SCHEDULE 13D/A: Major Shareholder of Kelly Services Inc. Amends Beneficial Ownership Following Charitable Gift

A Schedule 13D amendment reveals that the Terence E. Adderley Revocable Trust K, a significant shareholder of Kelly Services Inc. Class B Common Stock, gifted 100,000 shares to a charitable foundation.

Summary

• The filing is an Amendment No. 1 to Schedule 13D for Kelly Services Inc. Class B Common Stock, $1.00 Par value.
• The reporting persons are the Terence E. Adderley Revocable Trust K and its co-trustees: Andrew H. Curoe, David M. Hempstead, and William U. Parfet.
• On March 28, 2025, Trust K gifted 100,000 shares of Class B Stock to a charitable foundation.
• As of February 2, 2025, there were 3,295,841 shares of Class B Common Stock outstanding.
• Post-gift, Trust K beneficially owns 3,039,940 shares, representing 92.2% of the Class B stock.
• Andrew H. Curoe beneficially owns 3,082,765 shares, representing 93.5% of the Class B stock, which includes the Trust K shares and an additional 42,825 shares from other trusts where he acts as trustee.
• David M. Hempstead and William U. Parfet each beneficially own 3,039,940 shares, representing 92.2% of the Class B stock.
• The reporting persons explicitly state they do not have any present plans or proposals that would result in actions related to the issuer's control or corporate structure.

Sentiment

Score: 5

Explanation: The document is a factual report of a change in beneficial ownership due to a charitable gift. It contains no positive or negative operational or financial news for the company itself, maintaining a neutral sentiment.

Positives

• The gift of 100,000 shares to a charitable foundation demonstrates philanthropic activity by a major shareholder.
• The reporting persons explicitly state they have no present plans or proposals related to changes in the issuer's control or structure, suggesting stability in major ownership intent.

Negatives

• A reduction in the beneficial ownership percentage of the Terence E. Adderley Revocable Trust K, albeit minor in the context of the overall holding, due to the charitable gift.

Risks

• Concentrated ownership: A significant portion of Kelly Services Inc.'s Class B Common Stock (over 92%) remains held by a single trust and its trustees, which could impact liquidity or control dynamics.

Future Outlook

The reporting persons explicitly state they do not have any present plans or proposals that would result in actions set forth in clauses (a) through (j) of Item 4 of Schedule 13D, indicating no immediate intent to change the issuer's business, management, or corporate structure.

Industry Context

This Schedule 13D amendment primarily concerns a change in beneficial ownership by a major shareholder due to a charitable gift and does not provide information directly related to broader industry trends or competitive landscape for Kelly Services Inc.

Corporate Governance

Stakeholder Impact

• Shareholders: The charitable gift slightly reduces the overall beneficial ownership percentage of the Trust, but the core control remains highly concentrated. The explicit statement of no plans for control changes may offer some stability.
• Charitable Foundation: Receives 100,000 shares of Kelly Services Inc. Class B Common Stock as a gift.

Key Dates

Keywords

Kelly Services Inc., Class B Common Stock, Schedule 13D, Beneficial Ownership, Terence E. Adderley Revocable Trust K, Charitable Gift, Shareholding, SEC Filing, Corporate Governance