DEF 14A of Kiniksa Pharmaceuticals International, plc, Apr 16, 2026

DEF 14A of Kiniksa Pharmaceuticals International, plc

Filed Apr 16, 2026 · FY20250001104659-26-044410

Open on EDGAR

  1. LONDON, UNITED KINGDOM W1J 7NJ

    | Director Compensation | 70 | | Non-Employee Director Compensation Program | 70 | | 2025 Director Compensation Table | 72 | | Security Ownership of Certain Beneficial Owners and Management | 74 | | Certain Relationships | 77 | | Policies and Procedures for Related Person Transactions | 77 | | Registration Rights | 77 | | Executive and Director Compensation | 78 | | Other Matters | 79 | | Shareholders’ Proposals | 79 | | UK Statutory Annual Accounts and Reports of the Board and Auditors of Kiniksa Pharmaceuticals International, plc for the year ended December 31, 2025 | 80 | | Other Matters to be Presented at the Annual Meeting | 80 | | Solicitation of Proxies | 80 | | Kiniksa’s Annual Report on Form 10-K and UK Annual Report | 81 | | Where You Can Find More Information | 81 | | Annex A—Directors’ Remuneration Report | A-1 | | Annex B—Form of Proxy for Ordinary Shareholders | B-1 |

  2. What We Do

    | ✓ | Provide a Mix of Fixed and Variable Compensation (Including Performance-Based Cash and Equity Compensation), with Emphasis on Variable Compensation |

  3. What We Do

    | ✓ | Provide a Mix of Annual- and Long-Term Incentive Compensation, with Emphasis on Long-Term Incentive Compensation |

  4. What We Do

    | ✓ | Subject Annual and Long-Term Incentive Compensation to Measurable and Rigorous Performance-Based Goals |

  5. What We Do

    | ✓ | Engage Independent Compensation Consultants |

  6. What We Do

    | ✓ | Design Compensation Programs to Have a Strong Link Between Performance Measures and Strategic Objectives that are Designed to Increase Long-Term Shareholder Value |

  7. What We Do

    | ✓ | Utilize Competitive Market Data and a Compensation Peer Group |

  8. What We Don’t Do

    | ✕ | No Automatic Single Trigger Equity Acceleration on Change of Control |

  9. What We Don’t Do

    | ✕ | No Excessive Severance Benefits |

  10. Proposal No. 1—Re-Election of Class II Directors

    Proposal No. 1—Re-Election of Class II Directors At the Annual Meeting, three Class II Directors are to be re-elected to hold office until the Annual Meeting of Shareholders to be held in 2029 (the “2029 Annual Meeting”) and until their respective successors have been appointed or until their earlier resignation or vacation of office in accordance with the Articles. We currently have ten directors on our Board of Directors, including three Class I Directors (Sanj K. Patel, Thomas R. Malley and Richard S. Levy), three Class II Directors (Stephen R. Biggar, G. Bradley Cole and Barry D. Quart) and four Class III Directors (Felix J. Baker, M. Cantey Boyd, Tracey L. McCain and Kimberly J. Popovits). Our Board, with the support of the Governance Committee, has nominated three director candidates for re-election as Class II Directors at the Annual Meeting:

  11. Proposal No. 1—Re-Election of Class II Directors

    | ● | Stephen R. Biggar; |

  12. Proposal No. 1—Re-Election of Class II Directors

    | ● | G. Bradley Cole; and |

  13. Proposal No. 1—Re-Election of Class II Directors

    | ● | Barry D. Quart |

  14. Proposal No. 1—Re-Election of Class II Directors

    Proxies cannot be voted for a greater number of persons than the number of nominees named in this proposal. The number of candidates for election as Class II Directors at the Annual Meeting is the same as the number of Class II Directors to be elected at the Annual Meeting. Therefore, this is an uncontested election. There are no family relationships among any of our executive officers or directors. All of the persons whose names and biographies appear below are currently serving on the Board of Directors. In the event any of the nominees for Class II Director should become unable to serve, or for good cause will not serve, as a director, it is intended that votes will be cast for a substitute nominee designated by our Board of Directors, or the Board may choose to reduce its size. The Board has no reason to believe that the nominees named below will be unable to serve if re-elected. Each of the nominees has consented to being named in this proxy statement and to serve if re-elected.

  15. Nominees for Class II Directors (Terms Expire at the 2029 Annual Meeting)

    Nominees for Class II Directors (Terms Expire at the 2029 Annual Meeting) The nominees for re-election to the Board of Directors as Class II Directors are as follows:

  16. Nominees for Class II Directors (Terms Expire at the 2029 Annual Meeting)

    | Name | Age | Served as a Director Since | Position(s) with Kiniksa | | Stephen R. Biggar, Ph.D. | 55 | 2015 | Director | | G. Bradley Cole | 70 | 2020 | Director | | Barry D. Quart | 69 | 2015 | Director |

  17. Nominees for Class II Directors (Terms Expire at the 2029 Annual Meeting)

    The principal occupations and business experience, for at least the past five years of each Class II Director are as follows:

  18. Nominees for Class II Directors (Terms Expire at the 2029 Annual Meeting)

    | Stephen R. Biggar | Age 55 |

  19. Nominees for Class II Directors (Terms Expire at the 2029 Annual Meeting)

    Dr. Stephen R. Biggar has served as a member of our Board of Directors since October 2015. Dr. Biggar is a Partner at Baker Bros. Advisors, a registered investment advisor focused on long-term investments in life-sciences companies. He joined Baker Bros. Advisors in 2000. Dr. Biggar has served on the board of directors for TScan Therapeutics, Inc. since 2021, and for Acadia Pharmaceuticals, Inc. since 2013, where he has served as chairman since 2016 and also serves on its compensation and nominating and corporate governance committees. Dr. Biggar received an M.D. and a Ph.D. in Immunology from Stanford University and received a B.S. in Genetics from University of Rochester. We believe Dr. Biggar is qualified to serve on our Board of Directors due to his experience in the biotechnology industry, his medical and scientific training and experience working with and serving on the board of directors of numerous biotechnology and pharmaceutical companies.

  20. Nominees for Class II Directors (Terms Expire at the 2029 Annual Meeting)

    | G. Bradley Cole | Age 70 |

  21. Nominees for Class II Directors (Terms Expire at the 2029 Annual Meeting)

    G. Bradley Cole has served as a member of our Board of Directors since July 2020. He has served as the Chief Financial Officer of Genomic Life, Inc. (“Genomic Life”) since February 2022. Previously, he served as Executive Advisor of Exact Sciences Corporation (“Exact Sciences”) from April 2020 to September 2020, and from November 2019 until April 2020 he served as its GM, Precision Oncology. Prior to that, Mr. Cole served as Chief Financial Officer of Genomic Health, Inc. (“Genomic Health”) from July 2014 to November 2019 and from July 2004 to January 2011, and as Chief Operating Officer of Genomic Health from January 2009 until March 2018. From December 1997 to May 2004, he served in various roles at Guidant Corporation, including as Vice President, Finance and Business Development for the Endovascular Solutions Group. From January 2001 until May 2004, he served as Vice President, Finance and Chief Financial Officer of Endovascular Technologies, Inc., which was acquired by Guidant Corporation. Previously, Mr. Cole served as Vice President, Finance and Chief Financial Officer of Applied Biosystems Incorporated. Mr. Cole currently serves on the board of directors of Castle Biosciences and Genomic Life. He also serves as Vice Chairman of the Board of Trustees of Biola University. Mr. Cole holds a B.S. in Business from Biola University and an M.B.A. from San Jose State University. We believe Mr. Cole is qualified to serve on our Board of Directors due to his extensive management and operational experience in the life sciences industry and his experience working with and serving on the boards of directors of life science companies.

  22. Nominees for Class II Directors (Terms Expire at the 2029 Annual Meeting)

    | Barry D. Quart | Age 69 |

  23. Nominees for Class II Directors (Terms Expire at the 2029 Annual Meeting)

    Barry D. Quart, Pharm.D. has served as a member of our Board of Directors since October 2015. Dr. Quart has been the Chief Executive Officer of Connect Biopharma since June 2024. From 2013 - 2023, Dr. Quart served as the Chief Executive Officer and a member of the board of directors of Heron Therapeutics, Inc., a biotechnology company. In 2006, Dr. Quart co-founded Ardea Biosciences, Inc., a biotechnology company, and served as its President and Chief Executive Officer, and on its board of directors, from its inception through May 2013 when it was acquired by AstraZeneca. At Ardea, Dr. Quart invented and oversaw the development of a drug for gout (ZURAMPIC®). Ardea also designed and developed a series of MEK inhibitors for cancer that were licensed to Bayer AG. Previously, he was with Pfizer Inc. as Senior Vice President of Pfizer Global Research and Development, and the director of Pfizer’s La Jolla Laboratories. Prior to Pfizer’s acquisition of the Warner-Lambert Company, Dr. Quart was President of Research and Development at Agouron Pharmaceuticals, Inc., a division of the Warner-Lambert Company. Dr. Quart previously served on the board of directors of Synageva. Dr. Quart holds a Pharm.D. degree from the University of California, San Francisco. We believe Dr. Quart is qualified to serve on our Board of Directors due to his extensive management experience in the biotechnology industry and his experience developing pharmaceutical products.

  24. Current Class I Directors (Terms Expire At The 2028 Annual Meeting)

    Current Class I Directors (Terms Expire At The 2028 Annual Meeting) Current members of the Board of Directors who are Class I Directors are as follows:

  25. Current Class I Directors (Terms Expire At The 2028 Annual Meeting)

    | Name | Age | Served as a Director Since | Position with Kiniksa | | Sanj K. Patel | 56 | 2015 | Chief Executive Officer and Chairman of the Board | | Thomas R. Malley | 57 | 2016 | Director | | Richard S. Levy, M.D. | 68 | 2019 | Director |

  26. Current Class I Directors (Terms Expire At The 2028 Annual Meeting)

    The principal occupations and business experience, for at least the past five years of each Class I Director are as follows:

  27. Current Class I Directors (Terms Expire At The 2028 Annual Meeting)

    | Sanj K. Patel | Age 56 |

  28. Current Class I Directors (Terms Expire At The 2028 Annual Meeting)

    Sanj K. Patel has served as our Chief Executive Officer and Chairman of our Board of Directors since our formation in July 2015. In June 2008, Mr. Patel formed Synageva BioPharma Corp., a biotechnology company focused on rare diseases (“Synageva”), where he served as President and Chief Executive Officer and was a member of its board of directors until Synageva’s sale to Alexion Pharmaceuticals, Inc. in June 2015. Prior to Synageva, Mr. Patel held various roles at Genzyme Corporation (“Genzyme”), from 1999 to 2008, including as head of US Sales, Marketing and Commercial Operations for the Genzyme Therapeutics franchise. Mr. Patel previously served as a member of the boards of directors of Syros Pharmaceuticals, Inc., BioCryst Pharmaceuticals, Inc., and Intercept Pharmaceuticals, Inc. He is also the founder and director of the Sanj & Kristin Patel Family Foundation, a philanthropic organization that supports charities for patients with rare and devastating diseases. Mr. Patel holds a B.Sc. with Honors from the University of the South Bank, London and completed his management and business studies at Ealing College, London and his Pharmacology research program at the Wellcome Foundation. We believe that Mr. Patel is qualified to serve on our Board of Directors due to his extensive business, sales, and product development experience in the biotechnology industry.

  29. Current Class I Directors (Terms Expire At The 2028 Annual Meeting)

    | Thomas R. Malley | Age 57 |

  30. Current Class I Directors (Terms Expire At The 2028 Annual Meeting)

    Thomas R. Malley has served as a member of our Board of Directors since December 2016. Since May 2007, Mr. Malley has served as the President of Mossrock Capital, LLC, a private investment firm. From 1991 to 2007, Mr. Malley held several positions at Janus Capital Group, including serving as the Portfolio Manager leading the Janus Global Life Sciences Fund. Mr. Malley serves on the board of directors of Kura Oncology, Inc., and previously served on the boards of directors of BeiGene, Ltd., OvaScience, Inc., Cougar Biotechnology, Inc., Puma Biotechnology, Inc., and Synageva. Mr. Malley holds a B.S. degree in Biology from Stanford University. Mr. Malley is also a Chartered Financial Analyst. We believe Mr. Malley is qualified to serve on our Board of Directors due to his substantial capital markets expertise and experience working with and serving on the boards of directors of numerous biotechnology and pharmaceutical companies.

  31. Current Class I Directors (Terms Expire At The 2028 Annual Meeting)

    | Richard S. Levy, M.D. | Age 68 |

  32. Current Class I Directors (Terms Expire At The 2028 Annual Meeting)

    Dr. Richard S. Levy has served on our Board of Directors since March 2019. Dr. Levy served as a Senior Advisor at Baker Bros. Advisors LP (“Baker Brothers Advisors”) from December 2016 to May 2019. Prior to that, Dr. Levy served as Executive Vice President and Chief Drug Development Officer at Incyte Corporation, a biopharmaceutical company, from January 2009 until June 2016, and as Senior Vice President of Drug Development from August 2003 to January 2009. Dr. Levy currently serves on the boards of directors of Madrigal Pharmaceuticals, Inc., Protara Therapeutics, Inc. (f/k/a ArTara Therapeutics, Inc.) and Kodiak Sciences, and previously served on the board of directors of Constellation Pharmaceuticals, Inc. and Aquinox Pharmaceuticals, Inc. Dr. Levy is Board Certified in Internal Medicine and Gastroenterology and holds an A.B. in Biology from Brown University and an M.D. from the University of Pennsylvania School of Medicine, and completed his training in Internal Medicine at the Hospital of the University of Pennsylvania and a fellowship in Gastroenterology and Hepatology at UCLA. We believe Dr. Levy is qualified to serve on our Board of Directors due to his experience in the biotechnology industry, his medical and scientific training and experience working with and serving on the boards of directors of numerous biotechnology and pharmaceutical companies.

  33. Current Class III Directors (Terms Expire At The 2027 Annual Meeting)

    Current Class III Directors (Terms Expire At The 2027 Annual Meeting) Current members of our Board of Directors who are Class III Directors are as follows:

  34. Current Class III Directors (Terms Expire At The 2027 Annual Meeting)

    | Name | Age | Served as a Director Since | Position with Kiniksa | | Felix J. Baker, Ph.D. | 57 | 2015 | Lead Independent Director | | M. Cantey Boyd | 46 | 2024 | Director | | Tracey L. McCain | 58 | 2018 | Director | | Kimberly J. Popovits | 67 | 2018 | Director |

  35. Current Class III Directors (Terms Expire At The 2027 Annual Meeting)

    The principal occupations and business experience, for at least the past five years of each Class III Director are as follows:

  36. Current Class III Directors (Terms Expire At The 2027 Annual Meeting)

    | Felix J. Baker, Ph.D. | Age 57 |

  37. Current Class III Directors (Terms Expire At The 2027 Annual Meeting)

    Felix J. Baker, Ph.D., has served as our Lead Independent Director and on our Board of Directors since October 2015. Dr. Baker is a Managing Member of Baker Bros. Advisors LP, a biotechnology-focused investment adviser to fund partnerships whose investors are primarily endowments and foundations, which Dr. Baker founded, together with his brother Julian Baker, in 2000. Dr. Baker holds a B.S. and a Ph.D. in Immunology from Stanford University, where he also completed two years of medical school. He also serves on the boards of Kodiak Sciences, Inc., IGM Biosciences, Inc., Kymera Therapeutics, Inc. and Bicycle Therapeutics plc. We believe Dr. Baker is qualified to serve on our Board of Directors due to his extensive experience in the biotechnology industry and experience working with and serving on the boards of directors of numerous biotechnology and pharmaceutical companies.

