Kennedy-Wilson Holdings, Inc.·4

Jun 16, 4:07 PM ET

Enbody Justin 4

4 · Kennedy-Wilson Holdings, Inc. · Filed Jun 16, 2026

Research Summary

AI-generated summary of this filing

Updated

Kennedy‑Wilson (KW) CFO Justin Enbody Sells 1,275,571 Shares

What Happened

  • Justin Enbody, Chief Financial Officer of Kennedy‑Wilson (KW), had company shares and equity awards converted to cash as part of a merger. On 2026-06-16 he had 1,275,571 common shares disposed to the issuer for $10.90 per share (≈ $13,903,723.90) and 341,662 award/RSU/PSU units treated as an acquisition/cash payment (≈ $3,724,115.80), for combined cash consideration of approximately $17,627,839.70. The reported “sale”/disposition was the automatic cash-out required by the merger, not an open‑market trade.

Key Details

  • Transaction date: 2026-06-16
  • Price / consideration: $10.90 per share (merger consideration)
  • Disposed shares: 1,275,571 common shares → ≈ $13,903,723.90
  • Award/Acquired units: 341,662 RSU/PSU-related units → ≈ $3,724,115.80
  • Total cash received (approx.): $17,627,839.70
  • Shares owned after transaction: effectively 0 KW common shares (company became a wholly owned subsidiary at the Effective Time)
  • Notable footnotes: transactions occurred under the Agreement and Plan of Merger (F1). All outstanding common shares were converted into the right to receive $10.90/share in cash (F2). Outstanding RSUs and PSUs vested/cancelled and were paid out in a lump-sum cash amount based on the $10.90/share Merger Consideration (F3, F4).
  • Filing timeliness: Reported with period date equal to transaction date (no late filing indicated).

Context

  • This reporting reflects merger consideration and the forced conversion/cash-out of equity at closing, not a discretionary market sale by the insider. For retail investors, such dispositions driven by a merger are routine and reflect the deal terms (cash per share and cash-out of awards), rather than a personal decision about the company’s outlook.

Insider Transaction Report

Form 4Exit
Period: 2026-06-16
Enbody Justin
Chief Financial Officer
Transactions
  • Award

    Common Stock

    [F1][F4]
    2026-06-16+341,6621,275,571 total
  • Disposition to Issuer

    Common Stock

    [F1][F2][F3][F4]
    2026-06-161,275,5710 total
Footnotes (4)
  • [F1]In connection with the terms of an Agreement and Plan of Merger, dated as of February 16, 2026, as amended on March 15, 2026 (the "Merger Agreement"), by and among the Issuer, Kona Bidco, LLC ("Parent"), and Kona Merger Subsidiary, Inc., a wholly owned subsidiary of Parent ("Merger Sub"), Merger Sub merged with and into the Issuer with the Issuer continuing as the surviving company and a wholly owned subsidiary of Parent upon consummation of the merger (the "Effective Time").
  • [F2]At the Effective Time, each outstanding share of Common Stock was automatically converted into the right to receive an amount in cash equal to $10.90 per share, without interest and subject to any applicable withholding taxes required by law (the "Merger Consideration").
  • [F3]At the Effective Time, each outstanding restricted stock unit ("RSU") vested and was canceled, with the holder entitled to receive a lump-sum cash payment, without interest, equal to (x) the product, rounded down to the nearest cent, obtained by multiplying (1) the total number of shares underlying such RSU, by (2) the Merger Consideration, plus (y) any amounts payable in respect of accrued and unpaid dividend equivalents thereon.
  • [F4]At the Effective Time, each outstanding performance stock unit ("PSU") vested and was canceled, with the holder entitled to receive a lump-sum cash payment, without interest, equal to (x) the product, rounded down to the nearest cent, obtained by multiplying (1) the total number of shares underlying such PSU based on target level of performance achievement of applicable performance goals, by (2) the Merger Consideration, plus (y) any amounts payable in respect of accrued and unpaid dividend equivalents thereon.
Signature
/s/ Justin Enbody|2026-06-16

Documents

1 file
  • 4
    form4.xmlPrimary

    FORM 4