quarter 2022 Financial Results and Provides Corporate Update -- Planning to Initiate Phase 2/3 Trial of KPI-012 for Persistent Corneal Epithelial Defect (PCED) in 4Q 2022; Topline Data Expected in 1Q 2024 -- -- Ende

Exhibit 99.1 Kala Pharmaceuticals Reports Third Quarter 2022 Financial Results and Provides Corporate Update - Planning to Initiate Phase 2/3 Trial of KPI-012 for Persistent Corneal Epithelial Defect (PCED) in 4Q 2022; Topline Data Expected in 1Q 2024 - - Ended Quarter with $52.4 million in Cash; Sufficient for Funding Operations into 2Q 2024 - ARLINGTON, Mass, November 8, 2022 — Kala Pharmaceutic

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 8, 2022 Kala Pharmaceuti

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 8, 2022 Kala Pharmaceuticals, Inc. (Exact Name of Company as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commissio

Restated Certificate of Incorporation of Kala Pharmaceuticals, Inc., as amended as of October 19, 2022

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

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, 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

Amended and Restated By-laws of the Registrant, as amended as of August 18, 2022 (incorporated by reference to Exhibit 3.2 to the Registrant’s quarterly report on Form 10-Q (File No. 001-38150) filed on November 8, 2022)

? Exhibit 3.2 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 2 1.10 ? Nomination of Directors 3 1.11 ? Notice of Business a

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 31, 2022 Kala Pharmaceuti

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 31, 2022 Kala Pharmaceuticals, Inc. (Exact Name of Company as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commissio

Kala Pharmaceuticals Announces Reverse Stock Split Common Stock Will Begin Trading on Split-Adjusted Basis on October 21, 2022

Exhibit 99.1 Kala Pharmaceuticals Announces Reverse Stock Split Common Stock Will Begin Trading on Split-Adjusted Basis on October 21, 2022 ARLINGTON, Mass., October 20, 2022 - Kala Pharmaceuticals, Inc. (NASDAQ: KALA) (?Kala? or the ?Company?), a clinical-stage biopharmaceutical company dedicated to the research, development and commercialization of innovative therapies for rare diseases of the e

Certificate of Amendment of Restated Certificate of Incorporation of Kala Pharmaceuticals, Inc.

Exhibit 3.1 ? CERTIFICATE OF AMENDMENT OF RESTATED CERTIFICATE OF INCORPORATION OF KALA PHARMACEUTICALS, INC. Kala Pharmaceuticals, Inc. (the ?Corporation?), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware, does hereby certify that: 1. The Restated Certificate of Incorporation of this Corporation was filed with the Secretary of State

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, 2022 Kala Pharmaceuti

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, 2022 Kala Pharmaceuticals, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38150 27-0604595 (State or other jurisdiction of incorporation) (Commis

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

DEF 14A 1 tm2224754-2def14a.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 (

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

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 x Filed by a Party other than the Registrant ? Check the appropriate box: x Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State

Regulation FD Disclosure, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders, Financial Statements and Exhibits

? ? 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 18, 2022 Kala Pharmaceuticals, Inc. (Exact name of registrant as specified in its charter) ? ? ? ? Delaware 001-38150 27-0604595 (State or other jurisdiction of incorporati

Kala Pharmaceuticals Announces Distribution of Series D Preferred Stock to Holders of its Common Stock

Exhibit 99.1 Kala Pharmaceuticals Announces Distribution of Series D Preferred Stock to Holders of its Common Stock August 18, 2022 ARLINGTON, Mass., Aug. 18, 2022 - Kala Pharmaceuticals, Inc. (NASDAQ:KALA) (?Kala? or the ?Company?), a clinical-stage biopharmaceutical company dedicated to the research, development and commercialization of innovative therapies for rare diseases of the eye, today an

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 Kala Pharmaceuticals, Inc. (Exact name of reg

? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 Kala Pharmaceuticals, Inc. (Exact name of registrant as specified in its charter) ? ? ? ? Delaware 27-0604595 (State or other jurisdiction of incorporation or organization) ? (IRS Employer Id

Amendment to the Amended and Restated By-laws of Kala Pharmaceuticals, Inc., dated August 18, 2022

