Kamada: Exercise price adjustment for director options following special dividend

Ishay Davidi, Lilach Asher-Topilsky, and Ori Bodner, directors at Kamada, received downward adjustments to the exercise prices of their options following a distributed special dividend that required a technical correction.

Kamada reported to the U.S. Securities and Exchange Commission on the adjustment of exercise prices for stock options held by three directors: Ishay Davidi, Ori Bodner, and Lilach Asher-Topilsky. The adjustment, which lowered the exercise price, was executed as a direct result of a special dividend declared in August and is designed to prevent dilution of the value embedded in the options.

Biopharmaceutical company Kamada (KMDA) reported to the U.S. Securities and Exchange Commission (SEC) on a change in the terms of options held by three members of its board of directors: Ishay Davidi, who also serves as an interested party (holding over 10%), Lilach Asher-Topilsky, and Ori Bodner. The filing, submitted on Form 4, details a downward adjustment in the exercise prices of option packages held by them. The event does not constitute a new grant, but rather a technical correction required following the company's decision to distribute a special dividend to shareholders.

According to the filing, on August 17, 2026, Kamada's board of directors declared a special cash dividend, with the record date for receipt set for August 27, 2026. As is customary in such cases, and to prevent impairment of the economic value of options granted to employees and officers, the company performs an adjustment to the exercise price. The adjustment reflects the dividend value per share, thereby neutralizing the impact of the expected stock price drop following the distribution.

As part of the adjustment, the exercise prices of options totaling 233,000 ordinary shares held by the three directors were updated. The breakdown reveals the scope of the packages and the specific changes:

• Ishay Davidi and Lilach Asher-Topilsky: Each holds identical option packages in scope, comprising 86,500 options. For example, the exercise price of an option package for the purchase of 26,500 shares, which originally stood at $7.45, was updated downward to $7.29. Another package, for the purchase of 30,000 shares, was updated from an exercise price of $6.05 to $5.88.

• Ori Bodner: Holds options for the purchase of 60,000 shares. For example, the exercise price of an option package for the purchase of 30,000 shares, which stood at $5.39, was updated to $5.23.

All of the options in question are held in trust under the company's 2011 equity incentive plan. The vesting terms of the options remained unchanged, vesting in four equal annual installments over four years from the original grant date. The filing emphasizes that the exercise prices are originally denominated in New Israeli Shekels and were translated into dollars for reporting purposes to U.S. authorities, in accordance with the exchange rate on the reporting date, September 29, 2026. While technical, this move provides transparency regarding how corporate actions such as dividend distributions affect the compensation structure of the company's executives.