Sec Form 4/A Filing - CDK ASSOCIATES, L.L.C. @ Kala Pharmaceuticals, Inc. - 2017-07-20

FORM 4/A 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 CDK ASSOCIATES, L.L.C. 2. Issuer Name and Ticker or Trading Symbol Kala Pharmaceuticals, Inc. [ KALA] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O CAXTON CORPORATION, 731 ALEXANDER ROAD, BUILDING #2 3. Date of Earliest Transaction (MM/DD/YY) 07/20/2017 (Street) PRINCETON, NJ08540 4. If Amendment, Date Original Filed (MM/DD/YY) 07/20/2017 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ 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 07/20/2017 C( 1 ) 548,755 A 548,755 D ( 3 ) Common Stock 07/20/2017 P 215,000 A $ 15 763,755 D ( 4 ) ( 5 )

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 Series C Convertible Preferred Stock ( 2 ) 07/20/2017 C( 1 ) 2,858,086 ( 6 ) ( 6 ) Common Stock 548,755 $ 0 0 D ( 7 ) ( 8 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other CDK ASSOCIATES, L.L.C. C/O CAXTON CORPORATION 731 ALEXANDER ROAD, BUILDING #2 PRINCETON, NJ08540 X CAXTON CORP 731 ALEXANDER ROAD BUILDING #2 PRINCETON, NJ08540 X Kovner Bruce C/O CAXTON CORPORATION 731 ALEXANDER ROAD, BUILDING #2 PRINCETON, NJ08540 X Signatures CDK Associates, L.L.C., By: Caxton Corporation, its Manager By: /s/ Heath Weisberg, General Counsel 07/21/2017 Signature of Reporting Person Date Caxton Corporation, By: /s/ Heath Weisberg, General Counsel 07/21/2017 Signature of Reporting Person Date By: /s/ Heath Weisberg, Attorney-in-Fact 07/21/2017 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The Reporting Persons are amending the Form 4 originally filed to report the conversion of Series C Preferred Stock. ( 2 )The Series C Preferred Stock was converted to Common Stock on a 5.2083 for one basis. ( 3 )These shares represent (a) 544,220 shares of Common Stock that are owned directly by CDK Associates, LLC, which is a Reporting Person, and may be deemed to be indirectly beneficially owned by (i) Caxton Corporation, the manager of CDK Associates, LLC, and (ii) Bruce Kovner, the chairman and sole shareholder of Caxton Corporation; and (b) 4,535 shares of Common Stock that are held in an account of an employee of Caxton Corporation or an affiliate and may be deemed to be indirectly beneficially owned by (i) Caxton Corporation and (ii) Bruce Kovner, the chairman and sole shareholder of Caxton Corporation. Each Reporting Person disclaims beneficial ownership in the securities reported on this Form 4 except to the extent of its or his pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. ( 4 )The shares beneficially owned following the acquisition by CDK Associates, LLC of 215,000 shares of Common Stock represent (a) 759,220 shares of Common Stock that are owned directly by CDK Associates, LLC, which is a Reporting Person, and may be deemed to be indirectly beneficially owned by (i) Caxton Corporation, the manager of CDK Associates, LLC, and (ii) Bruce Kovner, the chairman and sole shareholder of Caxton Corporation; and (b) 4,535 shares of Common Stock that are held in an account of an employee of Caxton Corporation or an affiliate and may be deemed to be indirectly beneficially owned by (i) Caxton Corporation and (ii) Bruce Kovner, the chairman and sole shareholder of Caxton Corporation. ( 5 )(Continued from Footnote 4) Each Reporting Person disclaims beneficial ownership in the securities reported on this Form 4 except to the extent of its or his pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. ( 6 )The Series C Preferred Stock was convertible to Common Stock at any time at the holder's election and automatically upon the closing of the Issuer's initial public offering. The shares had no expiration date. ( 7 )These shares represent (a) 2,834,466 shares of Series C Convertible Preferred Stock that were owned directly by CDK Associates, LLC, which is a Reporting Person, and may be deemed to be indirectly beneficially owned by (i) Caxton Corporation, the manager of CDK Associates, LLC, and (ii) Bruce Kovner, the chairman and sole shareholder of Caxton Corporation; and (b) 23,620 shares of Series C Convertible Preferred Stock that were held in an account of an employee of Caxton Corporation or an affiliate and may be deemed to be indirectly beneficially owned by (i) Caxton Corporation and (ii) Bruce Kovner, the chairman and sole shareholder of Caxton Corporation. ( 8 )(Continued from Footnote 7) Each Reporting Person disclaims beneficial ownership in the securities reported on this Form 4 except to the extent of its or his pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

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).

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