Exhibit 3.2 AMENDMENT TO THE AMENDED AND RESTATED BY-LAWS OF KALA PHARMACEUTICALS, INC. Pursuant to Article Sixth of the Amended and Restated Certificate of Incorporation of Kala Pharmaceuticals, Inc., a Delaware corporation (the ?Company?), Article VI of the Amended and Restated By-laws of the Company (as amended heretofore, the ?By-laws?) of the Corporation, and Section 109 of the General Corpor

Certificate of Designation of the Series D Preferred Stock of Kala Pharmaceuticals, Inc., dated August 19, 2022 (incorporated by reference to Exhibit 3.1 to the Registrant’s Registration Statement on Form 8-A, filed with the Securities and Exchange Commission on August 19, 2022, File No. 001-38150)

Exhibit 3.1 ? KALA PHARMACEUTICALS, INC. ? CERTIFICATE OF DESIGNATION OF SERIES D PREFERRED STOCK Pursuant to Section 151 of the General Corporation Law of the State of Delaware THE UNDERSIGNED DOES HEREBY CERTIFY, on behalf of Kala Pharmaceuticals, Inc., a Delaware corporation (the ?Corporation?), that the following resolution was duly adopted by the board of directors of the Corporation (the ?Bo

Second Amendment to Loan and Security Agreement, dated May 21, 2022, by and among the Registrant, Combangio, Inc. and Oxford Finance LLC, as collateral agent and lender (incorporated by reference to Exhibit 10.2 to the Registrant’s quarterly report on Form 10-Q (File No. 001-38150) filed on August 11, 2022)

Exhibit 10.2 ? SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT THIS SECOND AMENDMENT to Loan and Security Agreement (this ?Amendment?) is entered into as of May 21, 2022 (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, VA 22314 (?Oxford?), as collateral agent (in such capacity, ?Co

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 11, 2022 Kala Pharmaceuticals, Inc. (Exact Name of Company as Specified in its Charter) ? ? ? ? Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

First Amendment to Loan and Security Agreement, dated November 15, 2021, by and among the Registrant, Combangio, Inc. and Oxford Finance LLC, as collateral agent and lender (incorporated by reference to Exhibit 10.1 to the Registrant’s quarterly report on Form 10-Q (File No. 001-38150) filed on August 11, 2022)

Exhibit 10.1 ? Certain identified information has been excluded from the exhibit because it is both (i) not material and (ii) is the type of information that the registrant treats as private or confidential. Double asterisks denote omissions. ? FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT THIS FIRST AMENDMENT to Loan and Security Agreement (this ?Amendment?) is entered into as of November 15, 20

Kala Pharmaceuticals Reports Second Quarter 2022 Financial Results and Provides Corporate Update -- Plan to Initiate Phase 2/3 Trial of KPI-012 for Persistent Corneal Epithelial Defect (PCED) in 4Q 2022; Topline Data Expected in 1Q 2024 -- -- Receive

Exhibit 99.1 ? Kala Pharmaceuticals Reports Second Quarter 2022 Financial Results and Provides Corporate Update ? - Plan to Initiate Phase 2/3 Trial of KPI-012 for Persistent Corneal Epithelial Defect (PCED) in 4Q 2022; Topline Data Expected in 1Q 2024 - - Received $60M Upfront Payment from Sale of EYSUVIS? and INVELTYS? to Alcon Inc. and Significantly Reduced Operating Expenses, Extending Cash Ru

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) 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 8, 2022 Kala Pharmaceuticals, Inc. (Exact Name of Company as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorpora

Unaudited Pro Forma Financial Information

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,

Entry into a Material Definitive Agreement, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Costs Associated with Exit or Disposal Activities, Completion of Acquisition or Disposition of Assets, 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): July 8, 2022 Kala Pharmaceuticals, Inc. (Exact Name of Company as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission Fi

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 16, 2022 Kala Pharmaceuticals, Inc. (Exact Name of Registrant as Specified in its Charter) ? ? ? ? Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation)

KALA / Kala Pharmaceuticals Inc / RA CAPITAL MANAGEMENT, L.P. - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 7)* Kala Pharmaceuticals, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 483119103 (CUSIP Number) RA Capital Management, L.P. 200 Berkeley Street, 18th Floor Boston, MA 02116 Telephone: 617.778.2500 Attn: Pete

