Form 4: Keysight SVP Kailash Narayanan Reports Equity Awards

Keysight Technologies SVP Kailash Narayanan received significant equity awards and disposed of shares to cover tax liabilities.

Summary

• Kailash Narayanan, Senior Vice President (SVP) of Keysight Technologies, Inc. (KEYS), reported changes in beneficial ownership of common stock.
• On November 19, 2025, Narayanan was awarded 3,807 shares of common stock under the Keysight Technologies, Inc. Long-Term Performance Program.
• On the same date, 1,798 shares were surrendered to Keysight to satisfy tax liability related to the release of these Long-Term Performance shares, at a price of $174.61 per share.
• Additionally, on November 19, 2025, Narayanan was granted 11,405 restricted stock units (RSUs) under the Keysight 2014 Equity and Incentive Compensation Plan, which will vest in equal installments on each of the first four anniversaries of the grant date.
• On November 20, 2025, 966 shares were surrendered to Keysight to satisfy tax liability on the release of restricted shares, at a price of $169.67 per share.
• Following these transactions, Narayanan beneficially owns 47,118 shares of Keysight Technologies common stock.

Sentiment

Score: 7

Explanation: The sentiment is positive as a key executive received significant equity awards, aligning their interests with long-term company performance. The share dispositions were solely for tax purposes, which is a routine and expected part of equity compensation, not a sale for personal liquidity.

Positives

• SVP Kailash Narayanan received a significant award of 3,807 shares of common stock under the company's Long-Term Performance Program, aligning executive interests with shareholder value.
• An additional grant of 11,405 Restricted Stock Units (RSUs) further incentivizes long-term performance and retention of a key executive.

Future Outlook

The Restricted Stock Units (RSUs) granted on November 19, 2025, are scheduled to vest in equal installments on each of the first four anniversaries of the grant date, indicating a future vesting schedule for a portion of the executive's compensation.

Industry Context

This filing represents a routine insider transaction related to executive compensation, common across publicly traded companies in all industries, including the technology and test & measurement sectors where Keysight operates. It reflects the standard practice of granting equity awards to align management incentives with shareholder interests.

Stakeholder Impact

• Shareholders: The equity awards align the interests of a key executive (SVP Kailash Narayanan) with long-term shareholder value, potentially fostering sustained performance.
• Employees: Reflects the company's compensation strategy, which may influence employee morale and retention, particularly for senior leadership.

Next Steps

• The 11,405 Restricted Stock Units (RSUs) will vest in equal installments on each of the first four anniversaries of the grant date, starting November 19, 2026.

Key Dates

Keywords

Keysight Technologies, KEYS, Kailash Narayanan, Form 4, Insider Transaction, Equity Award, Restricted Stock Units, RSU, Long-Term Performance Program, Executive Compensation