Noble Ryan S. 4
4 · KEWAUNEE SCIENTIFIC CORP /DE/ · Filed Jul 2, 2026
Research Summary
AI-generated summary of this filing
Kewaunee (KEQU) SVP Ryan S. Noble Receives RSUs; Cash-in-Lieu $108.8K
What Happened
- Ryan S. Noble, SVP, Sales & Marketing Development at Kewaunee Scientific (KEQU), had restricted stock units (RSUs) convert to common stock on June 30, 2026. The Form 4 shows RSU settlements/conversions and related withholdings rather than an open-market buy or sell.
- Key items reported: a conversion/settlement producing shares, delivery of 2,942 shares to Mr. Noble, a cash-in-lieu payment for 3,000 RSUs totaling $108,750 (3,000 × $36.25), and 1,809 shares used/withheld to satisfy tax obligations valued at $65,576. The filing also lists small additional RSU dispositions of 534 and 730 shares (zero cash consideration) related to the settlements.
- Overall this was the settlement/vesting of RSUs (an award event) with cash and share-withholding for taxes—not an open-market sale by the insider.
Key Details
- Transaction date: June 30, 2026; Form 4 filed July 2, 2026 (timely).
- Reported prices/values: cash-in-lieu 3,000 shares × $36.25 = $108,750; tax withholding 1,809 shares × $36.25 = $65,576. Several RSU conversions reported at $0 (award vesting/conversion).
- Net shares received: 2,942 shares delivered to the reporting person per footnote disclosure.
- Notable footnotes: F1 explains RSUs convert one-for-one to common stock. F2 states 3,617 performance RSUs settled at 150% of target, producing 2,426 shares plus an election for cash in lieu of 3,000 shares; 516 service RSUs also vested (total 2,942 shares received). Additional footnotes (F3–F5) describe the grant schedules for prior RSU awards.
- Shares owned after the transaction: not provided in the summary data supplied.
- Filing status: appears timely (transaction 6/30/2026, filed 7/2/2026).
Context
- This transaction is an award/vesting event (A/M codes for RSU conversion); the cash-in-lieu payment is the company paying cash instead of issuing shares, not an open-market sale by the insider.
- Shares listed as withheld or disposed to the issuer (and the F-code tax withholding) are routine actions to satisfy tax obligations when RSUs vest; they do not necessarily indicate a personal decision to liquidate holdings beyond tax requirements.
- For retail investors: award vesting is common and informational; purchases are generally more informative about insider confidence than routine vesting and tax withholdings.
Insider Transaction Report
Form 4
Noble Ryan S.
SVP, Sales & Marketing Dev
Transactions
- Exercise/Conversion
Common Stock
[F1][F2]2026-06-30+7,206→ 21,049 total - Disposition to Issuer
Common Stock
2026-06-30$36.25/sh−3,000$108,750→ 18,049 total - Tax Payment
Common Stock
2026-06-30$36.25/sh−1,809$65,576→ 16,240 total - Exercise/Conversion
Restricted Stock Units FY24
[F1][F2][F3]2026-06-30−2,942→ 0 total→ Common Stock (5,942 underlying) - Exercise/Conversion
Restricted Stock Units FY25
[F1][F4]2026-06-30−534→ 2,939 total→ Common Stock (534 underlying) - Exercise/Conversion
Restricted Stock Units FY26
[F1][F5]2026-06-30−730→ 3,650 total→ Common Stock (730 underlying)
Footnotes (5)
- [F1]Service-based restricted stock units ("RSUs") convert to common stock on a one-for-one basis.
- [F2]On June 30, 2026, 3,617 of the reporting person's performance-based RSUs were settled following certification of performance results for the applicable performance period, which resulted in the performance-based RSUs vesting at 150% of target. In the settlement, the reporting person received (a) 2,426 shares and (b) pursuant to an election made by the reporting person, cash in settlement of RSUs otherwise entitling the reporting person to receive 3,000 shares. In addition, on June 30, 2026, 516 of the reporting person's service-based RSUs vested. Accordingly, the reporting person received 2,942 shares in the aggregate as a result of the settlement of these RSUs, as well as a payment in cash in lieu of 3,000 shares.
- [F3]On June 28, 2023, the reporting person was granted RSUs that vest as follows: (a) 30% of the number of RSUs subject to the award consisted of service-based RSUs that vested in three equal annual installments beginning on June 30, 2024, subject to the reporting person's continued employment with the Company, and (b) 70% of the number of RSUs subject to the award consisted of performance based RSUs that vested only if performance goals were achieved over a three-year period. The actual number of shares (if any) received upon settlement of the performance-based RSUs depended on continued employment and actual performance over the three-year period.
- [F4]On June 28, 2024, the reporting person was granted RSUs that vest as follows: (a) 40% of the number of RSUs subject to the award consisted of service-based RSUs that vest in three equal annual installments beginning on June 30, 2025, subject to the reporting person's continued employment with the Company, and (b) 60% of the number of RSUs subject to the award consisted of performance based RSUs that vest only if performance goals were achieved over a three-year period. The actual number of shares (if any) received upon settlement of the performance-based RSUs depends on continued employment and actual performance over the three-year period.
- [F5]On June 25, 2025, the reporting person was granted RSUs that vest as follows: (a) 50% of the number of RSUs subject to the award consisted of service-based RSUs that vested in three equal annual installments beginning on June 30, 2026, subject to the reporting person's continued employment with the Company, and (b) 50% of the number of RSUs subject to the award consisted of performance based RSUs that vested only if performance goals were achieved over a three-year period. The actual number of shares (if any) received upon settlement of the performance-based RSUs depends on continued employment and actual performance over the three-year period.
Signature
/s/ Donald T. Gardner III, Attorney-in-fact|2026-07-02