KALA / Kala Pharmaceuticals Inc / RA CAPITAL MANAGEMENT, L.P. - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 6)* Kala Pharmaceuticals, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 483119103 (CUSIP Number) RA Capital Management, L.P. 200 Berkeley Street, 18th Floor Boston, MA 02116 Telephone: 617.778.2500 Attn: Pete

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. )

DEFA14A 1 tm2217277d1defa14a.htm DEFA14A 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 (

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

? 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 24, 2022 Kala Pharmaceuticals, Inc. (Exact Name of Company as Specified in its Charter) ? ? ? ? Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Com

KALA / Kala Pharmaceuticals Inc / RA CAPITAL MANAGEMENT, L.P. - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 5)* Kala Pharmaceuticals, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 483119103 (CUSIP Number) RA Capital Management, L.P. 200 Berkeley Street, 18th Floor Boston, MA 02116 Telephone: 617.778.2500 Attn: Pete

Asset Purchase Agreement, by and between Kala Pharmaceuticals, Inc., Alcon Pharmaceuticals Ltd. and Alcon Vision, LLC (incorporated by reference to Exhibit 2.1 to the Registrant’s current report on Form 8-K (File No. 001-38150) filed on May 23, 2022)

Exhibit 2.1 Certain identified information has been excluded from the exhibit because it is both (i) not material and (ii) is the type of information that the registrant treats as private or confidential. Double asterisks denote omissions. ? ? ASSET PURCHASE AGREEMENT BY AND BETWEEN KALA PHARMACEUTICALS, INC., ALCON PHARMACEUTICALS LTD. AND ALCON VISION, LLC May 21, 2022 ? ? TABLE OF CONTENTS ARTI

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

? 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 21, 2022 ? Kala Pharmaceuticals, Inc. (Exact Name of Company as Specified in its Charter) ? ? ? ? Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation

Kala Reports First Quarter 2022 Financial Results and Provides Corporate Update - Expanded Coverage for EYSUVIS® to 92% of Total Commercial Lives and 30% of All Medicare Lives - - Achieved 18% EYSUVIS Prescription Growth in 1Q 2022 - - Presented KPI-

Exhibit 99.1 ? Kala Reports First Quarter 2022 Financial Results and Provides Corporate Update - Expanded Coverage for EYSUVIS? to 92% of Total Commercial Lives and 30% of All Medicare Lives - - Achieved 18% EYSUVIS Prescription Growth in 1Q 2022 - - Presented KPI-012 Phase 1b Clinical Data at ARVO; Initiation of Phase 2/3 Clinical Trial in PCED Expected 4Q 2022 - - Conference Call and Webcast at

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

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 16, 2022 Kala Pharmaceuticals, Inc. (Exact Name of Company as Specified in its Charter) ? ? ? ? Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Com

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. )

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)) ?

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. )

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 Rul

KALA / Kala Pharmaceuticals Inc / RA CAPITAL MANAGEMENT, L.P. - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 4)* Kala Pharmaceuticals, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 483119103 (CUSIP Number) RA Capital Management, L.P. 200 Berkeley Street, 18th Floor Boston, MA 02116 Telephone: 617.778.2512 Attn: Pete

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents ? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

First Amendment to Lease Termination Agreement, dated December 22, 2021, by and between the Registrant and Columbia Massachusetts Arsenal Office Properties, LLC

? Exhibit 10.35 FIRST AMENDMENT TO LEASE TERMINATION AGREEMENT THIS FIRST AMENDMENT TO LEASE TERMINATION AGREEMENT (this ?First Amendment?), dated as of December 22, 2021 (the ?Effective Date?), is entered into by and between COLUMBIA MASSACHUSETTS ARSENAL OFFICE PROPERTIES, LLC, a Delaware limited liability company (?Landlord?), and KALA PHARMACEUTICALS, INC., a Delaware corporation (?Tenant?). R

Subsidiaries of the Registrant

Exhibit 21.1 Subsidiaries of the Registrant ? ? ? ? Name ? Jurisdiction of Organization Kala Pharmaceuticals Security Corporation ? Massachusetts Combangio, Inc. ? Delaware ?

