Form 4: Keysight SVP Sung Yoon Reports Stock Awards, Tax Withholdings

Keysight Technologies SVP Sung Yoon reported the acquisition of 6,936 shares through performance awards and restricted stock units, alongside the disposition of 209 shares for tax obligations.

Summary

• Sung Yoon, Senior Vice President (SVP) of Keysight Technologies, Inc. (KEYS), reported changes in beneficial ownership of common stock.
• On November 19, 2025, 507 shares of common stock were awarded to Mr. Yoon under the Keysight Technologies, Inc. Long-Term Performance Program.
• Of these performance shares, Mr. Yoon elected to defer 456 shares under the Keysight Technologies, Inc. Deferred Compensation Plan.
• Also on November 19, 2025, 6,429 shares of common stock underlying restricted stock units (RSUs) were granted to Mr. Yoon pursuant to the Keysight 2014 Equity and Incentive Compensation Plan.
• These RSUs are scheduled to vest in equal installments on each of the first four anniversaries of the grant date.
• Mr. Yoon surrendered 24 shares on November 19, 2025, to satisfy tax liability related to the release of the Long-Term Performance shares, at a price of $174.61 per share.
• On November 20, 2025, Mr. Yoon surrendered 185 shares to satisfy tax liability on the release of restricted shares, at a price of $169.67 per share.
• Following these transactions, Mr. Yoon's direct beneficial ownership of common stock is 17,993.818 shares.

Sentiment

Score: 5

Explanation: The filing reports routine executive compensation transactions (stock awards and tax withholdings) and does not contain information that would significantly alter the company's fundamental outlook or market sentiment.

Positives

• SVP Sung Yoon received significant stock awards totaling 6,936 shares (507 performance shares and 6,429 RSUs), indicating continued executive compensation and alignment with shareholder interests.
• The deferral of 456 performance shares suggests a long-term commitment by the executive to the company's performance.

Negatives

• A total of 209 shares were disposed of to cover tax liabilities associated with the stock awards, which is a standard practice but reduces the immediate net gain in shares.

Future Outlook

The restricted stock units granted on November 19, 2025, are scheduled to vest in equal installments on each of the first four anniversaries of the grant date, indicating future share releases for the reporting person.

Industry Context

The reported transactions reflect routine executive compensation practices common across publicly traded companies, particularly in the technology sector, where equity awards are a significant component of long-term incentive plans designed to align management interests with shareholder value.

Comparison to Industry Standards

• The use of performance shares and restricted stock units (RSUs) for executive compensation is a standard practice in the technology industry, aligning executive incentives with company performance and long-term shareholder value.
• The vesting schedule for RSUs over four years is typical for retaining key talent and encouraging sustained performance, comparable to compensation structures at peer companies in the electronics and test & measurement sectors.

Corporate Governance

Related Party Transactions

• The award of 507 common shares and the grant of 6,429 restricted stock units to SVP Sung Yoon constitute related party transactions, as they involve compensation to an executive officer under company-approved plans.

Stakeholder Impact

• Shareholders: The transactions represent routine executive compensation, aligning management incentives with shareholder value through equity ownership.
• Employees: Reflects the company's established compensation practices for senior leadership, which can influence broader employee compensation strategies and morale.

Next Steps

• The granted restricted stock units will vest in equal installments on each of the first four anniversaries of the grant date, leading to future share releases.

Key Dates

Recommendation

This Form 4 filing details routine executive compensation, including stock awards and tax-related share dispositions. It does not provide new material information that would warrant a change in investment recommendation for Keysight Technologies, Inc. The transactions are expected and reflect standard corporate governance and compensation practices.

Keywords

Keysight Technologies, KEYS, Form 4, Insider Transaction, Executive Compensation, Stock Award, Restricted Stock Units, RSU, Sung Yoon, SVP