Fendley Steven S. 4
4 · KRATOS DEFENSE & SECURITY SOLUTIONS, INC. · Filed Mar 6, 2026
Research Summary
AI-generated summary of this filing
Kratos (KTOS) President Steven S. Fendley Receives Awards; Shares Withheld
What Happened
Steven S. Fendley, President, U.S. Division of Kratos Defense & Security Solutions (KTOS), had three Performance Restricted Stock Unit (PRSU) awards settle on March 4, 2026, resulting in the grant/vesting of 50,000 shares (three tranches: 16,666; 16,667; 16,667). To satisfy withholding tax obligations associated with the vesting, the issuer withheld 6,558 shares from each tranche (total withheld 19,674 shares) and reported those withheld shares as disposals at $89.13 per share (each withholding tranche valued at $584,515; total value withheld ≈ $1,753,545). The awards were recorded at $0.00 per share, as typical for RSU/PRSU settlements.
Key Details
- Transaction date: March 4, 2026; Form 4 filed March 6, 2026 (filed within the normal reporting window).
- Awards settled: 50,000 shares total (16,666; 16,667; 16,667) recorded at $0.00.
- Shares withheld for taxes: 6,558 shares x 3 = 19,674 shares; withholding price reported $89.13 per share; total value withheld ≈ $1,753,545.
- Net shares retained from vesting: 50,000 – 19,674 = 30,326 shares (added to Fendley’s holdings).
- Footnotes: Settlements relate to PRSU grants dated Jan 3, 2022 (F1), Jan 4, 2024 (F2), and Jan 3, 2025 (F3). F4 notes withholding was a net transaction to satisfy tax liability. F5 indicates the issuer-reported ownership includes ~2,309 shares held through the company 401(k) plan.
- Filing timeliness: Reported on 3/6/2026 for 3/4/2026 transactions (within the typical two-business-day reporting period).
Context
This filing reflects routine vesting of performance RSUs and tax-withholding (a cashless/net share settlement), not an open-market sale or purchase decision. Withheld shares reported as "disposals" are standard for satisfying tax liabilities and do not necessarily indicate a negative view of the stock.
Insider Transaction Report
- Award
Common Stock
[F1][F5]2026-03-04+16,666→ 351,321 total - Tax Payment
Common Stock
[F4][F5]2026-03-04$89.13/sh−6,558$584,515→ 344,763 total - Award
Common Stock
[F2][F5]2026-03-04+16,667→ 361,430 total - Tax Payment
Common Stock
[F4][F5]2026-03-04$89.13/sh−6,558$584,515→ 354,872 total - Award
Common Stock
[F3][F5]2026-03-04+16,667→ 371,539 total - Tax Payment
Common Stock
[F4][F5]2026-03-04$89.13/sh−6,558$584,515→ 364,981 total
Footnotes (5)
- [F1]Shares acquired pursuant to the settlement of a Performance Restricted Stock Unit Award granted on January 3, 2022.
- [F2]Shares acquired pursuant to the settlement of a Performance Restricted Stock Unit Award granted on January 4, 2024.
- [F3]Shares acquired pursuant to the settlement of a Performance Restricted Stock Unit Award granted on January 3, 2025.
- [F4]Shares withheld in a net transaction to satisfy the tax liability, in accordance with Issuer's trading policies, in connection with shares vested as reported in this Form 4.
- [F5]Includes approximately 2,309 shares held through Issuer's 401(k) Plan.