XML 36 R16.htm IDEA: XBRL DOCUMENT v3.25.4
Ordinary Shares
 12 Months Ended
Dec. 31, 2025
Ordinary Shares  
Ordinary Shares

10.            Ordinary Shares

The rights of the holders of the Company’s Class A ordinary shares, Class B ordinary shares, Class A1 ordinary shares and Class B1 ordinary shares are identical, except with respect to voting, transferability and conversion, as described below. The Company has authorized 200,000,000 shares, at a nominal value of $0.000273235 as of December 31, 2025 and 2024.

Voting

Each Class A ordinary share entitles the holder to one vote on all matters submitted to the shareholders for a vote. Each Class B ordinary share entitles the holder to ten votes on all matters submitted to the shareholders for a vote. The holders of Class A and Class B ordinary shares, voting together as a single class, are entitled to elect the directors of the Company. Holders of Class A1 ordinary shares and Class B1 ordinary shares have no voting rights.

​

Dividends

The Company’s ordinary shareholders are entitled to receive dividends, as may be declared by the Company’s board of directors. Through December 31, 2025, no cash dividends have been declared or paid.

Conversion

Each Class B ordinary share automatically converts into one Class A ordinary share upon certain transfers of such shares by the holder thereof (subject to certain exceptions). Each Class B ordinary share is convertible, at the holder’s election into one Class A ordinary share or one Class B1 ordinary share. Each Class A1 ordinary share is convertible into one Class A ordinary share at the holder’s election (subject to certain exceptions). Each Class B1 ordinary share automatically converts into one Class A ordinary share upon certain transfers of such shares by the holder thereof (subject to certain exceptions). Each Class B1 ordinary share is convertible into one Class A ordinary share or one Class B ordinary share at the holder’s election (subject to certain exceptions). There are no conversion rights associated with the Class A ordinary shares.

Kiniksa Bermuda Shares

In connection with the Redomiciliation, Kiniksa Bermuda was issued with one ordinary share with a nominal value of £0.01 per share (the “KNSA Bermuda Ordinary Share”) and 50,000 redeemable preference shares with a nominal value of £1.00 per share (the “KNSA Bermuda Preference Shares”) in the capital of Kiniksa International in order to satisfy the initial authorized minimum capital requirements for an English public company which is currently prescribed as GBP£50,000. In the year ended December 31, 2025, (i) the KNSA Bermuda Ordinary Share was gifted to Kiniksa International for nil consideration; and (ii) the KNSA Bermuda Preference Shares were redeemed in order to remove Kiniksa Bermuda as a shareholder of Kiniksa International. The KNSA Bermuda Preference Shares have no rights to vote at any general meeting of Kiniksa International and have no right to receive any dividend. The rights and restrictions attaching to the Existing Preference Shares and KNSA Bermuda Ordinary Share are set out in the articles of association of Kiniksa International. As of December 31, 2025 there are no KNSA Bermuda Ordinary Shares or KNSA Bermuda Preference Shares in issue. In November 2025, Kiniksa Bermuda was liquidated as part of the completion of the Redomiciliation.