  38. Current Class III Directors (Terms Expire At The 2027 Annual Meeting)

    | M. Cantey Boyd | Age 46 |

  39. Current Class III Directors (Terms Expire At The 2027 Annual Meeting)

    M. Cantey Boyd has served on our Board of Directors since October 2024. Ms. Boyd serves as a Managing Director of Baker Bros. Advisors, a registered investment adviser focused on long-term investments in life-sciences companies. Prior to joining Baker Bros. Advisors in 2005, she was an Analyst in the Health Care Investment Banking Group of Deutsche Bank Securities from 2002 to 2004. Ms. Boyd graduated with an AB in business-economics from Brown University. We believe Ms. Boyd is qualified to serve on our Board of Directors due to her deep experience investing in and working with biotechnology and pharmaceutical companies.

  40. Current Class III Directors (Terms Expire At The 2027 Annual Meeting)

    | Tracey L. McCain | Age 58 |

  41. Current Class III Directors (Terms Expire At The 2027 Annual Meeting)

    Tracey L. McCain has served as a member of our Board of Directors since February 2018. From September 2016 to October 2025, Ms. McCain served as Executive Vice President and Chief Legal and Compliance Officer of Blueprint Medicine Corporation, a biotechnology company (“Blueprint”). Prior to Blueprint, from January 2016 to September 2016, Ms. McCain was Senior Vice President and Head of Legal for Sanofi Genzyme, a global business unit of Sanofi S.A. (“Sanofi”). From May 1997 to September 2016, Ms. McCain held various roles at Genzyme Corporation (“Genzyme”), including as General Counsel following Genzyme’s acquisition by Sanofi in 2011. Ms. McCain currently serves on the board of the Dana Farber Cancer Institute, a non-profit and previously served on the board of directors of Immunogen, Inc. from 2021 to 2024. Ms. McCain holds a J.D. from Columbia University School of Law and a B.A. from the University of Pennsylvania. We believe Ms. McCain is qualified to serve on our Board of Directors due to her experience working with numerous biotechnology and pharmaceutical companies and her significant legal expertise.

  42. Current Class III Directors (Terms Expire At The 2027 Annual Meeting)

    | Kimberly J. Popovits | Age 67 |

  43. Current Class III Directors (Terms Expire At The 2027 Annual Meeting)

    Kimberly J. Popovits has served as a member of our Board of Directors since February 2018. Ms. Popovits served as Genomic Health’s Chairman of the Board from 2012 through 2019, and Chief Executive Officer and President from 2009 through 2019. She was President and Chief Operating Officer upon joining the company in 2002. Prior to leading Genomic Health, Ms. Popovits served as Senior Vice President, Marketing and Sales at Genentech, Inc. (“Genentech”). During her 15 years at Genentech, Ms. Popovits led the successful commercialization of 14 new therapies, including Herceptin. Ms. Popovits currently serves on the board of directors of Exact Sciences, 10x Genomics, Inc., Genomic Life, Kardigan and Rhythm Pharmaceuticals. Ms. Popovits previously served on the boards of directors of ZS Pharma, Inc., MyoKardia, Inc. and Talis Biomedical Corporation. She also serves as an Executive Advisor to Blackstone Life Sciences and is an Advisor to the Healthcare Businesswomen’s Association. Ms. Popovits holds a B.A. in Business from Michigan State University. We believe Ms. Popovits is qualified to serve on our Board of Directors due to her experience working with and serving on the boards of directors of numerous biotechnology and pharmaceutical companies.

  44. Compensation Committee

    | ● | overseeing and administering our cash and equity incentive plans; |

  45. Compensation Committee

    | ● | working with Kiniksa’s independent compensation consultant to review and approve Kiniksa’s compensation peer group by which executive and director compensation is evaluated; |

  46. Compensation Committee

    | ● | reviewing and making recommendations to the Board of Directors with respect to director compensation; |

  47. Compensation Committee

    | ● | assessing the independence and suitability of the Company’s independent compensation consultant; and |

  48. Financial Performance

    | ● | Cash, cash equivalents and short-term investments of $414.1 million at December 31, 2025, an increase of $170.4 million over 2024, which we believe will enable us to invest in portfolio development and other value-creating opportunities. |

  49. 2025 Key Compensation Actions

    | ● | Annual Cash Incentive Compensation: The Compensation Committee increased certain of our NEOs’ target cash incentive opportunities (as a percentage of base salary). Based on the Compensation Committee’s assessment of the Company’s performance against its annual corporate goals for 2025, payouts to the NEOs under the Company’s annual bonus program were made at approximately 181% of target. |

  50. 2025 Key Compensation Actions

    | ● | Equity Incentive Awards: Reinforcing the alignment of pay and performance, the Compensation Committee continued to prioritize performance-based compensation by (a) increasing the proportion of our NEOs’ annual equity incentive awards that are performance share units (“PSUs”) to 25% from 10% of total grant date value and (b) introducing the KPL-387 Long-term Incentive Plan (the “KPL-387 LTIP”) (a sub-plan under the 2018 Plan (as defined below)) to further drive management execution of our corporate goals by granting PSUs, performance share options (“PSOs”) and cash awards that vest upon the achievement of certain strategically significant development milestones. |

  51. Overview of Executive Compensation Program

    | ● | rewarding and driving both short-term and long-term performance; |

  52. Overview of Executive Compensation Program

    | ● | ensuring our overall compensation is competitive among our compensation peer group and industry; and |

  53. Overview of Executive Compensation Program

    | ● | attracting and retaining executive officers who contribute to the Company’s short-term and long-term success. |

  54. Role of the Compensation Committee

    Role of the Compensation Committee The Compensation Committee, which consists entirely of independent directors, has primary responsibility for overseeing and administering the compensation program for our senior management team, including our named executive officers. In making executive compensation decisions, the Compensation Committee considers a variety of factors and data, including individual and corporate performance and compensation levels and trends amongst our compensation peer group. The Compensation Committee retains the right to hire outside advisors as needed to assist in reviewing and revising our executive compensation programs. See “Role of the Independent Compensation Consultant” for more information. The responsibilities of the Compensation Committee are set forth in detail under the heading “Corporate Governance—Committees of the Board of Directors—Compensation Committee” and in the Compensation Committee’s charter, which can be found on the “Corporate Governance” section of the “Investors” page of our website located at www.kiniksa.com. In particular, the Compensation Committee annually reviews the base salaries, target bonuses, annual bonus payouts and long-term equity compensation of our named executive officers and periodically reviews the other elements of our executive compensation program. The information contained on our website is not incorporated by reference into this proxy statement, and you should not consider any information contained on, or that can be accessed through, our website as part of this proxy statement. In some circumstances, the Compensation Committee will make recommendations to the Board with respect to certain compensation decisions for its approval, which approval will require the consent of the full Board of Directors.

  55. Role of the Independent Compensation Consultant

    Role of the Independent Compensation Consultant The Compensation Committee has the authority to retain or obtain the advice of compensation consultants, legal counsel and other advisors to assist in carrying out its responsibilities. During 2025, the Compensation Committee engaged Compensia, Inc., a compensation consulting firm (“Compensia”), to, among other things, assist in developing and overseeing the Company’s executive and non-employee director compensation programs and provide an analysis of competitive market data. The Compensation Committee selected Compensia for its expertise, history with the Company, and quality of service. Compensia reported directly to the Compensation Committee. The Compensation Committee reviewed competitive market compensation analyses prepared by Compensia comparing the compensation of our non-employee directors and senior management team, including our named executive officers, to that of a group of peer companies within our industry, and met with representatives of Compensia to discuss such analyses. The Compensation Committee retains ultimate discretion to review and approve the Company’s compensation peer group by which non-employee director and named executive officer compensation is evaluated. The Compensation Committee considered the advisor independence factors required under SEC rules and Nasdaq listing standards as they relate to Compensia, and did not find any conflicts of interest in 2025 raised by the work Compensia performed. No other services were provided by Compensia to the Company in the year ended December 31, 2025.

  56. Role of the Chief Executive Officer

    Role of the Chief Executive Officer Each year, our Chief Executive Officer provides an assessment of the performance of each executive officer, other than himself, during the prior year and makes recommendations to the Compensation Committee regarding (a) promotions, (b) annual compensation, (c) target bonuses and annual bonus payouts, and (d) long-term equity compensation for each such officer. Such recommendations are based on numerous factors including:

  57. Role of the Chief Executive Officer

    | ● | External market competitiveness, including pay practices among the Company’s compensation peer group (as described further below); |

  58. Executive Compensation Philosophy and Strategy

    | ● | Rewards and Drives Short-Term and Long-Term Performance. Our compensation structure is designed to emphasize the achievement of short-term goals while sustaining long-term growth. Executive officers receive a mix of compensation that rewards both the achievement of short-term corporate objectives through annual cash incentive compensation and long-term, sustainable corporate and share price growth through long-term equity incentive awards. As needed, our Compensation Committee may implement additional programs intended to drive management execution of our important corporate goals, such as the KPL-387 LTIP. |

  59. Executive Compensation Philosophy and Strategy

    | ● | Ensuring Competitive Pay Practices. Our executive compensation program is designed to be competitive with our compensation peer group and broader industry. As a US-centered business with senior executives based in the US, our executive compensation program reflects compensation practices in the United States, which we believe helps us compete effectively in our primary market for talent. We assess our executive compensation program using competitive market analysis with data drawn from a peer group of biopharmaceutical companies selected after considering various factors, including market capitalization, revenue, lead indications, pipeline size and geographic location, which we believe to be representative of the companies with which we compete for talent as well as the broader biopharmaceutical industry. |

  60. Executive Compensation Philosophy and Strategy

    | ● | Mitigates Undue Risk. Our equity mix is balanced towards long-term equity incentive awards, including of PSUs and PSOs that are earned and vest upon the achievement of multi-year corporate performance objectives, development milestones and relative total shareholder return (“TSR”), as applicable. This helps to ensure that our senior management team avoids unnecessary short-term risk taking and instead considers our Company’s long-term success. |

  61. Components of our Executive Compensation Program

    | ● | Annual Cash Incentive Compensation; and |

  62. Components of our Executive Compensation Program

    | ● | Equity Incentive Awards. |

  63. Pay Mix

    Pay Mix The Compensation Committee does not have any formal policies regarding the mix of compensation elements for our named executive officers. The given ratio of compensation elements may vary from year-to-year. The Company’s executive compensation program reflects a mix of fixed and variable compensation, with a significant portion of named executive officers’ total compensation being delivered in the form of “at-risk” long-term equity awards to maintain alignment between our named executive officers’ interests and those of our shareholders and to incentivize performance. In 2025, the Compensation Committee increased the proportion of PSUs from 10% to 25% of the annual grant of equity incentive awards (measured based on grant date fair value), while correspondingly reducing the share option allocation from 65% to 50%. RSU allocation remained at 25%. The pay mix of our CEO, and the averages for the pay elements of our non-CEO NEOs, in each case as it relates to 2025, are presented below. Equity incentive values represent grant date fair value of awards, assuming target performance in the case of PSUs and PSOs. Cash awards granted under the KPL-387 LTIP are excluded as they are not paid until achievement of their respective performance criteria, if earned. The value of compensation earned under such cash awards will be reported in the year of achievement. For more information on the approximate value of the cash awards at the date of grant, see “2025 Grants of Plan-Based Awards Table” below. Annual cash bonuses represent annual cash bonuses actually received.

  64. Base Salary

    Base Salary Base salary is intended to provide a fixed component of remuneration reflecting our executive officers’ skill sets, experience, roles and responsibilities. The base salary for our executive officers has generally been set at levels deemed necessary to attract and retain such individuals. The Compensation Committee reviews and approves, or recommends to the Board for approval, the base salary of our executive officers each year. As part of its review, the Compensation Committee reviews the Company’s corporate goals and objectives relevant to our executive officers’ compensation and evaluates the individual performance of our executive officers in light of such goals and objectives. The Compensation Committee additionally consults prevailing market practice among the Company’s compensation peer group (as discussed further below under the heading “Compensation Peer Group”) and within the Company’s industry with respect to compensation matters. The Compensation Committee retains discretion to adjust the base salary of our executive officers as necessary to attract and retain such individuals, or in conjunction with any changes to job responsibilities or to reflect experience within their respective roles. Changes in the 2025 base salaries for our named executive officers as compared to 2024 are discussed under the heading entitled “2025 Executive Compensation of Our Named Executive Officers.”

  65. Annual Cash Incentive Compensation

    Annual Cash Incentive Compensation We offer our executive officers the opportunity to earn an annual performance bonus to compensate them for attaining short-term company goals as approved by our Compensation Committee and/or Board relating to the implementation of our overall business and strategy during the year and to recognize such officers’ individual performances. The annual performance bonus is paid entirely in cash. Our executive officers are eligible to earn an annual cash bonus at a specified target bonus opportunity (set as a percentage of base salary) as set by the Compensation Committee, with the actual bonus paid determined by the Compensation Committee, based on achievement of corporate and individual performance targets (with individual performance evaluated on a holistic basis rather than by reference to rigid criteria). The Compensation Committee annually reviews target bonuses for our executive officers and approves adjustments, as necessary, to ensure such target bonuses are competitive as compared to the Company’s compensation peer group. Annual corporate goals are initially proposed by management and then reviewed by the Compensation Committee and the Board, with performance against such objectives assessed at the end of the year. Corporate goals are weighted by the Compensation Committee in proportion to their degree of importance to our corporate strategy. Based upon the Company’s performance against such goals, the Compensation Committee will make a decision as to our executive officers’ bonus payouts. In approving the Company’s corporate goals each year, the Compensation Committee strives to ensure that the goals:

  66. Annual Cash Incentive Compensation

    | ● | are reasonably achievable with strong performance by the Company; |

  67. Annual Cash Incentive Compensation

    | ● | are tailored to the Company’s position, needs, and strategy for a given year, with the inclusion of recurring goals related to commercial and clinical performance; |

  68. Annual Cash Incentive Compensation

    | ● | address both the near-term performance of our business, and the actions needed to create and sustain a solid foundation for long-term growth; and |

  69. Annual Cash Incentive Compensation

    | ● | do not encourage inappropriate risk-taking. |

  70. Annual Cash Incentive Compensation

    In 2025, the Compensation Committee reviewed the performance of the Company’s executive officers against the corporate goals established for the year. Details of such analysis, including the resulting corporate performance multiplier, are provided under the heading “2025 Annual Bonus and Performance Goals”.

