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4//SEC Filing

UBA HAJIME 4

Accession 0001193125-26-017914

CIK 0001772177other

Filed

Jan 20, 7:00 PM ET

Accepted

Jan 21, 4:00 PM ET

Size

20.4 KB

Accession

0001193125-26-017914

Research Summary

AI-generated summary of this filing

Updated

Kura Sushi (KRUS) CEO Hajime Uba Exercises Options and Sells Shares

What Happened
Hajime Uba — President, Chief Executive Officer and Chairman of Kura Sushi USA, Inc. — exercised stock options and sold shares on January 16, 2026. The filing shows he acquired 2,712 shares by exercising options at $25.94 per share (cost ~$70,349) and disposed of a total of 17,036 shares through a mix of option conversions and open-market sales for reported proceeds of approximately $986,103 (sales at weighted-average prices and reported per-trade amounts). The activity is primarily sales (routine monetization following option exercises), not an open-market purchase.

Key Details

  • Transaction date: January 16, 2026; Form 4 filed January 21, 2026 (check timeliness—Form 4s are generally due within 2 business days).
  • Notable line items (selected):
    • Acquired 2,712 shares via option exercise @ $25.94 = $70,349.
    • Disposed 2,747 shares via exercise/conversion @ $22.65 = $62,220.
    • Disposed 4,415 shares via exercise/conversion @ $46.15 = $203,752.
    • Open-market sales: 3,211 @ $71.83 ($230,659); 3,813 @ $72.82 ($277,677); 2,850 @ $74.31 ($211,795).
  • Total reported proceeds from disposals (lines showing positive proceeds): ≈ $986,103.
  • Shares owned after transaction: not specified in the provided summary (see the full Form 4 for post-transaction holdings).
  • Footnotes of interest: F1–F3 note the reported sale prices are weighted averages covering multiple executions within specified price ranges; F4–F6 describe vesting schedules for the options exercised.
  • Transaction codes: M = option exercise/conversion, S = open-market sale. Several derivative lines show $0.00 dispositions consistent with internal reporting of exercised option shares — see Form 4 footnotes for details.

Context

  • For retail investors: this looks like routine executive option exercises followed by sales (including open-market sales). Option exercises that are immediately or shortly followed by sales are often done to cover exercise costs, tax withholding, or to take liquidity — the filing shows both acquisitions (exercise) and subsequent disposals the same day.
  • Purchases generally carry more weight as bullish signals; a sale after exercising options is common and is not by itself proof of negative company outlook.
  • Review the full Form 4 and footnotes (F1–F6) for exact price ranges, vesting origins of the options, and the reporting of zero-dollar derivative lines to fully understand how the transactions were structured.

Insider Transaction Report

Form 4
Period: 2026-01-16
UBA HAJIME
DirectorSEE REMARKS (a)
Transactions
  • Exercise/Conversion

    Class A Common Stock

    2026-01-16$25.94/sh+2,712$70,3498,738.332 total
  • Exercise/Conversion

    Class A Common Stock

    2026-01-16$22.65/sh2,747$62,22011,485.332 total
  • Exercise/Conversion

    Class A Common Stock

    2026-01-16$46.15/sh4,415$203,75215,900.332 total
  • Sale

    Class A Common Stock

    [F1]
    2026-01-16$71.83/sh3,211$230,65912,689.332 total
  • Sale

    Class A Common Stock

    [F2]
    2026-01-16$72.82/sh3,813$277,6778,876.332 total
  • Sale

    Class A Common Stock

    [F3]
    2026-01-16$74.31/sh2,850$211,7956,026.332 total
  • Exercise/Conversion

    Option to Purchase Class A Common Stock

    [F4]
    2026-01-162,7121,917 total
    Exercise: $25.94Exp: 2029-12-02Class A Common Stock (2,712 underlying)
  • Exercise/Conversion

    Option to Purchase Class A Common Stock

    [F5]
    2026-01-162,7477,973 total
    Exercise: $22.65Exp: 2031-02-01Class A Common Stock (2,747 underlying)
  • Exercise/Conversion

    Option to Purchase Class A Common Stock

    [F6]
    2026-01-164,4152,733 total
    Exercise: $46.15Exp: 2032-02-01Class A Common Stock (4,415 underlying)
Footnotes (6)
  • [F1]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $71.31 to $72.30, inclusive. The reporting person undertakes to provide to Kura Sushi USA, Inc., any security holder of Kura Sushi USA, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in footnote (1) to this Form 4.
  • [F2]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $72.37 to $73.21, inclusive. The reporting person undertakes to provide to Kura Sushi USA, Inc., any security holder of Kura Sushi USA, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in footnote (2) to this Form 4.
  • [F3]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $74.28 to $74.64, inclusive. The reporting person undertakes to provide to Kura Sushi USA, Inc., any security holder of Kura Sushi USA, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in footnote (3) to this Form 4.
  • [F4]The Option was granted under the issuer's 2018 Incentive Compensation Plan and vested in equal quarterly installments on the last day of each calendar quarter over approximately 24 months after December 2, 2019.
  • [F5]The Option was granted under the issuer's 2018 Incentive Compensation Plan. One-third of the Option shares vested and became exercisable in full 12 months following the date of grant (the "Anniversary Date"). The remaining Option shares continued to vest in equal quarterly installments on the first day of each quarter starting from May 1, 2022 and over the two years after the Anniversary Date.
  • [F6]The Option was granted under the issuer's 2018 Incentive Compensation Plan. One-third of the Option shares vested and became exercisable in full 12 months following the date of grant (the "Anniversary Date"). The remaining Option shares continued to vest in equal quarterly installments on the first day of each quarter starting from May 1, 2023 and over the two years after the Anniversary Date.
Signature
Brent Takao, Attorney-in-Fact for Hajime Uba|2026-01-21

Documents

1 file

Issuer

KURA SUSHI USA, INC.

CIK 0001772177

Entity typeother

Related Parties

1
  • filerCIK 0001783862

Filing Metadata

Form type
4
Filed
Jan 20, 7:00 PM ET
Accepted
Jan 21, 4:00 PM ET
Size
20.4 KB