Kennedy-Wilson Holdings, Inc.·4

Jun 16, 4:07 PM ET

Pegler Michael John 4

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

Research Summary

AI-generated summary of this filing

Updated

Kennedy-Wilson (KW) President Michael Pegler Sells Shares

What Happened

Michael John Pegler, President of Kennedy-Wilson Europe, had equity converted and cash‑settled as part of Kennedy‑Wilson’s merger closing on 2026-06-16. The filing shows an award/acquisition of 193,160 shares (RSU/PSU vesting/cash settlement) and a disposition of 397,281 common shares to the issuer. The merger consideration was $10.90 per share, so the disposition converted to approximately $4,330,362.90 and the award/settlement equals approximately $2,105,444.00 (amounts subject to any applicable withholding).

Key Details

  • Transaction date: 2026-06-16 (Effective Time of the merger).
  • Price per share (Merger Consideration): $10.90 cash per share.
  • Disposition: 397,281 common shares → ≈ $4,330,362.90 cash.
  • Award/vesting: 193,160 RSUs/PSUs cash‑settled → ≈ $2,105,444.00 cash.
  • Footnotes: Transactions occurred under the Agreement and Plan of Merger (F1); outstanding common shares were converted into $10.90 cash per share (F2); RSUs and PSUs vested and were canceled and paid in cash per F3–F4. Amounts paid without interest and subject to applicable withholding.
  • Shares owned after transaction: the filing reflects conversion/cash settlement at the Effective Time (i.e., no remaining common stock from those converted shares).
  • Filing timeliness: Reported with the 2026-06-16 period date — filed contemporaneously with the merger.

Context

These entries reflect corporate‑level actions at the closing of a merger (cash consideration and vesting/cancellation of equity awards), not an open‑market purchase or voluntary sale by the insider. For retail investors: such merger‑related conversions and award cash settlements are routine outcomes of an acquisition and should not be read as an independent buy/sell signal about the company’s future performance.

Insider Transaction Report

Form 4Exit
Period: 2026-06-16
Pegler Michael John
President KW Europe
Transactions
  • Award

    Common Stock

    [F1][F4]
    2026-06-16+193,160397,281 total
  • Disposition to Issuer

    Common Stock

    [F1][F2][F3][F4]
    2026-06-16397,2810 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/ Michael Pegler|2026-06-16

Documents

1 file
  • 4
    form4.xmlPrimary

    FORM 4