  71. Equity Incentive Awards

    Equity Incentive Awards Equity awards align the interests of our executive officers with long-term shareholder interests and help us to attract and retain employees. Long-term equity incentive awards are granted to our employees, including our executive officers, in connection with their hiring and have historically been granted on a biannual basis thereafter in accordance with the terms of the 2018 Plan. Biannual grants for our executive officers include share options, RSUs and, beginning in 2024, PSUs. In addition, the Compensation Committee may periodically approve a specialized long-term equity incentive plan pursuant to the 2018 Plan to incentivize specific business goals. In 2025, the Compensation Committee approved the KPL-387 LTIP, pursuant to which it granted cash awards, PSUs and PSOs to our executive officers, in each case contingent on the achievement of certain developmental milestone goals. Share options granted to the Company’s executive officers generally vest and become exercisable as to 25% of the shares underlying the option on the first anniversary of the date of grant and in 36 equal monthly installments thereafter, generally subject to the applicable officer’s continued service to the Company. RSUs granted to the executive officers generally vest as to 25% of the RSUs on each of the first, second, third and fourth anniversaries of the date of grant, generally subject to the applicable officer’s continued service to the Company. PSUs granted to the executive officers on an annual basis vest after three years with the shares issuable thereto determined based upon performance metrics selected by the Compensation Committee at the time of grant. In 2025, as part of its annual grant process under the 2018 Plan, the Company granted PSUs to its executive officers with metrics relating to ARCALYST revenue and TSR relative to the TSR of the Nasdaq Biotechnology Index (“NBI”) over the same performance period. Specialized grants, such as the cash awards, PSUs and PSOs granted pursuant to the KPL-387 LTIP, vest, in each case, pursuant to the terms contained in the applicable grant agreement. See “Long-Term Equity Incentive Awards” below for more information on the vesting terms of the equity awards granted to our named executive officers. In addition, the Company maintains the 2018 ESPP, which the executive officers are eligible to participate in on the same terms as other employees.

  72. Compensation Peer Group

    Compensation Peer Group Competitive market practices are one of the factors taken into account by the Compensation Committee when determining executive compensation levels and compensation program design. To ensure our target total direct compensation opportunities are competitive, each year the Compensation Committee, with the assistance of Compensia, reviews, updates and approves a group of publicly-traded peer companies against which the Company benchmarks its executive compensation program. The Compensation Committee reviews the information provided by Compensia and management to select our peer group from a pool of comparable biopharmaceutical companies. For the compensation peer group approved for 2025, the Compensation Committee considered the following criteria when selecting peer companies:

  73. Compensation Peer Group

    | ● | Primary Criteria |

  74. Compensation Peer Group

    | o | Industry: Companies must be either biotechnology or pharmaceutical companies. |

  75. Compensation Peer Group

    | o | Market Capitalization: Companies must have a 30-day average market capitalization of approximately 25% to 400% of Kiniksa’s 30-day average market capitalization. |

  76. Compensation Peer Group

    | o | Stage of Lead Drug: Companies must be in Phase III development or pending regulatory approval for their lead product candidate or commercializing a drug product. |

  77. Compensation Peer Group

    | ● | Refinement Criteria |

  78. Compensation Peer Group

    | o | Revenue: Annual product revenue of approximately $100 million to $1 billion. |

  79. Compensation Peer Group

    | o | Indication: Primary indications for the company’s development portfolio must be auto-immune, auto-inflammatory, cardiovascular and/or rare disease. |

  80. Compensation Peer Group

    | o | Pipeline: Must have two or more programs in the company’s development pipeline. |

  81. Compensation Peer Group

    | ● | Additional Considerations |

  82. Compensation Peer Group

    | o | Geography: US-based companies located outside the San Francisco Bay Area, with a preference for Massachusetts-based companies. |

  83. Compensation Peer Group

    | o | Reverse Peers: Companies that have named Kiniksa as a peer company. |

  84. Compensation Peer Group

    | o | Peers of Identified Companies: Companies that are peers of certain specified peers of interest. |

  85. Compensation Peer Group

    At the time our 2025 compensation peer group was approved in August 2024, our market capitalization was at approximately the 56th percentile of the peer group and our last four quarters’ revenue was at approximately the 51st percentile of the peer group. For each of the companies in our compensation peer group, Compensia analyzes the company’s available executive compensation information and related data as reported in its public filings during the prior and current year to identify the executives at such companies whose positions are comparable to those held by our executive officers. Compensia then compiles and analyzes the data for each such comparable position, supplementing such information with relevant data from published compensation surveys where appropriate (we refer to the combination of the peer group data and this supplemental market data as “competitive market data” in this Compensation Discussion and Analysis”). The Compensation Committee then reviews and discusses the analysis of such data when making compensation determinations. The 2025 compensation peer group (in alphabetical order) was as follows:

  86. Compensation Peer Group

    | Kiniksa 2025 Compensation Peer Group | | | Acadia Pharmaceuticals | Agios Pharmaceuticals | | Amicus Therapeutics | Apellis Pharmaceuticals | | Arcutis Biotherapeutics | Ardelyx | | BioCryst Pharmaceuticals | Blueprint Medicines | | BridgeBio Pharma | Collegium Pharmaceutical | | Corcept Therapeutics | Harmony Biosciences Holdings | | Ironwood Pharmaceuticals | MacroGenics | | Rhythm Pharmaceuticals | Sage Therapeutics | | Supernus Pharmaceuticals | Travere Therapeutics | | Ultragenyx Pharmaceutical | Vericel |

  87. Compensation Peer Group

    In updating the compensation peer group for 2025, the Compensation Committee removed Deciphera Pharmaceuticals, ImmunoGen, Intercept Pharmaceuticals, Bluebird Bio, Insmed, Karyopharm Therapeutics and Rigel Pharmaceuticals as they no longer fit within the peer selection criteria with respect to market capitalization and/or revenue, as applicable. The Compensation Committee added Acadia Pharmaceuticals, Apellis Pharmaceuticals, Arcutis Biotherapeutics, Ardelyx, Harmony Biosciences Holdings, Supernus Pharmaceuticals and Vericel due to their overall fit relative to the selected peer criteria. The Compensation Committee approved a revised peer group, based on data provided by Compensia, in August 2025, which was intended to be used to benchmark compensation decisions for 2026. Following significant increases in both our market capitalization and revenue, the Compensation Committee met and approved a revised 2026 compensation peer group in February 2026. Details of such peer group, including the criteria metrics used to select such peer group, will be included in our proxy statement for our 2027 Annual Meeting.

  88. 2025 Annual Bonus and Performance Goals

    2025 Annual Bonus and Performance Goals Each member of our senior management team, including each named executive officer, has a target bonus, which is expressed as a percentage of his annual base salary. This target is evaluated by the Compensation Committee annually based upon an assessment of the competitive market data prepared by Compensia. For 2025, the Compensation Committee increased Mr. Patel’s target bonus from 65% to 75% of base salary and increased the target bonus for each of Dr. Paolini, Mr. Tessari and Mr. Moat from 45% to 50% of base salary, in each case after a review of competitive market data. Mr. Ragosa’s target bonus was increased from 45% to 50% effective July 1, 2025 in connection with his promotion to Executive Vice President after a review of competitive market data. Our named executive officers’ target bonuses for each of 2024 and 2025 are set forth in the table below:

  89. 2025 Annual Bonus and Performance Goals

    | | Bonus Target in the year ended December 31, | | | Named Executive Officer | 2024 | 2025 | | Sanj K. Patel | 65% | 75% | | John F. Paolini, M.D., Ph.D. | 45% | 50% | | Eben Tessari | 45% | 50% | | Ross Moat | 45% | 50% | | Mark Ragosa(1) | 45% | 50% |

  90. 2025 Annual Bonus and Performance Goals

    | (1) Effective July 1, 2025, Mr. Ragosa was promoted to Executive Vice President and, accordingly, received an increase in his target bonus from 45% to 50%. |

  91. 2025 Annual Bonus and Performance Goals

    Each year, our management team recommends corporate goals to be utilized to evaluate performance under the Company’s annual bonus plan, with a suggested weighting assigned to each category of goals. These goals are derived from the Company’s business plan and reflect the Company’s priorities and vision for the applicable year. The proposed goals are presented to the Compensation Committee in the first quarter of each year, with the Compensation Committee providing feedback on both the goals and the proposed weightings of each category. Following the Compensation Committee’s review, the corporate goals are presented to the full Board for any additional feedback. During the year, management periodically updates the Compensation Committee on the progress that the Company has made against its corporate goals. At the end of the year, the Compensation Committee assesses the Company’s full year performance against its corporate goals, determines a weighted goal achievement score (based on the achievement level of each goal multiplied by its respective weighting), and applies a corporate performance multiplier in its discretion to determine the annual bonus payout. The Company’s 2025 corporate goals are set forth below and reflect the Company’s primary focus on executing its commercial strategy for ARCALYST while working to advance its portfolio of developmental assets. Details regarding the primary elements of each goal, its relative weighting, and the primary factors considered when the Compensation Committee considered the Company’s performance against such goal are set forth below:

  92. 2025 Annual Bonus and Performance Goals

    | Goal | Weighting | Description of Primary Elements | Primary Factors Considered When Evaluating Performance | | ARCALYST | 55% | (a) Deliver on Arcalyst commercial performance, including net product revenue; and | (a) The Company’s commercial performance exceeded the targeted performance objective. In 2025, the Company initially guided to net product revenue of $560-$580 million. Over the course of 2025, the Company increased its ARCALYST net product revenue guidance three times and ultimately delivered net product revenue of $677.6 million in 2025. The Company’s strong commercial execution in 2025 resulted in a 62% growth in ARCALYST sales compared to 2024. |

  93. 2025 Annual Bonus and Performance Goals

    | Goal | Weighting | Description of Primary Elements | Primary Factors Considered When Evaluating Performance | | | | (b) Deliver on the objectives of the ongoing technology transfer of the ARCALYST drug substance manufacturing process, including (i) completing a process performance qualification campaign, (ii) maintaining the expected timeline towards FDA approval of Samsung Biologics Co., Ltd. (“Samsung”) as the manufacturer of ARCALYST drug substance and (iii) maintaining adequate ARCALYST supply. | (b) The Company continued to advance the technology transfer of the process for manufacturing ARCALYST drug substance. The Company successfully completed a number of process performance qualification runs with Samsung, maintained its expected timeline towards FDA approval of Samsung as the new ARCALYST drug substance manufacturer and ensured that the Company’s clinical and commercial needs for ARCALYST were well-met. | | | | | The Compensation Committee considered this ARCALYST-focused objective to have been achieved above target. | | KPL-387 | 35% | (a) Initiate Phase 2/3 clinical trial with KPL-387; and | (a) During 2025, the Company substantially completed its ongoing Phase 1 clinical trial of KPL-387 in normal, healthy volunteers. This work enabled the Company to submit an investigational new drug application for a Phase 2/3 clinical trial of KPL-387 in recurrent pericarditis, which it initiated in 2025. | | | | (b) Advance KPL-387 development towards a biologics license application filing. | (b) The Company’s continued clinical development efforts have kept KPL-387 on-track towards its confidential target date for a biologics license application. | | | | | Overall, the Company substantially advanced its KPL-387 development program, paving the way for a potential commercial launch of the drug. Given the rapid pace of development efforts, the Compensation Committee determined that this objective was met above target. |

  94. 2025 Annual Bonus and Performance Goals

    | Goal | Weighting | Description of Primary Elements | Primary Factors Considered When Evaluating Performance | | Advance Pre-Clinical Programs | 5% | (a) Advance the Company’s announced and unannounced pre-clinical assets | (a) The Company continued to advance both its public and confidential research and development candidates. With respect to KPL-1161, the Company’s only public preclinical asset as of 31 December 2025, the Company identified a preclinical lead candidate, completed pre-clinical pharmacokinetics studies and initiated master cell bank production. | | | | | The Compensation Committee determined that the Company met this goal at target. | | Business Development and Corporate Structure | 5% | Create opportunities for increasing corporate value, including (a) evaluating external business development transactions aligned with the Company’s strategy and vision for value generation and (b) initiating and running the partnering process for abiprubart. | This goal included activities beyond the scope of the Company’s commercial and pipeline developmental functions. The Company’s business development functions evaluated a number of opportunities in 2025. While the Company did not announce any major transactions, it nonetheless analyzed a number of potential deals during the year. Further, the Company initiated a partnering process for abiprubart to identify a partner best able to unlock the value of the asset. Based on all of the above, the Compensation Committee determined that this goal was met at target. |

  95. 2025 Annual Bonus and Performance Goals

    When evaluating the Company’s achievement of its 2025 corporate goals, the Compensation Committee also considered the extent to which the Company maintained its operations in a compliant and ethical manner, focused on its values, performed effectively and effectively deployed its capital. Such characteristics are fundamental to the Company’s corporate values and necessary for the satisfactory accomplishment of its short- and long-term strategic vision. The Compensation Committee additionally considered the strategic development of the Company’s intellectual property portfolio as necessary to protect its assets and whether the Company was able to attract and retain a talented team of employees. In 2025, the Compensation Committee viewed favorably the Company’s ability to successfully accomplish its stated goals while adhering to its corporate values, retaining its workforce, protecting its assets, and weathering a turbulent market for US-based biopharmaceutical companies through smart capital allocation. The Compensation Committee reviewed with management the Company’s performance against the corporate goals set forth above. After assessing the Company’s performance, the Compensation Committee determined that each goal was either met satisfactorily or significantly above expectations. Taking into account the relative weightings and achievement levels of each corporate goal, the Compensation Committee determined that the Company performed excellently on an overall basis. Such achievements are set forth in the above table, as well under the heading “2025 Performance Highlights”. Based on its evaluation, the Compensation Committee approved a corporate performance multiplier of 181% for annual bonus payouts for each named executive officer. The Compensation Committee also authorized the Chief Executive Officer to adjust the annual bonuses of the other executive officers as he deemed necessary to reflect individual performance. No adjustments were made to the other named executive officers’ annual bonuses in 2025. Annual bonuses paid to our named executive officers for performance in 2025 are as follows:

  96. 2025 Annual Bonus and Performance Goals

    | | | Bonus Target | Bonus Multiplier | Bonus Payout | Annual Bonus | | Named Executive Officer | Base Salary ($) | (% of Base Salary) | (%) | (% of Base Salary) | Payout ($) | | Sanj K. Patel | 944,339 | 75 | 181 | 136 | 1,284,065 | | John F. Paolini, M.D., Ph.D. | 585,698 | 50 | 181 | 91 | 530,935 | | Eben Tessari | 588,282 | 50 | 181 | 91 | 533,278 | | Ross Moat | 588,335 | 50 | 181 | 91 | 533,326 | | Mark Ragosa(1) | 570,000 | 50 | 181 | 91 | 516,705 |

  97. 2025 Annual Bonus and Performance Goals

    | (1) Effective July 1, 2025, Mr. Ragosa was promoted to Executive Vice President and, accordingly, received an increase in his target bonus to 50% and an increase in his base salary to $570,000 |

