Lund Deanna H 4

What Happened
Deanna H. Lund, EVP, CFO and Director of Kratos Defense & Security Solutions (KTOS), had three Performance Restricted Stock Unit (PRSU) awards settle on March 4, 2026. Each settlement granted 25,000 shares (three grants = 75,000 shares acquired at $0.00). To satisfy tax withholding on the vested shares, the company withheld/disposed 13,487 shares for each settlement (total withheld = 40,461 shares) at $89.13 per share, producing proceeds of $1,202,096 per withholding (total ≈ $3,606,288). Net shares retained after withholding from these settlements = 34,539.

Key Details

• Transaction date: March 4, 2026; Form filed March 6, 2026 (filed timely).
• Awards: Three PRSU settlements (25,000 shares each) reported as acquisitions (code A) at $0.00.
• Withholding/tax disposition: Three net withholding transactions (code F) of 13,487 shares each at $89.13 = $1,202,096 each; total withheld 40,461 shares for ~$3.61M.
• Net change: +75,000 shares acquired; -40,461 shares withheld; net +34,539 shares added to holdings.
• Footnotes: F1–F3 identify the PRSU grant vintages (1/3/2022, 1/4/2024, 1/3/2025). F4 confirms the withheld shares were to satisfy tax liability per issuer policy. F5 notes she also holds 16,626 shares via the ESPP and ~19,704 shares in the company 401(k) plan.
• Filing timeliness: Appears timely (Form 4 filed within usual 2-business-day window).

Context
These transactions are award settlements with routine tax withholding (a net share settlement), not open-market sales or purchases. Withholding of shares to cover taxes is common when equity awards vest and does not, by itself, indicate an intent to sell additional shares on the market.