Form 4: Glaukos CEO Earns Equity Awards on Achieved Targets
Insider Transaction Report
Glaukos Corporation's Chairman and CEO, Thomas William Burns, earned 4,168 shares of common stock and options for 8,416 shares due to the achievement of pre-determined operational targets.
Summary
- Thomas William Burns, Chairman & CEO of Glaukos Corporation, acquired 4,168 shares of common stock and 8,416 stock options on December 11, 2025.
- These awards stem from restricted stock units and stock options originally granted on March 24, 2022.
- The awards were earned because the Compensation, Nominating and Governance Committee determined that certain pre-determined operational targets over a multi-year performance period had been achieved.
- The 4,168 shares of common stock were acquired at a price of $0, reflecting the vesting of restricted stock units.
- The 8,416 stock options have an exercise price of $55.18 per share.
- The acquired common stock will vest and be delivered in two tranches: 50% in March 2026 and the remaining 50% in December 2026.
- The stock options will also vest and become exercisable in two tranches: 50% in March 2026 and 50% in December 2026, with an expiration date of March 24, 2032.
- Following these transactions, Mr. Burns directly beneficially owns 154,873 shares of common stock (including 91,705 unvested restricted stock units) and 86,262 derivative securities (stock options).
- Indirect beneficial ownership includes 893,932 shares through the Burns Family Trust, 238,107 shares through the Burns Annuity Trust, 120,000 shares through the Burns Charitable Remainder Trust, 100,000 shares through the Thomas W. Burns Irrevocable Trust, and 100,000 shares through the Janet M. Burns Irrevocable Trust.
Sentiment
Score: 8
Explanation: The filing indicates successful achievement of operational targets, leading to equity awards for the CEO, which is a positive signal for company performance and management alignment.
Positives
- The Compensation, Nominating and Governance Committee confirmed the achievement of pre-determined operational targets, indicating strong company performance.
- Chairman and CEO Thomas William Burns earned 4,168 shares of common stock and options for 8,416 shares, aligning management incentives with shareholder value.
- The awards demonstrate the company's commitment to performance-based compensation.
Future Outlook
The earned common stock and stock options are scheduled to vest and become exercisable in two equal tranches in March 2026 and December 2026, indicating future delivery and potential exercise of these equity awards.
Management Comments
- The Compensation, Nominating and Governance Committee of the Issuer's Board of Directors determined that certain of the operational targets had been achieved.
Industry Context
NA
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Compensation Committee Action | The Compensation, Nominating and Governance Committee determined that pre-determined operational targets were achieved, leading to the vesting of performance-based equity awards. | 2025-12-11 | Demonstrates the committee's oversight in linking executive compensation to company performance metrics. |
Related Party Transactions
- Thomas William Burns holds indirect beneficial ownership through several family trusts: the Burns Family Trust, Burns Annuity Trust, Burns Charitable Remainder Trust, Thomas W. Burns Irrevocable Trust, and Janet M. Burns Irrevocable Trust.
Stakeholder Impact
- Shareholders: Positive, as the CEO's equity awards are tied to achieved operational targets, suggesting good company performance and aligning management incentives with shareholder interests.
- Employees: May signal a positive performance culture if similar performance-based incentives are cascaded throughout the organization.
Next Steps
- 50% of the earned common stock will vest and be delivered in March 2026.
- 50% of the earned stock options will vest and become exercisable in March 2026.
- The remaining 50% of the earned common stock will vest and be delivered in December 2026.
- The remaining 50% of the earned stock options will vest and become exercisable in December 2026.
Key Dates
| Date | Description |
|---|---|
| 2022-03-24 | Original grant date of restricted stock units and stock options. |
| 2025-12-11 | Date of earliest transaction where operational targets were determined to be achieved, leading to the earning of awards. |
| 2025-12-15 | Date the Form 4 filing was signed by Diana Scherer, Attorney-in-Fact. |
| 2026-03 | 50% of the earned common stock and stock options will vest and be delivered/exercisable. |
| 2026-12 | Remaining 50% of the earned common stock and stock options will vest and be delivered/exercisable. |
| 2032-03-24 | Expiration date of the stock options. |
Keywords
Glaukos Corporation, GKOS, Thomas William Burns, SEC Form 4, insider transaction, equity award, restricted stock units, stock options, performance targets, CEO compensation, beneficial ownership
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