MILLS THOMAS E IV 4

4 · KRATOS DEFENSE & SECURITY SOLUTIONS, INC. · Filed Mar 6, 2026

AI-generated summary of this filing

Updated Mar 6, 2026

Kratos (KTOS) President Thomas E. Mills IV Receives RSU Awards; Shares Withheld

What Happened

Thomas E. Mills IV, President of Kratos' C5ISR Division, had three Performance Restricted Stock Unit (PRSU) awards settle on March 4, 2026, resulting in 15,000 shares issued (3 × 5,000). Each award was reported as acquired at $0.00 (code A).
To satisfy tax withholding (code F), 2,121 shares were withheld for each award (total withheld = 6,363 shares) at an indicated price of $89.13 per share. That equals roughly $189,045 withheld per award and about $567,134 withheld in total. Net shares delivered to Mills: 15,000 − 6,363 = 8,637 shares.
These entries are award settlements and tax-withholding actions — not open-market sales or purchases.

Key Details

Transaction dates: March 4, 2026; Form 4 filed March 6, 2026 (timely filing).
Codes: A = award/settlement of PRSUs (grants from Jan 3, 2022; Jan 4, 2024; Jan 3, 2025 per footnotes F1–F3). F = shares withheld to satisfy tax liability (footnote F4).
Withheld: 2,121 shares × 3 events; $89.13 per share; ~ $189,045 withheld per event; ~ $567,134 total.
Net shares received by insider: 8,637 shares.
Shares owned after transaction: filing does not list a single total here, but notes holdings include 374 shares from the Employee Stock Purchase Plan and ~3,719 shares held through the issuer’s 401(k) (footnote F5).
Nature of withholding: net share withholding to cover taxes (routine, not a sale of remaining shares).

Context

This was a vesting/settlement of performance RSUs with withholding to satisfy tax obligations — effectively a cashless tax-withholding mechanism rather than an open-market sale or purchase.
Such tax-withholding entries are common and generally reflect compensation vesting rather than a management signal to buy or sell stock.

Form 4

Period: 2026-03-04

President, C5ISR Division

Transactions

Award
Common Stock
[F1][F5]
2026-03-04+5,000→ 9,093 total
Tax Payment
Common Stock
[F4][F5]
2026-03-04$89.13/sh−2,121$189,045→ 6,972 total
Award
Common Stock
[F2][F5]
2026-03-04+5,000→ 11,972 total
Tax Payment
Common Stock
[F4][F5]
2026-03-04$89.13/sh−2,121$189,045→ 9,851 total
Award
Common Stock
[F3][F5]
2026-03-04+5,000→ 14,851 total
Tax Payment
Common Stock
[F4][F5]
2026-03-04$89.13/sh−2,121$189,045→ 12,730 total

Footnotes (5)

[F1]Shares acquired pursuant to the settlement of a Performance Restricted Stock Unit Award granted on January 3, 2022.
[F2]Shares acquired pursuant to the settlement of a Performance Restricted Stock Unit Award granted on January 4, 2024.
[F3]Shares acquired pursuant to the settlement of a Performance Restricted Stock Unit Award granted on January 3, 2025.
[F4]Shares withheld in a net transaction to satisfy the tax liability, in accordance with Issuer's trading policies, in connection with shares vested as reported in this Form 4.
[F5]Includes 374 shares purchased through Issuer's Employee Stock Purchase Plan and approximately 3,719 shares held through Issuer's 401(k) Plan.

Signature

Thomas E. Mills, by Eva Yee, Attorney-In-Fact|2026-03-06

1 file