  98. Long-Term Equity Incentive Awards

    Long-Term Equity Incentive Awards The Compensation Committee reviews proposed annual long-term equity incentive awards in the first quarter of each year. In determining the mix and size of such awards, the Compensation Committee considers the underlying financial and operational performance of the Company, competitive market data, broader industry practices, potential shareholder dilution caused by grants of equity awards, and the individual performance by our executive officers. As a general practice, the Compensation Committee endeavors to provide our senior management team, including our named executive officers, with market competitive equity incentive awards. The Compensation Committee also determines the appropriate mix of equity incentive awards between share options, RSUs and PSUs, informed in part by market practices and our overall compensation objectives and philosophy. Equity incentive awards are granted in (a) two grants of an equal number of share options and RSUs, typically April 1 and September 1 of each year and (b) one grant of PSUs, typically granted in their entirety on April 1 of each year. PSOs, PSUs and cash awards granted pursuant to the KPL-387 LTIP were granted effective on the first day of the month following such plan’s effective date (May 1, 2025). Any NEO hired following the effective date of the KPL-387 LTIP is eligible to receive awards under the plan, with the amounts granted being adjusted downwards (in light of their later hiring date) in accordance the terms of the KPL-387 LTIP. The Compensation Committee does not take material nonpublic information into account when determining the timing or terms (including exercise price) of equity awards; similarly, the Company does not grant equity-based awards in anticipation of the release of material non-public information and does not time the disclosure of material non-public information for purposes of affecting the value of executive compensation. In addition, during 2025, the Company did not grant share options or PSOs to any named executive officer during the four business days prior to or the one business day following the filing of a periodic report on Form 10-Q or Form 10-K, or the filing or furnishing of a Form 8-K that discloses material non-public information. In the year ended December 31, 2025, the Compensation Committee determined that the total value of our named executive officers’ annually-granted (i.e., not including grants made pursuant to the KPL-387 LTIP) equity incentive awards would consist of a mix of 50% share options, 25% RSUs and 25% PSUs (with PSUs valued assuming target performance), compared to 65% share options, 25% RSUs and 10% PSUs in 2024. The increased PSU allocation reflects the Compensation Committee's intent to further link executive compensation to multi-year performance outcomes. The Compensation Committee additionally approved the KPL-387 LTIP in 2025, which provided for the grant of additional PSUs, PSOs and cash awards to our named executive officers. The aggregate number of long-term equity incentive awards granted to our named executive officers in 2025 was as follows:

  99. Long-Term Equity Incentive Awards

    | Named Executive Officer | Share Options (#) | RSUs (#) | PSUs (at Target) (#) | PSOs (at Target) (#) | | Sanj K. Patel | 275,276 | 68,870 | 85,242 | 26,238 | | John F. Paolini, M.D., Ph.D. | 78,728 | 19,656 | 29,812 | 16,273 | | Eben Tessari | 78,728 | 19,656 | 29,856 | 16,344 | | Ross Moat | 78,728 | 19,656 | 29,858 | 16,346 | | Mark Ragosa(1) | 68,843 | 19,657 | 24,109 | 14,974 |

  100. Long-Term Equity Incentive Awards

    | (1) Mr. Ragosa’s awards reflect the fact that Mr. Ragosa’s April 1 grant was based on his pre-promotion compensation level, with only his September 1 grant reflecting his post-promotion level. |

  101. Long-Term Equity Incentive Awards

    The 2025 share options granted to our named executive officers vest and become exercisable as to 25% of the Class A Shares underlying each option on the first anniversary of the vesting commencement date and in 36 equal monthly installments thereafter, subject to the named executive officer’s continued service to the Company as of each vesting date. The 2025 RSU awards granted to our named executive officers vest as to 25% of the RSUs on each of the first, second, third and fourth anniversaries of the vesting commencement date, subject to the named executive officer’s continued service to the Company as of each vesting date. The Compensation Committee grants RSUs as an additional vehicle to encourage retention and foster a longer-term commitment to the Company. The 2025 PSU awards granted to our named executive officers as part of our annual equity incentive award grants vest to the extent earned after a three-year performance period subject to performance measures related to ARCALYST revenue and the relative ranking of the TSR of our Class A Shares relative to the NBI, in each case over the course of the performance period. The Compensation Committee chose these metrics to further incentivize our named executive officers to execute on our commercial strategy and primary source of revenue and to increase the value of Class A Shares as compared to other investment alternatives available to investors. The Compensation Committee will assess the Company’s performance against such goals at the end of the performance period and determine the number of Class A Shares that will be issued pursuant to the PSUs. The 2025 PSU and PSO awards granted to our named executive officers pursuant to the KPL-387 LTIP vest to the extent earned following the achievement of certain specified developmental milestones, with an earnout percentage of 100%, 75%, 50% or 0% applied based on the date of achievement of the applicable milestone. These milestones comprise (a) the submission to the U.S. Food and Drug Administration (the “FDA”) of a biologics license application for KPL-387 (“KPL-387 LTIP Milestone 1”) and (b) the approval by the FDA of the commercial sale and marketing in the United States of KPL-387 (“KPL-387 LTIP Milestone 2” and together, with KPL-387 LTIP Milestone 1, the “KPL-387 LTIP Milestones”), in each case, for the treatment of recurrent pericarditis. Awards related to KPL-387 LTIP Milestone 1 vest, if at all, on the date of BLA Acceptance (the “BLA Acceptance Date”), rather than on the date of filing. In addition, each NEO is eligible to earn a cash award upon the achievement of each of the KPL-387 LTIP Milestones, subject to the applicable earnout percentage. The Compensation Committee chose these goals as they are integral to our development plans for KPL-387 and determined to adopt the KPL-387 LTIP as a supplemental plan because it believed that the milestones were critical developmental milestones for the Company, the achievement of these milestones will result in the creation of value for the Company and its shareholders and the awards granted pursuant to the KPL-387 LTIP would provide a retentive effect for the essential personnel needed to accomplish our development strategy. The amounts of awards granted under the KPL-387 LTIP are designed such that our NEOs will receive a value equivalent to half their salary (divided equally between cash awards, PSUs and PSOs) upon the target achievement of each of the KPL-387 LTIP Milestones. With respect to cash awards, our NEOs will receive payouts based on their then-current salaries on the date of achievement. For PSUs and PSOs, the Compensation Committee used a good faith estimate of our NEOs salaries on the target achievement dates of each of the KPL-387 LTIP Milestones to determine the shares underlying such awards. As a result, the number of shares underlying the awards associated with KPL-387 LTIP Milestone 2 are somewhat larger than the number of shares underlying the awards associated with KPL-387 LTIP Milestone 1. For more information on the terms and estimated values of the KPL-387 LTIP awards, see “2025 Grants of Plan-Based Awards Table” below.

  102. Employment Agreements

    Employment Agreements Each of our named executive officers is party to an employment agreement with our wholly-owned US subsidiary, Kiniksa Pharmaceuticals Corp., which sets forth base salary, target bonus, and eligibility to participate in the Company’s long-term equity incentive programs, in each case, as subsequently adjusted by the Compensation Committee. A summary of the material terms of these agreements is provided below under the heading “Employment Agreements and Potential Payments upon Termination or Change in Control.”

  103. Summary Compensation Table

    Summary Compensation Table The following table sets forth information concerning the compensation of our named executive officers for the years ended December 31, 2025, December 31, 2024, and December 31, 2023, as applicable.

  104. Summary Compensation Table

    | | | | | | Non-Equity | | | | | | | | | Incentive | | | | | | Base | Share | Option | Plan | All Other | | | | | Salary | Awards | Awards | Compensation | Compensation | Total | | Name and Principal Position | Year | ($) | ($)(1) | ($)(1) | ($)(2) | ($)(3)(4) | ($) | | Sanj K. Patel | 2025 | 943,129 | 3,798,021 | 4,743,446 | 1,284,065 | 14,000 | 10,782,661 | | Chief Executive Officer | 2024 | 899,371 | 1,559,040 | 3,806,722 | 730,739 | 13,800 | 7,009,672 | | and Chairman of the Board | 2023 | 864,780 | 739,381 | 2,984,605 | 695,663 | 13,200 | 5,297,629 | | John F. Paolini, M.D., Ph.D. | 2025 | 585,092 | 1,084,019 | 1,356,609 | 530,935 | 14,000 | 3,570,655 | | Executive Vice President | 2024 | 563,171 | 437,158 | 1,066,469 | 316,784 | 13,800 | 2,397,382 | | and Chief Medical Officer | 2023 | 541,510 | 185,266 | 748,051 | 301,578 | 13,200 | 1,789,605 | | Eben Tessari | 2025 | 586,460 | 1,084,019 | 1,356,609 | 533,278 | 5,865 | 3,566,231 | | Executive Vice President | 2024 | 520,603 | 435,976 | 1,065,002 | 292,839 | 5,202 | 2,319,622 | | and Chief Operating Officer | 2023 | 500,580 | 202,235 | 816,573 | 278,783 | 4,995 | 1,803,166 | | Ross Moat | 2025 | 586,269 | 1,084,019 | 1,356,609 | 533,326 | 77,778 | 3,638,001 | | Executive Vice President | 2024 | 511,596(5) | 434,776 | 1,059,134 | 287,773 | 297,090 | 2,590,370 | | and Chief Commercial Officer | 2023(6) | 436,581 | 183,811 | 742,178 | 243,141 | 25,497 | 1,631,209 | | Mark Ragosa | 2025 | 552,795(7) | 978,099 | 1,221,456 | 516,705 | 14,000 | 3,283,055 | | Senior Vice President | 2024 | 503,666 | 397,504 | 972,585 | 283,312 | 13,800 | 2,170,867 | | and Chief Financial Officer | 2023 | 479,682 | 199,640 | 807,091 | 267,144 | 13,200 | 1,766,757 |

  105. Summary Compensation Table

    | (1) Amounts reported reflect the aggregate grant date fair value of share options, PSOs, RSUs and PSUs granted to the named executive officers during 2025, 2024 and 2023, as applicable, computed in accordance with Financial Accounting Standards Board Accounting Standards Codification, or FASB ASC, Topic 718, excluding the effect of estimated forfeitures, rather than the amounts paid to or realized by the named executive officer. The grant date fair value of RSUs is determined by multiplying the number of RSUs awarded by the closing price of our Class A Shares on the date of grant. We provide information regarding the assumptions used to calculate the value of share options, PSOs, RSUs and PSUs in Note 11 to our consolidated financial statements included in our Annual Report on Form 10-K filed with the SEC on February 24, 2026. With respect to PSUs and PSOs, the values shown in the table reflect the grant date fair values based on the probable outcome of the performance goals associated with such awards. As of the date of grant, performance criteria underlying the PSUs and PSOs granted pursuant to the KPL-387 LTIP were deemed to be not probable of achievement and, therefore, reflect a grant date fair value of $0. The grant date fair value of each award if all applicable performance goals associated with such awards were achieved at maximum levels is (a) for PSUs, $3,452,743 for Mr. Patel, $1,137,565 for Dr. Paolini, $1,138,786 for Mr. Tessari, $1,138,842 for Mr. Moat, and $902,071 for Mr. Ragosa; and (b) for PSOs, $353,912 for Mr. Patel, $219,499 for Dr. Paolini, $220,456 for Mr. Tessari, $220,483 for Mr. Moat, and $201,977 for Mr. Ragosa. |

  106. Summary Compensation Table

    The amounts shown in the “Share Awards” column for 2024 have been revised from amounts previously reported in the Company’s 2025 proxy statement to reflect a correction in the valuation methodology used to determine the grant date fair value of PSU awards granted in 2024. This correction resulted in a reduction in the reported grant date fair value of 2024 PSU awards for each named executive officer. The previously reported amounts (and the corresponding reduction) were as follows: Mr. Patel, $1,679,160 (reduction of approximately $120,120); Dr. Paolini, $470,792 (reduction of approximately $33,634); Mr. Tessari, $469,520 (reduction of approximately $33,544); Mr. Moat, $468,219 (reduction of approximately $33,443); and Mr. Ragosa, $428,084 (reduction of approximately $30,580). The 2024 amounts reported in the Summary Compensation Table above, and in the Pay Versus Performance table below, reflect the corrected values.

  107. Summary Compensation Table

    | (2) Amounts reported reflect annual bonuses earned by our named executive officers for the years ended December 31, 2025, December 31, 2024, and December 31, 2023, respectively. More information can be found in the “Annual Cash Incentive Compensation” section of the “Compensation Discussion & Analysis.” Cash awards granted under the KPL-387 LTIP are not reported in this column because such awards are contingent upon the achievement of specified development and regulatory milestones that have not been achieved as of December 31, 2025, and no amounts have been earned thereunder during any covered fiscal year. The value of compensation earned under such cash awards, if any, will be reported in the “Non-Equity Incentive Plan Compensation" column for the fiscal year in which the applicable milestone is achieved and the amount becomes earned and payable. For more information on the approximate value of the cash awards at the date of grant, including the estimation methodology and assumptions used, see the “Estimated Future Payouts Under Non-Equity Incentive Plan Awards” columns in the see “2025 Grants of Plan-Based Awards Table” below. |

  108. Summary Compensation Table

    | (3) Amounts reported reflect 401(k) matching contributions or, in the case of Mr. Moat’s compensation for 2024 and 2023, the value of UK statutory pension plan contributions. |

  109. Summary Compensation Table

    | (4) For Mr. Moat, such amounts reported reflect |

  110. Summary Compensation Table

    | a. | For 2025: (a) 401(k) employer contributions of $14,000, (b) an aggregate amount related to aircraft flights for Mr. Moat and his family, paid to Mr. Moat in the amount of $42,848 and (c) a tax gross-up payment of $20,930 made in connection with such travel; |

  111. Summary Compensation Table

    | b. | For 2024: (a) UK statutory defined contribution pension and 401(k) employer contributions of $10,408 in the aggregate, (b) a car allowance of $8,945 paid while Mr. Moat’s primary work location was in the UK, (c) a cash relocation allowance of $116,176 paid in connection with Mr. Moat’s move of his primary work location to the US, (d) a tax gross-up payment of $100,617 paid in connection with such relocation allowance, (e) a $38,565 vacation payout for accrued but unused vacation time at the time of Mr. Moat’s move of his primary work location to the US, (f) an aggregate amount related to aircraft flights for Mr. Moat and his family, paid to Mr. Moat in the amount of $21,853, following the change in Mr. Moat’s primary work location to the US and (g) a tax gross-up payment of $526 made in connection with such travel; and |

  112. Summary Compensation Table

    | c. | For 2023: (a) UK statutory defined contribution pension employer contributions of $10,572 and (b) a car allowance of $14,925. |

  113. Summary Compensation Table

    Amounts paid in GBP are reflected in USD after applying the following average FX rates: 2024: £1:$1.277925 and 2023: £1:$1.243779. In addition, Mr. Moat’s 2024 All Other Compensation has been updated from the amount previously reported in the Company's 2025 proxy statement to $297,090 to include relocation-related costs described in this footnote (4), as previously reported in the Supplement to the Definitive Proxy Statement for our 2025 Annual Meeting, filed on May 9, 2025.

