Form 4: Kforce CXO Andrew Thomas Acquires Restricted Stock

Kforce Chief Experience Officer Andrew G. Thomas acquired 22,413 shares of restricted common stock on December 31, 2025, under a Rule 10b5-1 plan.

Summary

• Andrew G. Thomas, Chief Experience Officer of Kforce Inc. (KFRC), acquired 22,413 shares of common stock.
• The transaction occurred on December 31, 2025, and was an acquisition (A) of non-derivative securities.
• The shares were acquired at a price of $0, indicating a grant of restricted stock.
• These 22,413 shares of restricted stock will vest at a rate of 25% annually, beginning on December 27, 2026.
• Following this transaction, Andrew G. Thomas beneficially owns a total of 117,231 shares of common stock.
• The total beneficial ownership of 117,231 shares includes 42,178 shares of restricted stock.
• The transaction was made pursuant to a contract, instruction, or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Sentiment

Score: 7

Explanation: The acquisition of shares by a key executive, even if restricted and part of compensation, generally reflects management's confidence in the company's future prospects. The transaction being under a 10b5-1 plan indicates a routine, pre-scheduled event rather than an opportunistic purchase.

Positives

• An insider, the Chief Experience Officer, acquired 22,413 shares of common stock, which can signal confidence in the company's future performance.
• The acquisition was part of a pre-arranged Rule 10b5-1 plan, indicating a structured approach to executive compensation and share ownership.

Future Outlook

The acquired restricted stock will vest annually at 25% starting December 27, 2026, indicating a future schedule for the executive's equity compensation to become fully owned.

Industry Context

Insider stock acquisitions, particularly through restricted stock grants as part of compensation, are a common practice across various industries to align executive interests with shareholder value. The use of a Rule 10b5-1 plan is standard for executives to manage their equity holdings in compliance with insider trading regulations.

Comparison to Industry Standards

• The grant of restricted stock as part of executive compensation is a widely adopted practice in the professional staffing and solutions industry, similar to companies like Robert Half International (RHI) or Kelly Services (KELYA).
• The vesting schedule of 25% annually is a typical structure for long-term incentive plans, comparable to those seen in many publicly traded companies to encourage retention and long-term performance.

Stakeholder Impact

• Shareholders may view the executive's acquisition of shares as a positive signal of alignment between management and shareholder interests.
• Employees, particularly other executives, may see this as a standard component of the company's long-term incentive compensation structure.

Next Steps

• The 22,413 restricted shares will begin vesting at 25% annually starting December 27, 2026.

Key Dates

Keywords

Kforce, KFRC, Insider Transaction, Form 4, Restricted Stock, Executive Compensation, Stock Grant, Rule 10b5-1