Mendoza Marie 4

What Happened

• Marie Mendoza, SVP & General Counsel of Kratos Defense & Security Solutions (KTOS), had three Performance Restricted Stock Unit (PRSU) awards settle on March 4, 2026, resulting in the issuance of 15,834 shares (5,000; 5,000; and 5,834). Those awards were reported at $0 acquisition price because they were grants/settlements.
• To satisfy tax withholding obligations, a total of 8,541 shares were withheld and reported as disposals at $89.13 per share (2,697; 2,697; and 3,147), totaling approximately $761,260 withheld. This is a net tax-withholding/net settlement (routine), not an open-market sell for investment purposes.

Key Details

• Transaction date: March 4, 2026. Filing date: March 6, 2026 (within the typical two-business-day Form 4 window; no late filing indicated).
• Awarded shares: 15,834 total (5,000 + 5,000 + 5,834) from PRSU settlements.
• Shares withheld for taxes: 8,541 total (2,697 + 2,697 + 3,147) at $89.13/share → ~$761,260.
• Award origins: settlements of PRSU grants dated Jan 3, 2022 (F1), Jan 4, 2024 (F2), and Jan 3, 2025 (F3).
• Footnote on holdings: filing notes holdings include 2,251 shares via the Employee Stock Purchase Plan and ~14,242 shares held in the issuer’s 401(k) plan (F5).
• Transaction codes: A = Award/Grant, F = Tax withholding (net share settlement).

Context

• This was a PRSU settlement with net share withholding to cover taxes (common and administrative). The filing shows awarded shares and the withholding disposition; it does not represent an open-market sale or a purchase decision by the insider.
• Such tax-withholding dispositions are routine and should not be interpreted as a directional insider trade signal on their own.