  114. Summary Compensation Table

    | (5) Reflects Mr. Moat’s salary as approved by the Compensation Committee in connection with his relocation to the United States and entry into an employment agreement with a base salary denominated in USD in July 2024. The salary approved by the Compensation Committee in December 2023 was $515,852, after applying a conversion from GBP to USD using the 2024 average FX rate (£1:$1.277925). |

  115. Summary Compensation Table

    | (6) Cash values reflect a conversion from GBP to USD using the 2023 average FX rate (£1:$1.243779). |

  116. Summary Compensation Table

    | (7) Effective July 1, 2025, Mr. Ragosa was promoted to Executive Vice President and, accordingly, received an increase in his base salary from $538,923 to $570,000. |

  117. 2025 Grants of Plan-Based Awards Table

    2025 Grants of Plan-Based Awards Table The following table presents equity and non-equity incentive awards granted to each of the named executive officers during 2025:

  118. 2025 Grants of Plan-Based Awards Table

    | | | | | | | | | | All Other | | Grant | | | | | | | | | | | Option | | Date | | | | | | | | | | All Other | Awards | | Fair | | | | | | | | | | Share | Number of | | Value of | | | | Estimated Future | | | Estimated Future Payouts | | | Awards | Shares | Exercise | Share | | | | Payouts under Non-Equity | | | Under Equity Incentive | | | Number of | Underlying | Price of | and | | | | Incentive Plan Awards(1) | | | Plan Awards(2) | | | Shares | Share | Share | Option | | | Grant | Threshold | Target | Maximum | Threshold | Target | Maximum | Underlying | Options | Options | Awards | | Name | Date | ($) | ($) | ($) | (#) | (#) | (#) | RSUs (#)(3) | (#) | ($)(4) | ($)(5) | | Sanj K. Patel | N/A | — | 708,254 | — | — | — | — | — | — | — | — | | | 5/1/2025 | 177,861 | 355,722 | 355,722 | — | — | — | — | — | — | — | | | 4/1/2025 | — | — | — | — | — | — | — | 137,638 | 21.77 | 1,878,082 | | | 9/1/2025 | — | — | — | — | — | — | — | 137,638 | 33.49 | 2,861,673 | | | 5/1/2025 | — | — | — | 13,119 | 26,238 | 26,238 | — | — | 27.74 | — | | | 4/1/2025 | — | — | — | — | — | — | 34,435 | — | — | 749,650 | | | 9/1/2025 | — | — | — | — | — | — | 34,435 | — | — | 1,153,228 | | | 4/1/2025 | — | — | — | 34,435 | 68,869 | 137,738 | — | — | — | 1,895,143 | | | 5/1/2025 | — | — | — | 8,187 | 16,373 | 16,373 | — | — | — | — | | John F. Paolini, M.D., Ph.D. | N/A | — | 292,849 | — | — | — | — | — | — | — | — | | | 5/1/2025 | 110,313 | 220,625 | 220,625 | — | — | — | — | — | — | — | | | 4/1/2025 | — | — | — | — | — | — | — | 39,364 | 21.77 | 538,181 | | | 9/1/2025 | — | — | — | — | — | — | — | 39,364 | 33.49 | 818,429 | | | 5/1/2025 | — | — | — | 8,137 | 16,273 | 16,273 | — | — | 27.74 | — | | | 4/1/2025 | — | — | — | — | — | — | 9,828 | — | — | 213,956 | | | 9/1/2025 | — | — | — | — | — | — | 9,828 | — | — | 329,140 | | | 4/1/2025 | — | — | — | 9,829 | 19,657 | 39,314 | — | — | — | 540,924 | | | 5/1/2025 | — | — | — | 5,078 | 10,155 | 10,155 | — | — | — | — | | Eben Tessari | N/A | — | 294,141 | — | — | — | — | — | — | — | — | | | 5/1/2025 | 110,800 | 221,599 | 221,599 | — | — | — | — | — | — | — | | | 4/1/2025 | — | — | — | — | — | — | — | 39,364 | 21.77 | 538,181 | | | 9/1/2025 | — | — | — | — | — | — | — | 39,364 | 33.49 | 818,429 | | | 5/1/2025 | — | — | — | 8,172 | 16,344 | 16,344 | — | — | 27.74 | — | | | 4/1/2025 | | | | — | — | — | 9,828 | — | — | 213,956 | | | 9/1/2025 | — | — | — | — | — | — | 9,828 | — | — | 329,140 | | | 4/1/2025 | | | | 9,829 | 19,657 | 39,314 | — | — | — | 540,924 | | | 5/1/2025 | — | — | — | 5,100 | 10,199 | 10,199 | — | — | — | — | | Ross Moat | N/A | — | 294,168 | — | — | — | — | — | — | — | — | | | 5/1/2025 | 110,810 | 221,619 | 221,619 | — | — | — | — | — | — | — | | | 4/1/2025 | — | — | — | — | — | — | — | 39,364 | 21.77 | 538,181 | | | 9/1/2025 | — | — | — | — | — | — | — | 39,364 | 33.49 | 818,429 | | | 5/1/2025 | — | — | — | 8,173 | 16,346 | 16,346 | — | — | 27.74 | — | | | 4/1/2025 | — | — | — | — | — | — | 9,828 | — | — | 213,956 | | | 9/1/2025 | — | — | — | — | — | — | 9,828 | — | — | 329,140 | | | 4/1/2025 | — | — | — | 9,829 | 19,657 | 39,314 | — | — | — | 540,924 | | | 5/1/2025 | — | — | — | 5,101 | 10,201 | 10,201 | — | — | — | — | | Mark Ragosa | N/A | — | 285,000 | — | — | — | — | — | — | — | — | | | 5/1/2025 | 101,503 | 203,006 | 203,006 | — | — | — | — | — | — | — | | | 4/1/2025 | — | — | — | — | — | — | — | 29,480 | 21.77 | 403,048 | | | 9/1/2025 | — | — | — | — | — | — | — | 39,363 | 33.49 | 818,408 | | | 5/1/2025 | — | — | — | 7,487 | 14,974 | 14,974 | — | — | 27.74 | — | | | 4/1/2025 | — | — | — | — | — | — | 7,382 | — | — | 160,706 | | | 9/1/2025 | — | — | — | — | — | — | 12,275 | — | — | 411,090 | | | 4/1/2025 | — | — | — | 7,383 | 14,765 | 29,530 | — | — | — | 406,303 | | | 5/1/2025 | — | — | — | 4,672 | 9,344 | 9,344 | — | — | — | — |

  119. 2025 Grants of Plan-Based Awards Table

    | (1) Consists of (a) target annual bonus payments for 2025. Actual cash incentive award payments determined for 2025 performance are reported in the “Non-Equity Incentive Plan Compensation” column set forth in the Summary Compensation Table above and (b) target payouts of cash awards granted pursuant to the KPL-387 LTIP. The “target” payouts reflect the amount that would have been due had the Compensation Committee assessed the Company’s performance against its corporate goals at 100%. The Company does not maintain threshold or maximum levels amounts for target annual cash incentive compensation. Pursuant to the terms of the KPL-387 LTIP, the target award value for each KPL-387 LTIP Milestone is designed such that the value to be received by our NEOs upon achievement of each KPL-387 LTIP Milestone on its respective target date is equivalent to half the participant’s then-current salary, divided equally between cash awards, PSUs and PSOs. The “target” payouts of cash awards under the KPL-387 LTIP reflects our good faith estimate of such payouts, based on the estimated salary of the individual on the target achievement date of the applicable KPL-387 LTIP Milestone, assuming a fixed annual salary increase following the effective date of the KPL-387 LTIP. Because cash awards are measured based on actual base salary at the time of achievement, actual payouts may differ from the target estimates shown. |

  120. 2025 Grants of Plan-Based Awards Table

    | (2) Consists of the threshold, target and maximum amounts that could vest pursuant to PSU and PSO awards granted to the named executive officers in 2025 under our long-term equity incentive program and the KPL-387 LTIP. As described in more detail under “Compensation Discussion and Analysis—Components of our Executive Compensation Program—Equity Incentive Awards” above, PSUs granted in 2025 as part of our annual equity incentive compensation are earned based upon the achievement of certain specified ARCALYST revenue targets and the Company’s TSR relative to the performance of the |

  121. 2025 Grants of Plan-Based Awards Table

    | members of the NBI over a three-year performance period, in each case, generally subject to continued service. PSUs and PSOs granted pursuant to the KPL-387 LTIP are earned based upon the achievement of the KPL-387 LTIP Milestones. |

  122. 2025 Grants of Plan-Based Awards Table

    | (3) Consists of RSUs awarded to each named executive officer in 2025. Additional information about these RSUs is provided under “Compensation Discussion and Analysis—Components of our Executive Compensation Program—Equity Incentive Awards.” |

  123. 2025 Grants of Plan-Based Awards Table

    | (4) Consists of share options awarded to each named executive officer in 2025. Additional information about these options is provided under “Compensation Discussion and Analysis—Components of our Executive Compensation Program—Equity Incentive Awards.” |

  124. 2025 Grants of Plan-Based Awards Table

    | (5) Amounts reported reflect the grant date fair value of share options, RSUs, PSUs and PSOs computed in accordance with Financial Accounting Standards Board Accounting Standards Codification, or FASB ASC, Topic 718, excluding the effect of estimated forfeitures, rather than the amounts paid to or realized by the named executive officer. The grant date fair value of RSU awards is determined by multiplying the number of RSUs by the closing price of the Company’s Class A Shares on the date of grant. As of the date of grant, performance criteria underlying the PSUs and PSOs granted pursuant to the KPL-387 LTIP were deemed to be not probable of achievement and, therefore, reflect a grant date fair value of $0. We provide information regarding the assumptions used to calculate the value of share options, PSOs, RSUs and PSUs in Note 11 to our consolidated financial statements included in our Annual Report on Form 10-K filed with the SEC on February 24, 2026. See footnote 1 to the Summary Compensation Table for more information. |

  125. Outstanding Equity Awards at 2025 Fiscal Year End Table

    Outstanding Equity Awards at 2025 Fiscal Year End Table The following table summarizes the number of Class A Shares underlying outstanding long-term equity incentive plan awards for each named executive officer as of December 31, 2025:

  126. Outstanding Equity Awards at 2025 Fiscal Year End Table

    | | | Option Awards(1) | | | | | Share Awards(1) | | | | | | | | | | | | | | | | Market or | | | | | | | | | | | | | payout | | | | | | | | | | Number | Market | Number of | value of | | | | | | | Number of | | | of shares | value of | Unearned | unearned | | | | | Number of | Number of | Securities | | | or units | shares or | shares or | shares or | | | | | Securities | Securities | underlying | | | of stock | units of | units of | units of | | | | | underlying | underlying | unexercised | Option | | that | stock that | stock that | stock that | | | | Vesting | unexercised | unexercised | unearned | exercise | Option | have not | have not | have not | have not | | | | Start | options (#) | options (#) | options (#) | price | expiration | vested | vested | vested | vested | Vesting | | Name | Date | exercisable | unexercisable | unexercisable | ($) | date | (#)(2) | ($)(3) | (#)(4) | ($)(3) | Terms | | Sanj K. Patel | 03/01/2018 | 439,182 | — | — | 10.36 | 02/29/2028 | — | — | — | — | (5) | | | 09/20/2018 | 125,000 | — | — | 30.93 | 09/19/2028 | — | — | — | — | (5) | | | 03/04/2019 | 187,000 | — | — | 17.92 | 03/03/2029 | — | — | — | — | (5) | | | 09/17/2019 | 190,000 | — | — | 8.83 | 09/16/2029 | — | — | — | — | (5) | | | 03/13/2020 | 180,000 | — | — | 15.52 | 03/12/2030 | — | — | — | — | (5) | | | 09/10/2020 | 180,000 | — | — | 15.50 | 09/09/2030 | — | — | — | — | (5) | | | 03/16/2021 | 157,658 | — | — | 22.89 | 03/15/2031 | — | — | — | — | (5) | | | 09/02/2021 | 157,658 | — | — | 12.97 | 09/01/2031 | — | — | — | — | (5) | | | 04/07/2022 | 219,813 | 19,982 | — | 11.10 | 04/06/2032 | — | — | — | — | (6) | | | 09/01/2022 | 194,835 | 44,960 | — | 11.97 | 08/31/2032 | — | — | — | — | (6) | | | 04/01/2023 | 103,668 | 51,832 | — | 10.76 | 03/31/2033 | — | — | — | — | (6) | | | 09/01/2023 | 87,470 | 68,030 | — | 17.76 | 08/31/2033 | — | — | — | — | (6) | | | 04/01/2024 | 54,064 | 75,686 | — | 18.06 | 03/31/2034 | — | — | — | — | (6) | | | 09/01/2024 | 40,548 | 89,202 | — | 26.74 | 08/31/2034 | — | — | — | — | (6) | | | 04/01/2025 | — | 137,638 | — | 21.77 | 03/31/2035 | — | — | — | — | (6) | | | 09/01/2025 | — | 137,638 | — | 33.49 | 08/31/2035 | — | — | — | — | (6) | | | 05/01/2025 | — | — | 12,910(7) | 27.74 | 04/30/2035 | — | — | — | — | (8) | | | 05/01/2025 | — | — | 13,328(7) | 27.74 | 04/30/2035 | — | — | — | — | (9) | | | 04/07/2022 | — | — | — | — | — | 9,991 | 412,129 | — | — | (10) | | | 09/01/2022 | — | — | — | — | — | 9,991 | 412,129 | — | — | (10) | | | 04/01/2023 | — | — | — | — | — | 12,962 | 534,683 | — | — | (10) | | | 09/01/2023 | — | — | — | — | — | 12,962 | 534,683 | — | — | (10) | | | 04/01/2024 | — | — | — | — | — | 18,712 | 771,870 | — | — | (10) | | | 09/01/2024 | — | — | — | — | — | 18,712 | 771,870 | — | — | (10) | | | 04/01/2025 | — | — | — | — | — | 34,435 | 1,420,444 | — | — | (10) | | | 09/01/2025 | — | — | — | — | — | 34,435 | 1,420,444 | — | — | (10) | | | 01/01/2024 | — | — | — | — | — | — | — | 20,000 | 825,000 | (11) | | | 01/01/2025 | — | — | — | — | — | — | — | 68,869 | 2,840,846 | (11) | | | 05/01/2025 | — | — | — | — | — | — | — | 7,987(12) | 329,464 | (8) | | | 05/01/2025 | — | — | — | — | — | — | — | 8,386(12) | 345,923 | (9) |

