Zaimi Sanaz 4
4 · Kennedy-Wilson Holdings, Inc. · Filed Jun 16, 2026
Research Summary
AI-generated summary of this filing
Kennedy-Wilson (KW) Director Sanaz Zaimi Sells 98,095 Shares
What Happened
Sanaz Zaimi, a director of Kennedy-Wilson Holdings, disposed of 98,095 shares to the issuer on June 16, 2026. Under the merger agreement, each share was converted into the right to receive $10.90 in cash, so the transaction generated approximately $1,069,236 in proceeds (before any applicable tax withholdings). The disposition was a merger-related cash-out (transaction code D), not an open-market sale.
Key Details
- Transaction date: 2026-06-16 (filed same day).
- Price / consideration: $10.90 per share; total ≈ $1,069,235.50.
- Shares disposed: 98,095.
- Shares owned after transaction: not specified in the Form 4 filing.
- Footnotes: The disposition occurred at the Effective Time of a merger (Merger Agreement dated Feb 16, 2026, amended Mar 15, 2026). All outstanding common shares were converted into cash ($10.90/share); outstanding RSUs were vested and paid in cash per the agreement.
- Filing timeliness: Reported for the period 2026-06-16 and filed the same date (no late filing indicated).
Context: This was a corporate merger cash-out where shareholders received a fixed cash merger consideration. Such dispositions are routine outcomes of merger closings and do not necessarily reflect the insider’s view on the company’s future performance.
Insider Transaction Report
- Disposition to Issuer
Common Stock
[F1][F2][F3]2026-06-16−98,095→ 0 total
Footnotes (3)
- [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.