Fagg Karen B 4

What Happened

• Karen B. Fagg, a director of Knife River Corporation (KNF), received a grant of 2,380 restricted stock units (RSUs) on 2026-05-20. The grant price is listed as $0.00, so there was no cash exchanged at grant (total immediate value $0). This is an award/grant transaction (code A), not an open-market purchase or sale.

Key Details

• Transaction date: 2026-05-20; Form 4 filed: 2026-05-21 (filed the next day, which is within normal Form 4 timing requirements).
• Grant amount: 2,380 RSUs; grant price reported: $0.00; immediate cash value: $0.
• Shares owned after transaction: not disclosed in the provided filing details.
• Footnote (F1): Each RSU represents the right to receive one share of KNF common stock and vests the day immediately prior to the issuer’s next annual meeting of stockholders after the grant date, subject to the director’s continued board service through the vesting date.
• No indication in the filing of a 10b5-1 plan, tax-withholding sale, or late filing.

Context

• RSUs are a deferred-equity award: they do not confer current transferable shares until they vest and are typically used for compensation. Vesting here depends on continued board service and occurs just before the next annual meeting, so these units are not immediately tradable. Grants to directors are common and should be viewed as compensation rather than an immediate market signal.