Kala Pharmaceuticals Reports Fourth Quarter and Full Year 2021 Financial Results and Provides Corporate Update -- Achieved $11.2 Million in Net Revenue in 2021 -- -- Expanded Coverage for EYSUVIS® to 118 Million Commercial Lives and 7.1 Million Medic

Exhibit 99.1 Kala Pharmaceuticals Reports Fourth Quarter and Full Year 2021 Financial Results and Provides Corporate Update - Achieved $11.2 Million in Net Revenue in 2021 - - Expanded Coverage for EYSUVIS® to 118 Million Commercial Lives and 7.1 Million Medicare Lives - - KPI-012 Phase 1b Clinical Data Accepted for Presentation at ARVO; Initiation of Phase 2/3 Clinical Trial of KPI-012 expected i

Exclusive License Agreement, dated October 11, 2019, by and between Combangio, Inc. and The Board of Trustees of the Leland Stanford Junior University (incorporated by reference to Exhibit 10.18 to the Registrant’s annual report on Form 10-K (File No. 001-38150) filed on March 29, 2022)

? Exhibit 10.18 Certain identified information has been excluded from the exhibit because it is both (i) not material and (ii) is the type of information that the registrant treats as private or confidential. Double asterisks denote omissions. EXCLUSIVE LICENSE AGREEMENT This Agreement between THE BOARD OF TRUSTEES OF THE LELAND STANFORD JUNIOR UNIVERSITY (?Stanford?), an institution of higher edu

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): March 29, 2022 Kala Pharmaceuticals, Inc. (Exact Name of Company as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission

As filed with the Securities and Exchange Commission on March 29, 2022

As filed with the Securities and Exchange Commission on March 29, 2022 Registration No.

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Kala Pharmaceuticals, Inc.

Amendment No. 4 to Commercial Supply Agreement, effective January 6, 2021, by and between the Registrant and Woodstock Sterile Solution, Inc.

Exhibit 10.33 Certain identified information has been excluded from the exhibit because it is both (i) not material and (ii) is the type of information that the registrant treats as private or confidential. Double asterisks denote omissions. AMENDMENT #4 to COMMERCIAL SUPPLY AGREEMENT BETWEEN KALA PHARMACEUTICALS, INC. AND CATALENT PHARMA SOLUTIONS, LLC (Dry Eye Product and Surgical Product in Mul

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 22, 2022 Kala Pharmaceuticals, Inc. (Exact Name of Company as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commission

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

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 2, 2022 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

KALA / Kala Pharmaceuticals Inc / EVENTIDE ASSET MANAGEMENT, LLC - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Kala Pharmaceuticals, Inc. (Name of Issuer ? as specified in its charter) Common Stock, $0.001 par value (Title of Class of Securities) 483119103 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to desi

COMBANGIO, INC. Table of Contents

Table of Contents Exhibit 99.2 ? Financial Statements and Independent Auditors? Report ? COMBANGIO, INC. ? As of September 30, 2021 and for the Nine Months Then Ended, and As of December 31, 2020 and for the Year Then Ended ? ? ? ? Table of Contents COMBANGIO, INC. Table of Contents ? ? ? Page ? ? Independent Auditors? Report ? ? ? Financial Statements ? ? ? Balance Sheets 3 ? ? Statements of Oper

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) 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, 2021 Kala Pharmaceuticals, Inc. (Exact Name of Company as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Inco

Pro Forma Condensed Consolidated Balance Sheet As of September 30, 2021 (in thousands, except share and per share amounts)

Exhibit 99.3 ? On November 15, 2021, Kala Pharmaceuticals, Inc. (?Kala? or the ?Company?) and its newly formed, direct wholly owned subsidiary, Ceres Merger Sub, Inc. (the ?Merger Subsidiary?), entered into an Agreement and Plan of Merger (the ?Merger Agreement?) with Combangio, Inc. (?Combangio?) and Fortis Advisors LLC, solely in its capacity as Combangio Equityholder Representative in connectio

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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, 2021 Kala Pharmaceuticals, Inc. (Exact Name of Company as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commissi

Schedule of Transactions in Shares Date of Transaction Title of Class Number of Shares Acquired Number of Shares Disposed Price Per Share 11/15/2021 Common Stock 5,341,120 * $ *

Exhibit A Schedule of Transactions in Shares Date of Transaction Title of Class Number of Shares Acquired Number of Shares Disposed Price Per Share 11/15/2021 Common Stock 5,341,120 * $ * * Presented in the aggregate. The Form 4 filed by Dr. Blumenkranz on November 17, 2021, pertaining to the shares of common stock acquired pursuant to the Acquisition, is incorporated herein by reference.