  127. Outstanding Equity Awards at 2025 Fiscal Year End Table

    | | | Option Awards(1) | | | | | Share Awards(1) | | | | | | | | | | | | | | | | Market or | | | | | | | | | | | | | payout | | | | | | | | | | Number | Market | Number of | value of | | | | | | | Number of | | | of shares | value of | Unearned | unearned | | | | | Number of | Number of | Securities | | | or units | shares or | shares or | shares or | | | | | Securities | Securities | underlying | | | of stock | units of | units of | units of | | | | | underlying | underlying | unexercised | Option | | that | stock that | stock that | stock that | | | | Vesting | unexercised | unexercised | unearned | exercise | Option | have not | have not | have not | have not | | | | Start | options (#) | options (#) | options (#) | price | expiration | vested | vested | vested | vested | Vesting | | Name | Date | exercisable | unexercisable | unexercisable | ($) | date | (#)(2) | ($)(3) | (#)(4) | ($)(3) | Terms | | John F. Paolini, M.D., Ph.D. | 03/01/2018 | 128,094 | — | — | 10.36 | 02/29/2028 | — | — | — | — | (5) | | | 09/20/2018 | 45,000 | — | — | 30.93 | 09/19/2028 | — | — | — | — | (5) | | | 03/04/2019 | 51,000 | — | — | 17.92 | 03/03/2029 | — | — | — | — | (5) | | | 03/13/2020 | 50,000 | — | — | 15.52 | 03/12/2030 | — | — | — | — | (5) | | | 09/10/2020 | 50,000 | — | — | 15.50 | 09/09/2030 | — | — | — | — | (5) | | | 03/16/2021 | 41,400 | — | — | 22.89 | 03/15/2031 | — | — | — | — | (5) | | | 09/02/2021 | 41,400 | — | — | 12.97 | 09/01/2031 | — | — | — | — | (5) | | | 04/07/2022 | 54,936 | 4,994 | — | 11.10 | 04/06/2032 | — | — | — | — | (6) | | | 09/01/2022 | 48,694 | 11,236 | — | 11.97 | 08/31/2032 | — | — | — | — | (6) | | | 04/01/2023 | 25,983 | 12,991 | — | 10.76 | 03/31/2033 | — | — | — | — | (6) | | | 09/01/2023 | 21,924 | 17,050 | — | 17.76 | 08/31/2033 | — | — | — | — | (6) | | | 04/01/2024 | 15,147 | 21,203 | — | 18.06 | 03/31/2034 | — | — | — | — | (6) | | | 09/01/2024 | 11,360 | 24,990 | — | 26.74 | 08/31/2034 | — | — | — | — | (6) | | | 04/01/2025 | — | 39,364 | — | 21.77 | 03/31/2035 | — | — | — | — | (6) | | | 09/01/2025 | — | 39,364 | — | 33.49 | 08/31/2035 | — | — | — | — | (6) | | | 05/01/2025 | — | — | 8,007(7) | 27.74 | 04/30/2035 | — | — | — | — | (8) | | | 05/01/2025 | — | — | 8,266(7) | 27.74 | 04/30/2035 | — | — | — | — | (9) | | | 04/07/2022 | — | — | — | — | — | 2,497 | 103,001 | — | — | (10) | | | 09/01/2022 | — | — | — | — | — | 2,497 | 103,001 | — | — | (10) | | | 04/01/2023 | — | — | — | — | — | 3,248 | 133,980 | — | — | (10) | | | 09/01/2023 | — | — | — | — | — | 3,248 | 133,980 | — | — | (10) | | | 04/01/2024 | — | — | — | — | — | 5,250 | 216,563 | — | — | (10) | | | 09/01/2024 | — | — | — | — | — | 5,250 | 216,563 | — | — | (10) | | | 04/01/2025 | — | — | — | — | — | 9,828 | 405,405 | — | — | (10) | | | 09/01/2025 | — | — | — | — | — | 9,828 | 405,405 | — | — | (10) | | | 01/01/2024 | — | — | — | — | — | — | — | 5,600 | 231,000 | (11) | | | 01/01/2025 | — | — | — | — | — | — | — | 19,657 | 810,851 | (11) | | | 05/01/2025 | — | — | — | — | — | — | — | 4,954(12) | 204,353 | (8) | | | 05/01/2025 | — | — | — | — | — | — | — | 5,201(12) | 214,541 | (9) | | Eben Tessari | 06/29/2017 | 49 | — | — | 3.80 | 6/28/2027 | — | — | — | — | (5) | | | 09/20/2018 | 45,000 | — | — | 30.93 | 9/19/2028 | — | — | — | — | (5) | | | 09/10/2020 | 6,249 | — | — | 15.50 | 9/9/2030 | — | — | — | — | (5) | | | 03/16/2021 | 46,938 | — | — | 22.89 | 3/15/2031 | — | — | — | — | (5) | | | 09/02/2021 | 16,694 | — | — | 12.97 | 9/1/2031 | — | — | — | — | (5) | | | 04/07/2022 | 27,259 | 5,451 | — | 11.10 | 4/6/2032 | — | — | — | — | (6) | | | 09/01/2022 | 27,258 | 12,266 | — | 11.97 | 8/31/2032 | — | — | — | — | (6) | | | 04/01/2023 | 17,727 | 14,181 | — | 10.76 | 3/31/2033 | — | — | — | — | (6) | | | 09/01/2023 | 23,932 | 18,612 | — | 17.76 | 8/31/2033 | — | — | — | — | (6) | | | 04/01/2024 | 15,126 | 21,174 | — | 18.06 | 3/31/2034 | — | — | — | — | (6) | | | 09/01/2024 | 11,344 | 24,956 | — | 26.74 | 8/31/2034 | — | — | — | — | (6) | | | 04/01/2025 | — | 39,364 | — | 21.77 | 3/31/2035 | — | — | — | — | (6) | | | 09/01/2025 | — | 39,364 | — | 33.49 | 8/31/2035 | — | — | — | — | (6) | | | 05/01/2025 | — | — | 8,042(7) | 27.74 | 4/30/2035 | — | — | — | — | (8) | | | 05/01/2025 | — | — | 8,302(7) | 27.74 | 4/30/2035 | — | — | — | — | (9) | | | 04/07/2022 | — | — | — | — | — | 2,726 | 112,448 | — | — | (10) | | | 09/01/2022 | — | — | — | — | — | 2,726 | 112,448 | — | — | (10) | | | 04/01/2023 | — | — | — | — | — | 3,545 | 146,231 | — | — | (10) | | | 09/01/2023 | — | — | — | — | — | 3,545 | 146,231 | — | — | (10) | | | 04/01/2024 | — | — | — | — | — | 5,235 | 215,944 | — | — | (10) | | | 09/01/2024 | — | — | — | — | — | 5,235 | 215,944 | — | — | (10) | | | 04/01/2025 | — | — | — | — | — | 9,828 | 405,405 | — | — | (10) | | | 09/01/2025 | — | — | — | — | — | 9,828 | 405,405 | — | — | (10) | | | 01/01/2024 | — | — | — | — | — | — | — | 5,585 | 230,381 | (11) | | | 01/01/2025 | — | — | — | — | — | — | — | 19,657 | 810,851 | (11) | | | 05/01/2025 | — | — | — | — | — | — | — | 4,975(12) | 205,219 | (8) | | | 05/01/2025 | — | — | — | — | — | — | — | 5,224(12) | 215,490 | (9) |

  128. Outstanding Equity Awards at 2025 Fiscal Year End Table

    | | | Option Awards(1) | | | | | Share Awards(1) | | | | | | | | | | | | | | | | Market or | | | | | | | | | | | | | payout | | | | | | | | | | Number | Market | Number of | value of | | | | | | | Number of | | | of shares | value of | Unearned | unearned | | | | | Number of | Number of | Securities | | | or units | shares or | shares or | shares or | | | | | Securities | Securities | underlying | | | of stock | units of | units of | units of | | | | | underlying | underlying | unexercised | Option | | that | stock that | stock that | stock that | | | | Vesting | unexercised | unexercised | unearned | exercise | Option | have not | have not | have not | have not | | | | Start | options (#) | options (#) | options (#) | price | expiration | vested | vested | vested | vested | Vesting | | Name | Date | exercisable | unexercisable | unexercisable | ($) | date | (#)(2) | ($)(3) | (#)(4) | ($)(3) | Terms | | Ross Moat | 03/16/2021 | 7,954 | — | — | 22.89 | 03/15/2031 | — | — | — | — | (5) | | | 09/02/2021 | 1,658 | — | — | 12.97 | 09/01/2031 | — | — | — | — | (5) | | | 04/07/2022 | 16,105 | 4,954 | — | 11.10 | 04/06/2032 | — | — | — | — | (6) | | | 09/01/2022 | 16,104 | 11,148 | — | 11.97 | 08/31/2032 | — | — | — | — | (6) | | | 04/01/2023 | 10,472 | 12,889 | — | 10.76 | 03/31/2033 | — | — | — | — | (6) | | | 09/01/2023 | 10,473 | 16,916 | — | 17.76 | 08/31/2033 | — | — | — | — | (6) | | | 04/01/2024 | 15,042 | 21,058 | — | 18.06 | 03/31/2034 | — | — | — | — | (6) | | | 09/01/2024 | 11,282 | 24,818 | — | 26.74 | 08/31/2034 | — | — | — | — | (6) | | | 04/01/2025 | — | 39,364 | — | 21.77 | 03/31/2035 | — | — | — | — | (6) | | | 09/01/2025 | — | 39,364 | — | 33.49 | 08/31/2035 | — | — | — | — | (6) | | | 05/01/2025 | — | — | 8,043(7) | 27.74 | 04/30/2035 | — | — | — | — | (8) | | | 05/01/2025 | — | — | 8,303(7) | 27.74 | 04/30/2035 | — | — | — | — | (9) | | | 04/07/2022 | — | — | — | — | — | 2,477 | 102,176 | — | — | (10) | | | 09/01/2022 | — | — | — | — | — | 2,477 | 102,176 | — | — | (10) | | | 04/01/2023 | — | — | — | — | — | 3,222 | 132,908 | — | — | (10) | | | 09/01/2023 | — | — | — | — | — | 3,222 | 132,908 | — | — | (10) | | | 04/01/2024 | — | — | — | — | — | 5,221 | 215,366 | — | — | (10) | | | 09/01/2024 | — | — | — | — | — | 5,221 | 215,366 | — | — | (10) | | | 04/01/2025 | — | — | — | — | — | 9,828 | 405,405 | — | — | (10) | | | 09/01/2025 | — | — | — | — | — | 9,828 | 405,405 | — | — | (10) | | | 01/01/2024 | — | — | — | — | — | — | — | 5,569 | 229,721 | (11) | | | 01/01/2025 | — | — | — | — | — | — | — | 19,657 | 810,851 | (11) | | | 05/01/2025 | — | — | — | — | — | — | — | 4,976(12) | 205,260 | (8) | | | 05/01/2025 | — | — | — | — | — | — | — | 5,225(12) | 215,531 | (9) | | Mark Ragosa | 03/16/2021 | 2,036 | — | — | 22.89 | 03/15/2031 | — | — | — | — | (5) | | | 04/26/2021 | 2,471 | — | — | 16.90 | 04/25/2031 | — | — | — | — | (5) | | | 09/02/2021 | 8,374 | — | — | 12.97 | 09/01/2031 | — | — | — | — | (5) | | | 04/07/2022 | — | 5,388 | — | 11.10 | 04/06/2032 | — | — | — | — | (6) | | | 09/01/2022 | — | 12,123 | — | 11.97 | 08/31/2032 | — | — | — | — | (6) | | | 04/01/2023 | — | 14,016 | — | 10.76 | 03/31/2033 | — | — | — | — | (6) | | | 09/01/2023 | 10,513 | 18,396 | — | 17.76 | 08/31/2033 | — | — | — | — | (6) | | | 04/01/2024 | 13,813 | 19,337 | — | 18.06 | 03/31/2034 | — | — | — | — | (6) | | | 09/01/2024 | 10,360 | 22,790 | — | 26.74 | 08/31/2034 | — | — | — | — | (6) | | | 04/01/2025 | — | 29,480 | — | 21.77 | 03/31/2035 | — | — | — | — | (6) | | | 09/01/2025 | — | 39,363 | — | 33.49 | 08/31/2035 | — | — | — | — | (6) | | | 05/01/2025 | — | — | 7,368(7) | 27.74 | 04/30/2035 | — | — | — | — | (8) | | | 05/01/2025 | — | — | 7,606(7) | 27.74 | 04/30/2035 | — | — | — | — | (9) | | | 04/07/2022 | — | — | — | — | — | 2,694 | 111,128 | — | — | (10) | | | 09/01/2022 | — | — | — | — | — | 2,694 | 111,128 | — | — | (10) | | | 04/01/2023 | — | — | — | — | — | 3,500 | 144,375 | — | — | (10) | | | 09/01/2023 | — | — | — | — | — | 3,500 | 144,375 | — | — | (10) | | | 04/01/2024 | — | — | — | — | — | 4,773 | 196,886 | — | — | (10) | | | 09/01/2024 | — | — | — | — | — | 4,773 | 196,886 | — | — | (10) | | | 04/01/2025 | — | — | — | — | — | 7,382 | 304,508 | — | — | (10) | | | 09/01/2025 | — | — | — | — | — | 12,275 | 506,344 | — | — | (10) | | | 01/01/2024 | — | — | — | — | — | — | — | 5,092 | 210,045 | (11) | | | 01/01/2025 | — | — | — | — | — | — | — | 14,765 | 609,056 | (11) | | | 05/01/2025 | — | — | — | — | — | — | — | 4,558(12) | 188,018 | (8) | | | 05/01/2025 | — | — | — | — | — | — | — | 4,786(12) | 197,423 | (9) |

  129. Outstanding Equity Awards at 2025 Fiscal Year End Table

    | (1) Time-based equity awards (share options and RSUs) are subject to accelerated vesting upon certain events pursuant to the terms of the named executive officers’ employment agreements, as described below under “Employment Agreements and Potential Payments upon Termination or Change in Control.” In addition, pursuant to the equity award agreements governing the awards reflected in this table, in the event of a change in control (as defined in the applicable equity award agreement), each named executive officer will become immediately vested in any outstanding time-based equity awards to the extent that such equity awards are not assumed or substituted in such transaction. If the time-based equity awards are assumed or substituted in connection with a change in control, each named executive officer will become vested in such equity awards in the event his employment is terminated by the surviving entity without cause (as defined in the applicable equity award agreement) within 12 months following a change in control. Upon a change in control, pursuant to the award agreements evidencing the PSUs, the PSUs will vest based on the extent to which the performance criteria have been achieved as of the change in control. PSUs granted pursuant to annual equity incentive compensation awards are eligible to remain outstanding and to vest based on actual performance following a termination by the Company without cause or by the executive for good reason, prorated based on days employed during the performance period. Upon a change in control, if a named executive officer's awards are assumed or substituted for by the successor entity and the named executive officer is terminated without cause or resigns for good reason on or within 12 months of the change in control, awards related to any then-achievable -KPL-387 LTIP Milestones will be earned based on the applicable earnout percentage as of the date of termination. If KPL-387 LTIP awards are not assumed or substituted in the change in control transaction, such awards will be earned based on the applicable earnout percentage as of the date of the change in control, without a requirement for termination of employment. In addition, pursuant to the KPL-387 LTIP, if a named executive officer is terminated without cause or resigns for good reason (if applicable) and, within 60 days of the date of termination, the BLA Acceptance Date occurs, the named executive officer will be deemed employed on such date for purposes of the BLA Filing Milestone Awards. |

