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KRATOS DEFENSE & SECURITY SOLUTIONS, INC.·4

Mar 3, 9:02 PM ET

DEMARCO ERIC M 4

4 · KRATOS DEFENSE & SECURITY SOLUTIONS, INC. · Filed Mar 3, 2026

Insider Transaction Report

Form 4
Period: 2026-03-01
KRATOS DEFENSE & SECURITY SOLUTIONS, INC.KTOS
DEMARCO ERIC M
DirectorPresident & CEO
Transactions
  • Exercise/Conversion

    Common Stock

    [F2][F5]
    2026-03-01+100,000→ 832,604 total(indirect: By Trust)
  • Tax Payment

    Common Stock

    [F4][F5]
    2026-03-01$86.18/sh−39,350$3,391,183→ 793,254 total(indirect: By Trust)
  • Exercise/Conversion

    Common Stock

    [F3][F5]
    2026-03-01+30,000→ 823,254 total(indirect: By Trust)
  • Tax Payment

    Common Stock

    [F4][F5][F6]
    2026-03-01$86.18/sh−11,805$1,017,355→ 811,449 total(indirect: By Trust)
  • Exercise/Conversion

    Restricted Stock Units

    [F1][F2]
    2026-03-01−100,000→ 0 total
    → Common Stock (100,000 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F1][F3]
    2026-03-01−30,000→ 120,000 total
    → Common Stock (30,000 underlying)
Holdings

  • Common Stock

    [F6][F7]
    62,302
Footnotes (7)
  • [F1]Each restricted stock unit (RSU) represents a contingent right to receive one share of Issuer's common stock.
  • [F2]RSUs were granted and previously reported on a Form 4 filed January 5, 2016, which were released after a 5-year deferral period after the vest date.
  • [F3]RSUs were granted and previously reported on a Form 4 filed January 6, 2020, which were released after a 5-year deferral period after the vest date.
  • [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]RSUs were granted to Reporting Person, and per Reporting Person's instructions, the common stock from such released RSUs were issued to Reporting Person's trust.
  • [F6]In addition to the 811,449 shares and 62,302 shares reported in Column 5, as of March 1, 2026, 1,007,500 deferred RSUs granted to Mr. DeMarco, representing non-qualified deferred compensation, have vested but remain subject to a previously agree to 5-year deferral period before issuance and release, which substantially all subject RSUs are scheduled to be released by January 2029. An additional 600,000 RSUs granted to Mr. DeMarco are currently unvested and will only vest upon achievement of applicable vesting terms described in our proxy statement on Schedule 14A filed with the SEC on April 4, 2025. In addition, 300,000 RSUs were granted January 3, 2026, where 150,000 RSUs vest ratably over a five-year period, and the other 150,000 are performance-based RSUS that vest when certain performance criteria are met (similar to the vesting terms described in the April 4, 2025 proxy statement). Each RSU represents a contingent right to receive one share of the Company's common stock.
  • [F7]Includes 43,674 shares purchased through Issuer's Employee Stock Purchase Plan and approximately 18,628 shares held through Issuer's 401(k).
Signature
Eric M. DeMarco, by Eva Yee, Attorney-In-Fact|2026-03-03

Documents

1 file
  • 4
    primary_doc.xmlPrimary

    PRIMARY DOCUMENT