Boehly Todd L 4

What Happened

• Todd L. Boehly, a director of Kennedy-Wilson Holdings, disposed of a total of 380,100 equity interests in connection with the company’s merger. He surrendered 80,100 common shares (Disposition to Issuer, code D) and 300,000 derivative awards (code J) that were settled for cash. Under the merger terms, each share was converted into $10.90 in cash, so the aggregate cash value is approximately $4,143,090.
• This was a cash-out tied to the merger (not an open-market sale). Dispositions reflect the contractual conversion/settlement required at the merger’s effective time rather than a conventional voluntary sale.

Key Details

• Transaction dates: 2026-06-16 (80,100 common shares, code D) and 2026-06-17 (300,000 derivative awards, code J).
• Price / consideration: $10.90 per share (Merger Consideration); total ≈ $4,143,090.
• Shares owned after transaction: all outstanding common shares were converted at the Effective Time; common-share holdings were effectively cashed out (post-merger equity eliminated for public common stock).
• Footnotes of note: Merger Agreement governs the transactions; outstanding common stock converted to $10.90 cash per share (F1–F3). RSUs vested and were canceled and paid in a lump-sum cash amount per the merger terms (F3). Series A Preferred stock was redeemed per its terms (F4–F5).
• Filing timeliness: no late filing indicated in the information provided.

Context

• The derivative disposition (code J) reflects settlement of equity awards (e.g., RSUs) or other derivative interests under the merger terms; these were converted to cash rather than resulting in retained shares. This is a routine merger-related settlement and doesn’t necessarily signal a discretionary trading decision by the insider.