  130. Outstanding Equity Awards at 2025 Fiscal Year End Table

    | (2) Reflects awards of RSUs. Additional information about these RSUs is provided under “Compensation Discussion and Analysis—Components of our Executive Compensation Program—Equity Incentive Awards” and footnote 1 to the Summary Compensation Table for more information. |

  131. Outstanding Equity Awards at 2025 Fiscal Year End Table

    | (3) Amounts reported in this column are calculated on a per share price of $41.25, the closing per share price of our Class A Shares on December 31, 2025. |

  132. Outstanding Equity Awards at 2025 Fiscal Year End Table

    | (4) Reflects awards of PSUs, assuming an earned and vested payout at target level of performance. See the “2025 Grants of Plan-Based Awards Table” for more information on the range of potential payouts for our PSUs and footnote 1 to the Summary Compensation Table for more information. |

  133. Outstanding Equity Awards at 2025 Fiscal Year End Table

    | (5) Reflects an award of share options that is fully vested and exercisable as of December 31, 2025. In each case, the exercise price is equal to the closing price per share of our Class A Shares on the grant date. |

  134. Outstanding Equity Awards at 2025 Fiscal Year End Table

    | (6) The share options vest over a four-year period, with 25% of the share options vesting on the first anniversary of the vesting start date and the remainder vesting in 36 equal monthly installments thereafter, generally subject to continued service to Kiniksa. |

  135. Outstanding Equity Awards at 2025 Fiscal Year End Table

    | (7) Reflects an award of PSOs made pursuant to the KPL-387 LTIP, assuming an earned and vested payout at target level of performance. |

  136. Outstanding Equity Awards at 2025 Fiscal Year End Table

    | (8) The awards will vest and become exercisable on the achievement of KPL-387 Milestone 1, with an earnout percentage of 100%, 75%, 50% or 0% applied based on the date of achievement. |

  137. Outstanding Equity Awards at 2025 Fiscal Year End Table

    | (9) The awards will vest and become exercisable on the achievement of KPL-387 Milestone 2, with an earnout percentage of 100%, 75%, 50% or 0% applied based on the date of achievement. |

  138. Outstanding Equity Awards at 2025 Fiscal Year End Table

    | (10) The RSUs vest over a four-year period, with 25% of the RSUs vesting on each anniversary of the vesting start date, generally subject to continued service to Kiniksa. |

  139. Outstanding Equity Awards at 2025 Fiscal Year End Table

    | (11) The PSUs are subject to a three-year performance period beginning on the vesting start date. After such period, the Compensation Committee shall certify the number of Class A Shares that have been earned and will vest no later than 30 days following the end of the performance period. |

  140. Outstanding Equity Awards at 2025 Fiscal Year End Table

    | (12) Reflects an award of PSUs made pursuant to the KPL-387 LTIP, assuming an earned and vested payout at target level of performance. |

  141. Narrative Disclosure to Summary Compensation Table and 2025 Grants of Plan-Based Awards Table

    Narrative Disclosure to Summary Compensation Table and 2025 Grants of Plan-Based Awards Table Each of our named executive officers is party to an employment agreement with our wholly-owned US subsidiary, Kiniksa Pharmaceuticals Corp. Each such employment agreement provides for specified annual base salary, subject to increase from time to time by the Compensation Committee, and provides for the opportunity to earn an annual cash bonus at a specified target bonus opportunity, with annual bonus paid to be determined by the Compensation Committee based on achievement of corporate and individual performance targets. For more information, see “Employment Agreements and Potential Payments upon Termination or Change in Control” below. Each of our named executive officers received grants of share options, RSUs, PSUs and PSOs during 2025 under the 2018 Plan, the terms of which are described under the 2025 Grants of Plan-Based Awards Table above.

  142. Pension Benefits and Nonqualified Deferred Compensation

    Pension Benefits and Nonqualified Deferred Compensation None of our named executive officers received benefits from a defined benefit pension plan or from a nonqualified deferred compensation plan during the year ended on December 31, 2025 or prior years.

  143. Employment Agreements and Potential Payments upon Termination or Change in Control

    Employment Agreements and Potential Payments upon Termination or Change in Control Each of our named executive officers is party to an employment agreement with our wholly-owned US subsidiary, Kiniksa Pharmaceuticals Corp. Certain key terms of these agreements are described below. Effective January 1, 2025, each of the named executive officers (other than Mr. Patel) entered into new employment agreements with Kiniksa Pharmaceuticals Corp. The following are summaries of the employment agreements applicable to each named executive officer in the year ended December 31, 2025. The terms “cause,” “good reason” and “change in control” referred to below are defined in the applicable named executive officer’s employment agreement. Under the terms of the non-CEO named executive officers’ employment agreements, “good reason” is generally defined as (a) a material reduction in the named executive officer’s base salary and/or target bonus without prior written consent (unless in connection with reductions of similar magnitude impacting a majority of the Company’s office-based employees at a similar job level) or (b) the relocation of the named executive officer’s primary office to a location more than 50 miles from the named executive officer's primary office as of the date of the agreement.

  144. Estimated Severance Payments

    | (1) Each of the named executive officers is eligible to receive separation payments upon a termination without “cause,” due to death or disability, or upon resignation for “good reason” not in connection with a change of control. These conditions are more fully described in “Employment Agreements and Potential Payments upon Termination or Change in Control.” |

  145. CEO Pay Ratio

    CEO Pay Ratio Under the Dodd-Frank Wall Street Reform and Consumer Protection Act and Item 402(u) of Regulation S-K, we are required to disclose the median of the annual total compensation of our employees (excluding our Chief Executive Officer), the annual total compensation of our Chief Executive Officer, Sanj K. Patel, and the ratio of these two amounts. We have determined the 2025 annual total compensation of our median compensated employee, excluding Mr. Patel, to be $310,707. The annual total compensation of Mr. Patel as shown in the Summary Compensation Table above is $10,782,661. The ratio of the annual total compensation of our Chief Executive Officer to that of our median compensated employee was approximately 35 to 1. We identified the median employee by examining the 2025 total compensation for all our employees, excluding Mr. Patel, who were employed by us on December 31, 2025. We included all employees, whether employed on a full-time, or part-time, salaried or hourly basis. Total compensation is calculated using the same methodology as used for the named executive officers in the Summary Compensation Table above, and is based on (a) annual base salary in 2025, (b) annual cash incentive award compensation for 2025, (c) the grant date fair market value of long-term equity awards granted in 2025 and (d) the value of contributions by the Company to the applicable employee’s 401(k) retirement savings plan. The pay ratio reported above is a reasonable estimate calculated in a manner consistent with SEC rules which allow companies to adopt a variety of methodologies. Therefore, the pay ratio reported by other companies may not be comparable to the pay ratio reported above as other companies may have different employment and compensation practices and may utilize different methodologies in calculating their own pay ratios.

  146. Equity Compensation Plan Information

    | (2) The dollar amounts reported represent the amount of “compensation actually paid” to our CEO and the average “compensation actually paid” to our remaining (non-CEO) NEOs, respectively, as computed in accordance with Item 402(v) of Regulation S-K, for each covered year. The dollar amounts do not reflect the actual amount of compensation earned or received by or paid to the CEO and (non-CEO) NEOs during the applicable year. The SCT Total to CAP reconciliation is outlined in the tables below. |

  147. Analysis of the Information Presented in the Pay Versus Performance Table

    Analysis of the Information Presented in the Pay Versus Performance Table In accordance with Item 402(v) of Regulation S-K, we are providing the following graphs that describe the relationships between information presented in the tables above.

  148. Non-Employee Director Compensation Program

    Non-Employee Director Compensation Program Our Chief Executive Officer, Sanj K. Patel, does not receive compensation for his service on our Board of Directors. His compensation for 2025 is disclosed above under the heading “Executive Compensation Tables—Summary Compensation Table.” We maintain a program (the “Non-Employee Director Compensation Program”), which governs the fees and equity awards payable to our non-employee directors (currently, all of our directors other than Sanj K. Patel). Such policy is periodically reviewed by the Compensation Committee, which recommends any changes to the Board for approval. The Compensation Committee and Board reserve discretion to recommend and approve, respectively, changes to the Non-Employee Director Compensation Program consistent with the duties and obligations of the directors and in line with market practice. Non-employee directors typically receive an annual retainer paid in cash for their service (depending on their additional membership and chairperson responsibilities with respect to the Board’s committees) and an annual grant of equity awards, but they do not receive any performance-based incentive component of remuneration. There are no elements of the Non-Employee Director Compensation Program that are subject to performance conditions, and accordingly there are no provisions for the recovery or withholding of sums. The Non-Employee Director Compensation Program is composed of the following elements:

  149. Non-Employee Director Compensation Program

    | ● | Annual cash retainers; |

  150. Non-Employee Director Compensation Program

    | ● | Initial and annual equity awards; and |

  151. Non-Employee Director Compensation Program

    | ● | Other compensation. |

  152. Non-Employee Director Compensation Program

    Each component of our Non-Employee Director Compensation Program has different purposes and key characteristics, which, when combined, fulfills our objectives to attract and retain talented individuals to serve on our Board. The purpose and link to strategy and operation for each element of our Non-Employee Director Compensation Program is set forth below under each relevant sub-section. In addition, per the Articles, our directors, including our non-employee directors, may be reimbursed for all reasonable transportation, hotel and other expenses properly incurred by them in the conduct of the Company’s business performing their duties as directors, including in connection with attending and returning from meetings of the Board or any committee of the Board.

  153. 2025 Director Compensation Table

    2025 Director Compensation Table The following table sets forth in summary form information concerning the compensation that was earned by or paid to each of our non-employee directors in their capacity as members of our Board of Directors during the year ended December 31, 2025:

  154. 2025 Director Compensation Table

    | | Fees | | | | | | | earned or | Share | Option | All other | | | | paid in | awards | awards | compensation | Total | | Name | cash ($) | ($)(1) | ($)(1) | ($) | ($) | | Felix J. Baker, Ph.D. | 93,999 | 81,479 | 255,162 | — | 430,640 | | Stephen R. Biggar, M.D., Ph.D. | 68,999 | 81,479 | 255,162 | — | 405,640 | | M. Cantey Boyd | 59,000 | 81,479 | 255,162 | — | 395,641 | | G. Bradley Cole | 59,999 | 81,479 | 255,162 | — | 396,640 | | Richard S. Levy, M.D.(2) | 69,998 | 111,470 | 255,162 | 30,000 | 466,630 | | Thomas R. Malley | 74,999 | 81,479 | 255,162 | — | 411,640 | | Tracey L. McCain | 59,999 | 81,479 | 255,162 | — | 396,640 | | Kimberly J. Popovits | 69,999 | 81,479 | 255,162 | — | 406,640 | | Barry D. Quart, Pharm.D | 77,999 | 81,479 | 255,162 | — | 414,640 |

  155. 2025 Director Compensation Table

    | (1) Amounts reflect the grant date fair value of options and RSUs computed in accordance with FASB ASC Topic 718, excluding the effect of estimated forfeitures, rather than the amounts paid to or realized by the director. For Dr. Levy, amount reflects the grant date fair value of options and RSUs granted in respect of his service as a member of our Board of Directors and fully vested RSUs granted in respect of his consulting services. We provide information regarding the assumptions used to calculate the value of share option and RSU awards in Note 11 to our consolidated financial statements included in our Annual Report on Form 10-K filed with the SEC on February 24, 2026. The grant date fair value of RSU awards is determined by multiplying the number of RSUs by the closing price of the Company’s Class A Shares on the date of grant. |

  156. 2025 Director Compensation Table

    | (2) Dr. Levy received (a) cash consulting fees ($30,000) and (b) fully vested RSUs (grant date fair market value of $29,991), in each case pursuant to his consulting arrangements with us as described above under “Other Compensation”. |

  157. 2025 Director Compensation Table

    The following table sets forth the aggregate numbers of share options (exercisable and unexercisable) and RSUs held by our non-employee directors as of December 31, 2025. Refer to our “Outstanding Equity Awards at 2025 Fiscal Year End Table “ for information regarding equity awards held by Mr. Patel as of December 31, 2025.

  158. 2025 Director Compensation Table

    | Name | Option Awards (#) | RSU Awards (#) | | Felix J. Baker, Ph.D. | 181,591 | 2,799 | | Stephen R. Biggar, M.D., Ph.D. | 181,591 | 2,799 | | M. Cantey Boyd | 45,182 | 5,952 | | G. Bradley Cole | 163,276 | 2,799 | | Richard S. Levy, M.D. | 182,036 | 2,799 | | Thomas R. Malley | 54,598 | 2,799 | | Tracey L. McCain | 208,579 | 2,799 | | Kimberly J. Popovits | 144,071 | 2,799 | | Barry D. Quart, Pharm.D. | 162,831 | 2,799 |

  159. 2025 Director Compensation Table

    The following table sets forth information with respect to the beneficial ownership of our Class A Shares, Class A1 Shares, Class B Shares and Class B1 Shares, as of the Record Date, by:

  160. 2025 Director Compensation Table

    | ● | each person or group of affiliated persons known by us to beneficially own more than 5% of our Class A Shares or Class B Shares; |

  161. 2025 Director Compensation Table

    | ● | each of our named executive officers and directors; and |

  162. 2025 Director Compensation Table

    | ● | all of our executive officers and directors as a group. |

  163. 2025 Director Compensation Table

    The number of shares beneficially owned by each shareholder is determined under rules issued by the SEC. Under these rules, beneficial ownership includes any shares over which the individual or entity has sole or shared voting power or investment power. Applicable percentage ownership is based on 46,218,660 Class A Shares issued and outstanding, 1,795,158 Class B Shares issued and outstanding, 12,781,964 Class A1 Shares issued and outstanding, and 16,057,618 Class B1 Shares issued and outstanding, each as of the Record Date. For the purposes of the rules issued by the SEC, in computing the number of shares beneficially owned by an individual or entity and the percentage ownership of that person, ordinary shares subject to options or other rights held by such person that are currently exercisable or will become exercisable within sixty (60) days of the Record Date are considered outstanding, although these shares are not considered outstanding for purposes of computing the percentage ownership of any other person. Unless noted otherwise, the address of all listed shareholders is c/o Kiniksa Pharmaceuticals Corp., 100 Hayden Avenue, Lexington, Massachusetts 02421. Each of the shareholders listed has sole voting and investment power with respect to the shares beneficially owned by the shareholder unless noted otherwise, subject to community property laws where applicable. Our Class B Shares are convertible into Class A Shares or Class B1 Shares at any time at the option of the holder, with prior notice to us, on a one-for-one basis. Accordingly, each holder of Class B Shares is deemed to be the beneficial owner of, in each case, an equal number of Class A Shares and Class B1 Shares, in addition to any other Class A Shares or Class B1 Shares beneficially owned by such holder. Our Class A1 Shares are convertible into Class A Shares at any time at the option of the holder, with prior notice to us, on a one-for-one basis, unless, immediately prior to or following such conversion, the holder and its affiliates beneficially own, or would beneficially own, more than 4.99% of our issued and outstanding Class A Shares, in which case such notice would need to be provided to us at least sixty-one (61) days prior to any such conversion. Accordingly, each holder of Class A1 Shares is deemed to be the beneficial owner of the number of Class A Shares that would result in such holder owning up to 4.99% of the issued and outstanding Class A Shares, in addition to any other Class A Shares beneficially owned by such holder. Our Class B1 Shares are convertible into Class A Shares or Class B Shares at any time at the option of the holder, with prior notice to us, on a one-for-one basis, unless, immediately prior to or following such conversion, the holder and its affiliates beneficially own, or would beneficially own, more than 4.99% of our issued and outstanding Class A Shares, in which case such notice would need to be provided to us at least sixty-one (61) days prior to any such conversion. Accordingly, each holder of Class B1 Shares is deemed to be the beneficial owner of the number of Class A Shares and Class B Shares, in each case, that would result in such holder owning up to 4.99% of our issued and outstanding Class A Shares, in addition to any other Class A Shares or Class B Shares beneficially owned by such holder.

