Sec Form 3 Filing - Lux Capital Management, LLC @ Kala Pharmaceuticals, Inc. - 2017-07-19

FORM 3 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 Lux Capital Management, LLC 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) 295 MADISON AVENUE, 24TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 07/19/2017 (Street) NEW YORK, NY10017 4. If Amendment, Date Original Filed (MM/DD/YY) 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

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 Seed Preferred Stock ( 1 ) ( 1 ) ( 1 ) Common Stock 706,060 ( 6 ) I See footnote. ( 11 ) Series A Preferred Stock ( 2 ) ( 2 ) ( 2 ) Common Stock 320,002 ( 7 ) I See foonote. ( 11 ) Series B Preferred Stock ( 3 ) ( 3 ) ( 3 ) Common Stock 172,829 ( 8 ) I See foonote. ( 11 ) Series C Preferred Stock ( 4 ) ( 4 ) ( 4 ) Common Stock 6,046 ( 9 ) I See foonote. ( 11 ) Series B Preferred Stock Warrant (right to buy) ( 5 ) ( 5 ) ( 5 ) Series B Preferred Stock 84,130 ( 10 ) I See foonote. ( 11 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Lux Capital Management, LLC 295 MADISON AVENUE, 24TH FLOOR NEW YORK, NY10017 X Lux Venture Associates II, LLC 295 MADISON AVENUE, 24TH FLOOR NEW YORK, NY10017 X Lux Venture Partners II, L.P. 295 MADISON AVENUE, 24TH FLOOR NEW YORK, NY10017 X Lux Ventures II Sidecar LP 295 MADISON AVENUE, 24TH FLOOR NEW YORK, NY10017 X Lux Ventures II, L.P. 295 MADISON AVENUE, 24TH FLOOR NEW YORK, NY10017 X Signatures /s/ Peter Hebert 07/19/2017 Signature of Reporting Person Date /s/ Peter Hebert 07/19/2017 Signature of Reporting Person Date /s/ Peter Hebert 07/19/2017 Signature of Reporting Person Date /s/ Peter Hebert 07/19/2017 Signature of Reporting Person Date /s/ Peter Hebert 07/19/2017 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The Seed Convertible Preferred Stock is convertible into Common Stock on a 5.2083-for-one basis into the number of shares of Common Stock shown in column 3 at any time at the holder's election and automatically upon the closing of the Issuer's initial public offering. The shares have no expiration date. ( 2 )The Series A Convertible Preferred Stock is convertible into Common Stock on a 5.2083-for-one basis into the number of shares of Common Stock shown in column 3 at any time at the holder's election and automatically upon the closing of the Issuer's initial public offering. The shares have no expiration date. ( 3 )The Series B Convertible Preferred Stock is convertible into Common Stock on a 5.2083-for-one basis into the number of shares of Common Stock shown in column 3 at any time at the holder's election and automatically upon the closing of the Issuer's initial public offering. The shares have no expiration date. ( 4 )The Series C Convertible Preferred Stock is convertible into Common Stock on a 5.2083-for-one basis into the number of shares of Common Stock shown in column 3 at any time at the holder's election and automatically upon the closing of the Issuer's initial public offering. The shares have no expiration date. ( 5 )The Series B Preferred Stock Warrants are exercisable for such shares of Preferred Stock at an exercise price of $1.44 per share. Upon the closing of the Issuer's initial public offering, the Series B Preferred Stock Warrants automatically become exercisable for 16,152 shares of Common Stock at an exercise price of $7.50 per share. The Warrant to Purchase Series B Preferred Stock is exercisable at any time at the holder's election. ( 6 )Includes (a) 3,529,364 shares of Seed Convertible Preferred Stock that are held by Lux Ventures II, L.P. and (b) 148,009 shares of Seed Convertible Preferred Stock that are held by Lux Ventures II Sidecar, L.P. ( 7 )Includes (a) 1,599,586 shares of Series A Convertible Preferred Stock that are held by Lux Ventures II, L.P. and (b) 67,080 shares of Series A Convertible Preferred Stock that are held by Lux Ventures II Sidecar, L.P. ( 8 )Includes (a) 863,917 shares of Series B Convertible Preferred Stock that are held by Lux Ventures II, L.P. and (b) 36,229 shares of Series B Convertible Preferred Stock that are held by Lux Ventures II Sidecar, L.P. ( 9 )Includes (a) 30,226 shares of Series C Convertible Preferred Stock that are held by Lux Ventures II, L.P. and (b) 1,268 shares of Series C Convertible Preferred Stock that are held by Lux Ventures II Sidecar, L.P. ( 10 )Includes Series B Preferred Stock Warrants to purchase (a) 80,744 shares of Series B Convertible Preferred Stock that are held by Lux Ventures II, L.P. and (b) 3,386 shares of shares of Series B Convertible Preferred Stock that are held by Lux Ventures II Sidecar, L.P. ( 11 )Lux Venture Partners II, L.P. is the general partner of Lux Ventures II, L.P. and Lux Ventures II Sidecar, L.P. Lux Venture Associates II, LLC is the general partner of Lux Venture Partners II, L.P. and Lux Capital Management, LLC is the sole member of Lux Venture Associates II, L.P. Joshua Wolfe and Peter Hebert are the individual managers of Lux Management (the "Individual Managers"). Lux Venture Partners II, L.P., Lux Venture Associates II, LLC, and Lux Capital Management, LLC disclaim beneficial ownership of such shares, except to the extent of their pecuniary interest therein. Lux Capital Management, LLC, a sole member, may be deemed to share voting and investment powers for the shares held by Lux Ventures II, L.P. and Lux Ventures II Sidecar, L.P. As one of the individual managers, each of the Individual Managers disclaims beneficial ownership over the shares reported herein, and, in all events disclaims beneficial ownership except to the extent of his pecuniary interest.

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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