JOINT FILING AGREEMENT

Exhibit B JOINT FILING AGREEMENT The undersigned acknowledge and agree that the foregoing statement on Schedule 13D is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13D shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements.

KALA / Kala Pharmaceuticals Inc / Lagunita, LLC - SC 13D Activist Investment

SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D 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) 483119103 (CUSIP Number) Mark S. Blumenkranz c/o Lagunita Biosciences, LLC 1440 O’Brien Drive, Suite D Menlo Park, CA 94028 (650) 46

KALA / Kala Pharmaceuticals Inc / Lagunita Biosciences, LLC - SC 13D Activist Investment

SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D 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) 483119103 (CUSIP Number) Mark S. Blumenkranz c/o Lagunita Biosciences, LLC 1440 O’Brien Drive, Suite D Menlo Park, CA 94028 (650) 46

Schedule of Transactions in Shares Date of Transaction Title of Class Number of Shares Acquired Number of Shares Disposed Price Per Share 11/15/2021 Common Stock 5,341,120 * $ *

Exhibit A Schedule of Transactions in Shares Date of Transaction Title of Class Number of Shares Acquired Number of Shares Disposed Price Per Share 11/15/2021 Common Stock 5,341,120 * $ * * Presented in the aggregate. The Form 4 filed by Dr. Blumenkranz on November 17, 2021, pertaining to the shares of common stock acquired pursuant to the Acquisition, is incorporated herein by reference.

JOINT FILING AGREEMENT

Exhibit B JOINT FILING AGREEMENT The undersigned acknowledge and agree that the foregoing statement on Schedule 13D is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13D shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements.

KALA / Kala Pharmaceuticals Inc / Blumenkranz Mark S. - SC 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D 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) 483119103 (CUSIP Number) Mark S. Blumenkranz c/o Lagunita Biosciences, LLC 1440 O?Brien Drive, Suite D Menlo Park, CA 94028 (650) 461-4503

Schedule of Transactions in Shares Date of Transaction Title of Class Number of Shares Acquired Number of Shares Disposed Price Per Share 11/15/2021 Common Stock 5,341,120 * $ *

EX-99.A 2 d268836dex99a.htm EX-A Exhibit A Schedule of Transactions in Shares Date of Transaction Title of Class Number of Shares Acquired Number of Shares Disposed Price Per Share 11/15/2021 Common Stock 5,341,120 * $ * * Presented in the aggregate. The Form 4 filed by Dr. Blumenkranz on November 17, 2021, pertaining to the shares of common stock acquired pursuant to the Acquisition, is incorpora

JOINT FILING AGREEMENT

Exhibit B JOINT FILING AGREEMENT The undersigned acknowledge and agree that the foregoing statement on Schedule 13D is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13D shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Results of Operations and Financial Condition, Completion of Acquisition or Disposition of Assets

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, 2021 Kala Pharmaceuticals, Inc. (Exact Name of Company as Specified in its Charter) Delaware 001-38150 27-0604595 (State or Other Jurisdiction of Incorporation) (Commissi

Kala Pharmaceuticals Reports Third Quarter 2021 Financial Results and Provides Corporate Update -- Achieved $3.1 Million in Net Revenue in 3Q 2021 -- -- EYSUVIS® Prescriptions Increased by 19% Compared to 2Q 2021 -- Expanding Clinical-Stage Pipeline

Exhibit 99.1 Kala Pharmaceuticals Reports Third Quarter 2021 Financial Results and Provides Corporate Update - Achieved $3.1 Million in Net Revenue in 3Q 2021 - - EYSUVIS? Prescriptions Increased by 19% Compared to 2Q 2021 - Expanding Clinical-Stage Pipeline Through Acquisition of Combangio - - Conference Call and Webcast at 10:30 a.m. ET - WATERTOWN, Mass., November 15, 2021 ? Kala Pharmaceutical

ff UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents ff UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.