Exhibit 10.2
SECOND AMENDMENT
TO
PURCHASE AND SALE AGREEMENT
This SECOND AMENDMENT (this “Amendment”) to the Purchase and Sale Agreement dated as of November 4, 2024 (the “Purchase Agreement”) by and among KalVista Pharmaceuticals Limited, DRI Healthcare Acquisitions LP (“DRI”), and solely for the purposes of the Guarantor Provisions therein, KalVista Pharmaceuticals, Inc. (together with KalVista Pharmaceuticals Limited, “KalVista”) (DRI and KalVista collectively referred to herein as the “Parties”), as amended by that certain First Amendment to the Purchase Agreement dated as of May 22, 2025, is dated as of September 2, 2025 (the “Effective Date”) and entered into by the Parties. Capitalized terms used herein without definition have the meaning set forth in the Purchase Agreement.
WITNESSETH
WHEREAS, at the time the Parties executed the Purchase Agreement, DRI intended for DRI UK LP (“DRI UK”) to be the Buyer, but did not have sufficient time to form and establish such entity prior to execution;
WHEREAS, KalVista understood and agreed that DRI UK was the ultimate intended Buyer; and
WHEREAS, the Parties desire to amend the Purchase Agreement as set forth herein.
NOW, THEREFORE, the Parties hereby amend the Purchase Agreement as set forth below.
1. All references to the Buyer under the Purchase Agreement shall no longer refer to DRI, and shall instead refer to DRI UK.
2. Except as so modified pursuant to this Amendment, the Purchase Agreement is ratified and confirmed in all respects. This Amendment is effective as of the Effective Date.
3. This Amendment will be binding upon, and will inure to the benefit of, the Parties hereto and their respective permitted successors and assigns.
4. This Amendment will be governed by, and interpreted in accordance with, the laws of the State of New York, all rights and remedies being governed by such laws without regard to principles of conflicts of laws.
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