Sec Form 4 Filing - Dugel Pravin @ OCULAR THERAPEUTIX, INC - 2025-06-11

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Dugel Pravin 2. Issuer Name and Ticker or Trading Symbol OCULAR THERAPEUTIX, INC [ OCUL] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) See Remarks (Last) (First) (Middle) C/O OCULAR THERAPEUTIX, INC., 15 CROSBY DRIVE 3. Date of Earliest Transaction (MM/DD/YY) 06/11/2025 (Street) BEDFORD, MA01730 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Performance Stock Option (Right to Buy) $ 7.44 06/11/2025( 1 ) A 2,750,000 ( 2 ) 02/11/2035 Common Stock 2,750,000 $ 0 2,750,000 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Dugel Pravin C/O OCULAR THERAPEUTIX, INC. 15 CROSBY DRIVE BEDFORD, MA01730 X See Remarks Signatures /s/ Todd Anderman, Attorney-in-Fact for Pravin Dugel 06/13/2025 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The performance stock option grant was approved by the Board of Directors of Ocular Therapeutix, Inc. (the "Corporation") on February 11, 2025 (the "Grant Date"), the commencement of vesting of which was contingent upon shareholder approval of an amendment to the Corporation's 2021 Stock Incentive Plan, as amended. Shareholder approval of such amendment was received on June 11, 2025. ( 2 )Pursuant to a performance stock option agreement (the "Option Agreement"), the shares underlying the performance stock option can be earned during the five-year period beginning on the Grant Date in four equal tranches based on the achievement of share price hurdles if the Corporation's consecutive 60-day closing share price average meets or exceeds $15.00, $20.00, $25.00, and $30.00 per share (each, a "Share Price Hurdle"). Shares underlying the performance stock option that are earned shall vest on the later of (i) the achievement of the applicable Share Price Hurdle or (ii) the three-year anniversary of the Grant Date, in each case subject to the reporting person's continued service to the Corporation. The performance stock option is subject to earlier vesting upon certain qualifying termination events pursuant to the Option Agreement.

Remarks: Executive Chairman, President and CEO. Exhibit 24 - Power of Attorney

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