Sec Form 4 Filing - Gilliam Joseph E @ GLAUKOS Corp - 2023-03-22

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Gilliam Joseph E 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) PRESIDENT & COO (Last) (First) (Middle) C/O GLAUKOS CORPORATION, ONE GLAUKOS WAY 3. Date of Earliest Transaction (MM/DD/YY) 03/22/2023 (Street) ALISO VIEJO, CA92656 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 03/22/2023 A 20,636 ( 1 ) A $ 0 124,958 ( 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: 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) $ 48.46 03/22/2023 A 36,751 ( 3 ) 03/22/2033 Common Stock 36,751 $ 0 36,751 D Stock Option (Right to Buy) $ 55.18 03/22/2023 A 13,721 ( 4 ) 03/22/2023 03/24/2032 Common Stock 13,721 $ 0 13,721 D Stock Option (Right to Buy) $ 55.18 03/22/2023 A 12,807 ( 5 ) ( 6 ) 03/24/2032 Common Stock 12,807 $ 0 26,528 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Gilliam Joseph E C/O GLAUKOS CORPORATION ONE GLAUKOS WAY ALISO VIEJO, CA92656 PRESIDENT & COO Signatures Diana Scherer, Attorney-in-Fact 03/24/2023 Signature of Reporting Person Date

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 97,155 restricted stock units that have not yet vested or been delivered to the Reporting Person. ( 3 )These options vest over four years from the grant date, with 25% vesting on the first anniversary of the grant date and the remaining amount vesting in equal monthly installments over the following three years. ( 4 )Represents a portion of an option to purchase shares of common stock previously granted by the Issuer to the Reporting Person on March 24, 2022 in connection with his promotion to President and Chief Operating Officer, the vesting of which was subject to the Issuer's achievement of certain multi-year performance goals. The Compensation, Nominating & Governance Committee determined on March 22, 2023 the level of achievement for the first year of the multi-year performance period. The number of shares of common stock subject to the stock option reported herein consists of the portion of the shares subject to the stock option that vested with respect to 100% of the first-year performance goal. ( 5 )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 determined on March 22, 2023 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. ( 6 )50% of the portion of the option reported herein will vest and become exercisable in April 2023, and the remaining 50% will vest and become exercisable in January 2024.

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).

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