Form 4: Kilroy Realty CEO Angela Aman Boosts Equity Holdings Through Dividend Equivalent Rights

Kilroy Realty Corporation's Chief Executive Officer, Angela M. Aman, increased her beneficial ownership of common stock and restricted stock units through dividend equivalent rights.

Summary

• Angela M. Aman, CEO and Director of Kilroy Realty Corp (NYSE: KRC), acquired 744.6419 shares of common stock and 537.5665 Restricted Stock Units (RSUs) on July 9, 2025.
• The acquisition of common stock and RSUs resulted from dividend equivalent rights associated with previously reported restricted stock unit awards.
• Following these transactions, Ms. Aman directly beneficially owns 110,965.8401 shares of common stock and 35,837.7655 Restricted Stock Units.
• Additionally, Ms. Aman indirectly beneficially owns 2,797 shares of common stock through a revocable family trust.
• The acquired common stock and RSUs were granted at a price of $0, reflecting their nature as dividend equivalents.
• Performance units awarded in 2024, covering a three-year period ending December 31, 2026, saw an increase in the minimum number of units eligible to vest due to these dividend equivalent rights, remaining subject to additional time-based vesting requirements.

Sentiment

Score: 7

Explanation: The document indicates a routine increase in the CEO's equity holdings through dividend equivalent rights, which is a positive sign of alignment and continued compensation, but not indicative of extraordinary performance or new strategic initiatives.

Positives

• The CEO's increased equity ownership, both in common stock and Restricted Stock Units, further aligns her interests with those of shareholders.
• The acquisition of shares and RSUs through dividend equivalent rights indicates the company's continued dividend payouts and the mechanism for executive compensation to benefit from these distributions.
• The increase in beneficial ownership demonstrates continued commitment from top management.

Future Outlook

The performance units awarded in 2024 are subject to a three-year performance period ending December 31, 2026, and the units, including those credited from dividend equivalent rights, remain subject to additional time-based vesting requirements.

Management Comments

• The acquisition of common stock and restricted stock units represents dividend equivalent rights with respect to underlying restricted stock unit awards, granted pursuant to the Kilroy Realty 2006 Incentive Award Plan and applicable award agreements.
• Each restricted stock unit represents a contingent right to receive one share of Issuer common stock.
• The reported units reflect the additional minimum number of units eligible to vest as a result of the crediting of restricted stock units in respect of dividend equivalent rights.

Industry Context

This transaction is a routine insider filing (Form 4) common in publicly traded companies, reflecting executive compensation structures that include equity awards and dividend equivalent rights. It aligns the interests of the CEO with shareholders, a common practice in corporate governance aimed at incentivizing long-term performance.

Stakeholder Impact

• Shareholders: Increased alignment of the CEO's financial interests with shareholder value due to higher equity ownership.
• Employees: No direct impact on general employees mentioned.

Next Steps

• Continued vesting of performance units and restricted stock units based on time-based requirements and performance through December 31, 2026.

Key Dates

Keywords

Kilroy Realty, KRC, Form 4, Insider Transaction, CEO, Equity Ownership, Restricted Stock Units, Dividend Equivalent Rights, Executive Compensation, Real Estate