SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
  
 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Thurman Alex R.
(Last) (First) (Middle)
C/O GLAUKOS CORPORATION
ONE GLAUKOS WAY
(Street)
ALISO VIEJO CA 92656
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
GLAUKOS Corp [ GKOS ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP & CHIEF FINANCIAL OFFICER
3. Date of Earliest Transaction (Month/Day/Year)
03/14/2024
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 03/14/2024 A 4,955(1) A $0 58,990(2) D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) $55.18 03/14/2024 A 1,830(3) (4) 03/24/2032 Common Stock 1,830 $0 22,872 D
Stock Option (Right to Buy) $49.51 03/14/2024 A 8,906(5) (6) 04/03/2033 Common Stock 1,830 $0 8,906 D
Stock Option (Right to Buy) $85.78 03/14/2024 A 8,591 (7) 03/14/2034 Common Stock 8,591 $0 8,591 D
Explanation of Responses:
1. Granted by the Issuer in the form of restricted stock units which vest over a four-year period, with 25% to vest on each anniversary of the grant date.
2. Includes 32,599 restricted stock units that have not yet vested or been delivered to the Reporting Person.
3. Represents a portion of an option to purchase shares of common stock previously granted by the Issuer on March 24, 2022, the vesting of which was subject to the Issuer's achievement of certain pre-determined operational targets over a multi-year performance period. The Compensation, Nominating & Governance Committee of the Issuer's Board of Directors (the "Compensation Committee") determined on March 14, 2024 that certain of the operational targets had been achieved. The number of shares of common stock subject to the stock option as reported herein consists of the portion of the award that was earned based upon the achievement of the operational targets.
4. 50% of the portion of the option reported herein will vest and become exercisable in March 2024, and the remaining 50% will vest and become exercisable in December 2024.
5. Represents an option to purchase shares of common stock previously granted by the Issuer on April 3, 2023 pursuant to the Reporting Person's election to receive a portion of his annual bonus for 2023 in the form of stock options rather than cash (the "Bonus Election"). The Compensation Committee determined on March 14, 2024 the annual bonus payable to the Reporting Person pursuant to the Issuer's 2023 executive bonus plan and the number of shares of common stock subject to the stock option earned by the Reporting Person in accordance with the Bonus Election, subject to continued employment through the vesting date.
6. The option to purchase common stock will vest on April 1, 2024.
7. This option was granted on March 14, 2024 and has a four-year vesting schedule in which 25% vests on the first anniversary of the grant date and the remainder vests in equal monthly installments for 36 months thereafter, such that the stock option vests in full on the four-year anniversary of the grant date.
Diana Scherer, Attorney-in-Fact 03/18/2024
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.