Form 4: W.K. Kellogg Foundation Trust Sells Over 114,000 Kellanova Shares Under Pre-Arranged Plan

The W.K. Kellogg Foundation Trust, a 10% owner of Kellanova, reported the sale of 114,583 shares of common stock at $79.5442 per share, executed under a pre-arranged 10b5-1 trading plan.

Summary

• The W.K. Kellogg Foundation Trust and W.K. Kellogg Foundation, identified as a 10% owner and having a director relationship with Kellanova (Ticker: K), reported a transaction.
• A total of 114,583 shares of Kellanova common stock were disposed of (sold) on July 14, 2025.
• The shares were sold at a price of $79.5442 per share.
• Following this transaction, the W.K. Kellogg Foundation Trust beneficially owns 45,784,952 shares of Kellanova common stock.
• The sale was executed pursuant to trading instructions given by the W.K. Kellogg Foundation Trust on May 7, 2024, which are intended to comply with Rule 10b5-1(c) under the Securities Exchange Act of 1934.

Sentiment

Score: 5

Explanation: The document reports a pre-scheduled insider stock sale, which is a factual transaction. While a sale by a significant shareholder could be perceived negatively, the execution under a Rule 10b5-1 plan suggests a pre-determined strategy rather than a reaction to new information, leading to a neutral to slightly cautious sentiment.

Positives

• The transaction was executed under a pre-arranged Rule 10b5-1 trading plan, indicating a scheduled sale rather than a reaction to immediate market conditions or new negative information, which can mitigate negative investor perception.

Negatives

• A significant sale of 114,583 shares by a 10% owner and director, the W.K. Kellogg Foundation Trust, could be interpreted by some investors as a signal, potentially influencing sentiment, despite being pre-planned.

Future Outlook

NA

Management Comments

• The sales reported were made pursuant to trading instructions given by the W.K. Kellogg Foundation Trust on May 7, 2024, that are intended to comply with Rule 10b5-1(c) under the Securities and Exchange Act of 1934.

Industry Context

NA

Related Party Transactions

• Sale of 114,583 shares of Kellanova common stock by the W.K. Kellogg Foundation Trust, which is a 10% owner and has a director relationship with the issuer, at a price of $79.5442 per share.

Stakeholder Impact

• Shareholders may perceive the sale by a significant institutional shareholder as a signal, potentially influencing investor sentiment and stock price.

Key Dates

Keywords

Kellanova, K, W.K. Kellogg Foundation Trust, SEC Form 4, Insider Trading, Stock Sale, 10b5-1 Plan, Beneficial Ownership