KILPIN TIMOTHY J. 4

What Happened

• Timothy J. Kilpin, President, Toy, Lic & Ent at Hasbro (HAS), exercised stock options on July 28, 2026 to acquire a total of 40,000 shares at a strike price of $61.71 per share (total cost ≈ $2,468,400).
• On the same day he sold 20,000 shares in the open market in two transactions: 10,000 shares at $92.00 (≈ $920,000) and 10,000 shares at $94.25 (≈ $942,450), for aggregate proceeds ≈ $1,862,450.
• Of the exercised shares, 20,000 were reported as disposed in connection with the derivative exercise (≈ $1,234,200), consistent with shares surrendered or used to cover exercise/tax obligations.

Key Details

• Transaction date: July 28, 2026 (Form filed July 29, 2026). Filing appears timely.
• Option exercise: 10,000 @ $61.71 (acquired) + 10,000 @ $61.71 (acquired) + 20,000 @ $61.71 (derivative disposed).
• Open-market sales: 10,000 @ $92.00 (disposed) and 10,000 @ $94.25 (disposed); total proceeds ≈ $1.86M.
• Shares owned after transaction: filing notes a corrected total beneficial ownership (see footnote); the reported total includes 21,480 shares subject to currently unvested RSUs.
• Relevant footnotes: Options were granted under an employee stock option plan (Rule 16b-3) and have tandem tax withholding rights (F2). Vesting schedule: 33 1/3% vested on each of May 17, 2024, 2025 and 2026 (F3). F1 explains a correction to previously reported beneficial ownership totals.
• No 10b5-1 plan or gift reported.

Context

• This is a common "exercise and sell" pattern: Kilpin exercised vested options and simultaneously sold some shares. The disposal of some exercised shares likely reflects sell-to-cover or surrender to satisfy withholding/exercise obligations (per footnote about tax withholding rights), not necessarily a pure investment-direction signal.
• Purchases (exercises) increase his share exposure before the partial sell; the open-market sales realize proceeds. As always, filings report activity but do not state insider motives.