  164. 2025 Director Compensation Table

    | | Class A Shares | Class A Shares | Class A1 Shares | Class A1 Shares | Class B Shares | Class B Shares | Class B1 Shares | Class B1 Shares | Total Voting Power | | | (#) | (%) | (#) | (%) | (#) | (%) | (#) | (%) | (%) | | 5% Shareholders | | | | | | | | | | | FMR LLC(1) | 4,854,354 | 10.50% | — | — | — | — | — | — | 7.56% | | Rubric Capital Management(2) | 3,328,653 | 7.20% | — | — | — | — | — | — | 5.19% | | Entities managed by Baker Bros. Advisors LP(3) | 3,033,456 | 6.53% | 12,781,964 | 100.00% | — | — | 16,057,618 | 100.00% | 4.71% | | Entities affiliated with Dr. Robert Desnick(4) | 1,268,063 | 2.74% | — | — | 214,101 | 11.93% | 214,101 | 1.32% | 4.98% | | Officers and Directors | | | | | | | | | | | Sanj K. Patel(5) | 2,415,223 | 4.99% | — | —% | 1,526,160 | 85.02% | 1,526,160 | 8.68% | 26.64% | | John F. Paolini(6) | 654,566 | 1.40% | — | — | — | — | — | — | 1.01% | | Eben Tessari(7) | 349,458 | *% | — | — | — | — | — | — | *% | | Ross Moat(8) | 146,156 | * | — | — | — | — | — | — | * | | Mark Ragosa(9) | 58,326 | * | — | — | — | — | — | — | * | | Felix J. Baker(10) | 3,267,392 | 7.04% | 12,781,964 | 100.00% | — | — | 16,057,618 | 100.00% | 5.07% | | Stephen R. Biggar(11) | 196,936 | * | — | — | — | — | — | — | * | | M. Cantey Boyd(12) | 36,943 | * | — | — | — | — | — | — | * | | G. Bradley Cole(13) | 178,621 | * | — | — | — | — | — | — | * | | Rich Levy(14) | 203,992 | * | — | — | — | — | — | — | * | | Thomas R. Malley(15) | 141,910 | * | — | — | — | — | — | — | * | | Tracey L. McCain(16) | 223,924 | * | — | — | — | — | — | — | * | | Kimberly J. Popovits(17) | 159,416 | * | — | — | — | — | — | — | * | | Barry D. Quart(18) | 152,515 | * | — | — | — | — | — | — | * | | All executive officers and directors as a group (15 persons)(19) | 8,058,853 | 15.20% | 12,781,964 | 100.00% | 1,526,160 | 85.02% | 17,583,778 | 100.00% | 33.91% |

  165. 2025 Director Compensation Table

    | * Less than one percent. |

  166. 2025 Director Compensation Table

    | (1) The principal business address of FMR LLC is 245 Summer Street, Boston, Massachusetts 02210. The foregoing information is based on a Schedule 13G filed on March 5, 2026. |

  167. 2025 Director Compensation Table

    | (2) Rubric Capital Management LP (“Rubric”) is the investment adviser to certain investment funds and/or accounts that hold the above listed shares (the “Rubric Funds”). David Rosen is the managing member of Rubric Capital Management GP LLC, the general partner of Rubric. As a result, Mr. Rosen and Rubric may be considered beneficial owners of the shares held by the Rubric Funds. The principal business address of Mr. Rosen and Rubric is 155 East 44th Street, Suite 1630, New York, NY 10017. The foregoing information is based on a Schedule 13G filed on February 13, 2026. |

  168. 2025 Director Compensation Table

    | (3) Consists of (a) 2,700,597 Class A Shares held by Baker Brothers Life Sciences, L.P. (“BBLS”), (b) 98,980 Class A Shares held by 667, L.P. (“667” and with BBLS, the “Baker Funds”), (c) 11,638,314 Class A1 Shares held by BBLS, (d) 1,143,650 Class A1 Shares held by 667, (e) 14,658,102 Class B1 Shares held by BBLS, (f) 1,399,516 Class B1 Shares held by 667, (g) 12,546 Class A Shares issued to Stephen R. Biggar pursuant to the vesting of certain RSUs awarded in connection with his service as a member of our Board of Directors, (h) 1,577 Class A Shares issued to M. Cantey Boyd pursuant to the vesting of certain RSUs awarded in connection with her service as a member of our Board of Directors, (i) 184,390 Class A Shares that Stephen R. Biggar has the right to acquire within 60 days following the Record Date pursuant to the exercise of share options or the vesting of RSUs, and (j) 35,366 Class A Shares that M. Cantey Boyd has the right to acquire within 60 days following the Record Date pursuant to the exercise of share options or the vesting of RSUs. Baker Bros. Advisors LP (the “Advisor”) is the investment advisor to the Baker Funds and has the sole voting and investment power with respect to the securities held by the Baker Funds and thus may be deemed to beneficially own such securities. Baker Bros. Advisors (GP) LLC (the “Advisor GP”) is the sole general partner of the Advisor and thus may be deemed to beneficially own the securities held by the Baker Funds. The managing members of the Advisor GP are Julian C. Baker and Felix J. Baker, who may be deemed to beneficially own the securities held by the Baker Funds. Julian C. Baker, Felix J. Baker, the Advisor and the Advisor GP disclaim beneficial ownership of all shares held by the Baker Funds, except to the extent of their indirect pecuniary interest therein. The policy of the Baker Funds and the Advisor does not permit managing members of the Advisor GP or full-time employees of the Advisor to receive compensation for serving as directors of the Company, and the Baker Funds are instead entitled to the pecuniary interest in any compensation received for their service. Felix J. Baker, Stephen R. Biggar and M. Cantey Boyd have no direct voting or dispositive power and no pecuniary interest in the share options or the RSUs. The Advisor, the Advisor GP, Felix J. Baker and Julian C. Baker may be deemed to be the beneficial owners of Kiniksa’s securities held by the Baker Funds, and may be deemed to have the power to vote, or direct the vote of, and the power to dispose, or direct the disposition of, such securities. Felix J. Baker, Stephen R. Biggar and M. Cantey Boyd disclaim beneficial ownership of such securities except to the extent of any pecuniary interest therein. The business address of the Advisor, the Advisor GP, Julian C. Baker and Felix J. Baker is 860 Washington Street, 3rd Floor, New York, NY 10014. The foregoing information is based on a Schedule 13D/A filed on October 8, 2024 and information known to us. |

  169. 2025 Director Compensation Table

    | (4) Consists of (a) 504,300 Class A Shares held by the Robert J. Desnick Revocable Trust of 2019 UAD 5/13/19 (the “Trust”), (b) 356,000 Class A Shares held by the Desnick / Herzig 2012 GST Trust UAD 10/23/12 (the “GST Trust”), (c) 84,120 Class A Shares held by the Desnick/Herzig 2012 Gift Trust UAD 10/23/12 (the “Gift Trust”), (d) 3,000 Class A Shares held by the Julie E. Herzig 2016 Revocable Trust UAD 9/1/16 (the “JEH Trust”), (e) 24,000 Class A Shares held by the Jonathan P. Desnick 2021 Trust UAD 5/29/21 (the “JPD Trust”), (f) 78,883 Class A Shares held by the Robert Desnick Roth IRA (the “Desnick Roth IRA”), (g) 214,101 Class B Shares held by the Desnick Roth IRA and (h) 3,659 Class A Shares held by Dr. Desnick directly. Dr. Desnick has sole voting and dispositive control over the shares held by the Desnick Roth IRA. Dr. Desnick’s wife, Julie Herzig Desnick, is the trustee of the GST Trust and the Gift Trust. However, Dr. Desnick also may direct the voting and disposition of the shares held by the GST Trust and Gift Trust. Dr. Desnick and Ms. Desnick are each trustees of the JEH Trust and the JPD Trust. The principal address of Dr. Desnick is 150 Bradley Place, Palm Beach, Florida 33480. The foregoing information is based on a DEF 14A filed on April 28, 2021 and information known to us. |

  170. 2025 Director Compensation Table

    | (5) Consists of (a) 60,000 Class A Shares held by the Patel Family Irrevocable Trust of 2025, for which Mr. Patel acts as the trustee, (b) 109,795 Class A Shares held by the Marina 2016 Irrevocable Trust u/d/t June 23, 2016, for which Mr. Patel acts as the trustee, (c) 51,794 Class A Shares held by held by The Anglia 2013 Revocable Trust, u/d/t August 15, 2013 (the “Anglia Trust”), for which Mr. Patel acts as the trustee, (d) 1,526,160 Class B Shares held by the Anglia Trust and (e) 2,182,620 Class A Shares that Mr. Patel has the right to acquire within 60 days following the Record Date upon conversion of his Class B Shares, exercise of his share options, vesting of his outstanding RSUs or any combination thereof. In accordance with certain contractual arrangements entered into between Mr. Patel and Kiniksa, Mr. Patel would not be entitled to convert the Class B Shares held by the Anglia Trust into Class A Shares or exercise his share options without 61 days’ prior written notice to Kiniksa, if immediately following such conversion or exercise, he would beneficially own more than 4.99% of the issued and outstanding Class A Shares in addition to any other Class A Shares beneficially owned by him. |

  171. 2025 Director Compensation Table

    | (6) Consists of (a) 64,334 Class A Shares, and (b) 590,232 Class A Shares that Dr. Paolini has the right to acquire within 60 days following the Record Date pursuant to the exercise of share options or vesting of outstanding RSUs. |

  172. 2025 Director Compensation Table

    | (7) Consists of (a) 64,334 Class A Shares, and (b) 285,124 Class A Shares that Mr. Tessari has the right to acquire within 60 days following the Record Date pursuant to the exercise of share options or vesting of outstanding RSUs. |

  173. 2025 Director Compensation Table

    | (8) Consists of (a) 12,029 Class A Shares, and (b) 134,127 Class A Shares that Mr. Moat has the right to acquire within 60 days following the Record Date pursuant to the exercise of share options or vesting of outstanding RSUs. |

  174. 2025 Director Compensation Table

    | (9) Consists of (a) 14,763 Class A Shares, and (b) 43,563 Class A Shares that Mr. Ragosa has the right to acquire within 60 days following the Record Date pursuant to the exercise of share options or vesting of outstanding RSUs. |

  175. 2025 Director Compensation Table

    | (10) Includes (a) the shares described above in Footnote 3, (b) 27,386 shares held directly by Felix J. Baker, (b) 14,840 shares held by Julian C. Baker, (c) 7,320 shares held by FBB3 LLC (“FBB3”) and (d) 184,390 Class A Shares that Dr. Baker has the right to acquire within 60 days following the Record Date. Julian C. Baker and Felix J. Baker are the sole managers of FBB3 and by policy they do not transact in or vote Kiniksa’s Securities held by FBB3. |

  176. 2025 Director Compensation Table

    | (11) Consists of (a) 12,546 Class A Shares and (b) 184,390 Class A Shares that Mr. Biggar has the right to acquire within 60 days following the Record Date pursuant to the exercise of share options or vesting of outstanding RSUs. |

  177. 2025 Director Compensation Table

    | (12) Includes (a) 1,577 Class A Shares and (b) 35,366 Class A Shares that Ms. Boyd has the right to acquire within 60 days following the Record Date pursuant to the exercise of share options or vesting of outstanding RSUs. |

  178. 2025 Director Compensation Table

    | (13) Consists of (a) 12,546 Class A Shares and (b) 166,075 Class A Shares that Mr. Cole has the right to acquire within 60 days following the Record Date pursuant to the exercise of share options or vesting of outstanding RSUs. |

  179. 2025 Director Compensation Table

    | (14) Consists of (a) 19,157 Class A Shares, and (b) 184,835 Class A Shares that Dr. Levy has the right to acquire within 60 days following the Record Date pursuant to the exercise of share options or vesting of outstanding RSUs. |

  180. 2025 Director Compensation Table

    | (15) Consists of (a) 12,546 Class A Shares, (b) 71,967 Class A Shares held by Mossrock Capital, LLC (“Mossrock”) and (c) 57,397 Class A Shares that Mr. Malley has the right to acquire within 60 days following the Record Date pursuant to the exercise of share options or vesting of outstanding RSUs. Mr. Malley is the president of Mossrock and may be deemed to beneficially own the shares owned by Mossrock. The address of Mossrock is 19 Martin Lane, Englewood, CO 80113. |

  181. 2025 Director Compensation Table

    | (16) Consists of (a) 12,546 Class A Shares and (b) 211,378 Class A Shares that Ms. McCain has the right to acquire within 60 days following the Record Date pursuant to the exercise of share options or vesting of outstanding RSUs. |

  182. 2025 Director Compensation Table

    | (17) Consists of (a) 12,546 Class A Shares and (b) 146,870 Class A Shares that Ms. Popovits has the right to acquire within 60 days following the Record Date pursuant to the exercise of share options or vesting of outstanding RSUs. |

  183. 2025 Director Compensation Table

    | (18) Consists of (a) 12,546 Class A Shares and (b) 139,969 Class A Shares that Dr. Quart has the right to acquire within 60 days following the Record Date pursuant to the exercise of share options or vesting of outstanding RSUs. |

  184. 2025 Director Compensation Table

    | (19) Consists of (a) 3,451,063 Class A Shares, (b) 2,425,170 Class A Shares that all executive officers and directors as a group have the right to acquire within 60 days following the Record Date pursuant to the exercise of share options or vesting of outstanding RSUs, excluding share options and RSUs held by Mr. Patel, and (c) 2,182,620 Class A Shares that Mr. Patel may acquire upon conversion of his Class B Shares, exercise of his share options, vesting of his outstanding RSUs or any combination thereof. |

  185. Executive and Director Compensation

    Executive and Director Compensation