KEWAUNEE SCIENTIFIC CORP /DE/·4

Jul 2, 11:51 AM ET

Batdorff Douglas J. 4

4 · KEWAUNEE SCIENTIFIC CORP /DE/ · Filed Jul 2, 2026

Research Summary

AI-generated summary of this filing

Updated

Kewaunee (KEQU) SVP Douglas Batdorff Receives RSU Payout, Sells 5,609 Shares

What Happened

  • Douglas J. Batdorff, Senior VP, Manufacturing Operations at Kewaunee Scientific (KEQU), had restricted stock units (RSUs) settle on June 30, 2026. A total of 7,451 RSUs converted to common stock on a one-for-one basis. Pursuant to his election, 5,609 of those shares were paid in cash to him (reported as a disposition to the issuer) for $36.25 per share, totaling $203,326. In addition, 851 shares were withheld to cover tax withholding (reported as 851 shares disposed at $36.25, $30,849), and 535 shares were issued to him in shares from vested service-based RSUs.

Key Details

  • Transaction date: June 30, 2026; Form 4 filed July 2, 2026 (timely).
  • Cash paid in lieu of shares: 5,609 shares × $36.25 = $203,326.
  • Tax withholding: 851 shares × $36.25 = $30,849 (share-withholding to satisfy tax liability).
  • Shares actually issued to Batdorff: 535 shares from vested service-based RSUs (per footnote).
  • Total RSUs converted/settled on June 30, 2026: 7,451 RSUs (combination of performance- and service-based awards).
  • Footnotes: performance-based RSUs (3,739 units) vested at 150% of target, producing 5,609 shares (cash elected); several grants from 2023–2025 with mixed service- and performance-based vesting schedules are the source of these RSUs.
  • Filing timeliness: filed July 2 for June 30 transactions; no late filing indicated.

Context

  • These transactions reflect RSU settlements rather than an open-market sale. The 5,609-share “sale” was cash paid by the company because the insider elected cash in lieu of receiving those shares. The 851-share disposition is a standard tax-withholding event (coded F). Codes in the filing: M = derivative conversion (RSU settlement), D = disposition to issuer (cash-in-lieu), F = tax withholding.
  • This is routine compensation vesting/settlement activity (including a performance payout at 150% of target) and not a typical insider open-market sale that might signal market views.

Insider Transaction Report

Form 4
Period: 2026-06-30
Batdorff Douglas J.
SVP, Manufacturing Operations
Transactions
  • Exercise/Conversion

    Common Stock

    [F1][F2]
    2026-06-30+7,45114,630 total
  • Disposition to Issuer

    Common Stock

    2026-06-30$36.25/sh5,609$203,3269,021 total
  • Tax Payment

    Common Stock

    2026-06-30$36.25/sh851$30,8498,170 total
  • Exercise/Conversion

    Restricted Stock Units FY24

    [F1][F2][F3]
    2026-06-305350 total
    Common Stock (6,144 underlying)
  • Exercise/Conversion

    Restricted Stock Units FY25

    [F1][F4]
    2026-06-305523,038 total
    Common Stock (552 underlying)
  • Exercise/Conversion

    Restricted Stock Units FY26

    [F1][F5]
    2026-06-307553,773 total
    Common Stock (755 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, 3,739 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, pursuant to an election made by the reporting person, cash in settlement of RSUs otherwise entitling the reporting person to receive 5,609 shares. In addition, on June 30, 2026, 535 of the reporting person's service-based RSUs vested. Accordingly, the reporting person received 535 shares in the aggregate as a result of the settlement of these RSUs, as well as a payment in cash in lieu of 5,609 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

Documents

1 file
  • 4
    wk-form4_1783007511.xmlPrimary

    FORM 4