Soares Nicola M 4

4 · KELLY SERVICES INC · Filed Feb 11, 2026

AI-generated summary of this filing

Updated Feb 11, 2026

Kelly Services (KELYA) SVP Nicola Soares Receives Awards; Shares Withheld

What Happened

Nicola M. Soares, Senior Vice President of Kelly Services (KELYA), was granted two equity awards on 2026-02-10: 1,838 performance-based shares (valued at $19,556) and 11,899 restricted shares (valued at $126,605), both priced at $10.64 per share.
To satisfy tax-withholding obligations related to prior vesting, the issuer withheld 2,229 shares (disposed) across several withholdings at $10.64 per share, totaling $23,716.
Net effect of these actions: Soares acquired a gross 13,737 awarded shares ($146,161) and had 2,229 shares withheld for taxes, a net increase of 11,508 shares (net value ≈ $122,445). These were award grants and tax-withholding transactions — not open-market purchases or sales.

Key Details

Transaction date: 2026-02-10; filing date: 2026-02-11 (timely). Price for all reported lines: $10.64 per share.
Grants: 1,838 shares (performance share units) = $19,556; 11,899 shares (restricted stock award) = $126,605.
Withheld/disposed: 2,229 shares withheld to satisfy tax obligations = $23,716 (sum of five withholding entries).
Shares owned after the transaction: not specified in the supplied filing details.
Footnotes:
- F1: Performance share units granted after certification of 2023 performance; these vest 100% on the 3rd anniversary of the grant.
- F2: Restricted stock award under the Kelly Services Equity Incentive Plan; vests ratably over three years.
- F3: Shares withheld by the issuer to satisfy applicable tax withholding obligations in connection with vesting.
Transaction codes: A = Award/Grant, F = Tax withholding (disposition).

Context

These transactions are routine equity compensation actions: an award grant (A) and issuer withholding of shares to meet tax obligations (F). Awards carry vesting schedules — the performance units vest in full three years after grant; the restricted shares vest over three years — so these are not immediate market purchases or sales.
Withholdings to cover taxes are common and do not necessarily indicate a sell decision by the insider. This filing does not indicate a 10% owner transaction or use of a trading plan (e.g., 10b5-1).

Form 4

Period: 2026-02-10

Senior Vice President

Transactions

Award
Class A Common Stock, Par Value $1
[F1]
2026-02-10$10.64/sh+1,838$19,556→ 45,911 total
Award
Class A Common Stock, Par Value $1
[F2]
2026-02-10$10.64/sh+11,899$126,605→ 57,810 total
Tax Payment
Class A Common Stock, Par Value $1
[F3]
2026-02-10$10.64/sh−621$6,607→ 57,189 total
Tax Payment
Class A Common Stock, Par Value $1
2026-02-10$10.64/sh−469$4,990→ 56,720 total
Tax Payment
Class A Common Stock, Par Value $1
2026-02-10$10.64/sh−311$3,309→ 56,409 total
Tax Payment
Class A Common Stock, Par Value $1
2026-02-10$10.64/sh−472$5,022→ 55,937 total
Tax Payment
Class A Common Stock, Par Value $1
2026-02-10$10.64/sh−356$3,788→ 55,581 total

Footnotes (3)

[F1]Performance share units granted following satisfaction of specified performance criteria for 2023 and certification as earned by the Compensation and Talent Management Committee on February 10, 2026. Shares vest 100% on the 3rd-anniversary date of the grant.
[F2]Restricted stock award granted under the Kelly Services Equity Incentive Plan. Shares vest ratably over three (3) years on the anniversary date of the grant.
[F3]Represents the number of shares withheld by the issuer to satisfy applicable tax withholding obligations in connection with the vesting of restricted stock awards previously reported.

Signature

/s/ Cynthia D. Mull, attorney-in-fact for Ms. Soares|2026-02-11

1 file