MCMORROW WILLIAM J 4

What Happened

• William J. McMorrow, Chairman and CEO of Kennedy‑Wilson Holdings, had three performance-based restricted share awards vest on Feb 25, 2026. The Form 4 reports he acquired a total of 253,956 shares (net) at $0.00 per share (reported value $0). These net shares reflect withholding to satisfy tax obligations; the gross number of vested shares across the three awards was 517,011, of which 263,055 shares were withheld for taxes.

Key Details

• Transaction date: February 25, 2026; Form 4 filed February 27, 2026 (timely).
• Reported price: $0.00 per share (award/grant — transaction code A).
• Per-award detail (gross vested → shares withheld → net acquired):
  • Award 1: 109,727 vested → 55,829 withheld → 53,898 acquired.
  • Award 2: 163,623 vested → 83,251 withheld → 80,372 acquired.
  • Award 3: 243,661 vested → 123,975 withheld → 119,686 acquired.
• Totals: 517,011 gross vested; 263,055 withheld (≈50.9%); 253,956 net shares delivered to McMorrow.
• Shares owned after transaction: not specified in the excerpt provided—check the Form 4’s aggregate holdings section for total beneficial ownership.
• Footnotes: Vesting occurred because specified performance hurdles were satisfied (performance-based RSUs). Withholding was used to satisfy tax obligations.

Context

• These were awards/vestings (not open‑market purchases or sales). Awards are common executive compensation; the $0.00 per-share reporting reflects that shares were issued as compensation, not bought. The withholding reduced the number of shares delivered (a sell‑to‑cover or share surrender for taxes). This filing reports compensation vesting rather than a directional insider trade.