MCMORROW WILLIAM J 4

What Happened

• William J. McMorrow, Chairman and CEO (also a director) of Kennedy-Wilson Holdings, had 55,501 shares withheld by the company to satisfy tax withholding on vested time‑based restricted stock awards. The withholding was recorded as a disposition at $9.89 per share, totaling approximately $548,905. No shares were sold by Mr. McMorrow.

Key Details

• Transaction date and price: Feb 16, 2026 — 55,501 shares @ $9.89 each.
• Transaction type/code: F — payment of exercise price or tax liability via share withholding.
• Value: ~ $548,905 withheld to cover taxes.
• Shares owned after transaction: not specified in the provided filing excerpt.
• Footnote: Shares were held by the registrant to satisfy tax withholding on vesting of time‑based RSAs; reporting person did not sell shares.
• Filing: Form 4 filed Feb 18, 2026 (covers transaction dated Feb 16, 2026).

Context

• This was a tax-withholding disposal (company retained shares to pay taxes), not an open-market sale or purchase. Such withholding is routine when restricted stock vests and generally should not be interpreted as a directional signal about the insider’s view of the stock.