Form 4: Kilroy Realty CFO Awarded Equity in Incentive Plan

Kilroy Realty's EVP, CFO, and Treasurer, Jeffrey Kuehling, received an award of common stock and restricted stock units as part of an incentive plan.

Summary

• Jeffrey Kuehling, Executive Vice President, CFO, and Treasurer of Kilroy Realty Corporation, acquired 7,287 shares of common stock on February 5, 2026.
• This acquisition was an award of restricted stock units granted under the Kilroy Realty 2006 Incentive Award Plan, with a price of $0 per share.
• Following this transaction, Mr. Kuehling beneficially owns 26,323.1516 shares of common stock directly.
• Additionally, Mr. Kuehling acquired 12,820.6227 Restricted Stock Units (RSUs) on February 5, 2026, also at a price of $0.
• Each RSU represents a contingent right to receive one share of Issuer common stock and carries a right to receive dividend equivalents.
• The 12,820.6227 RSUs represent the minimum number of performance units eligible to vest based on 2025 performance, from an award granted in 2025 for a three-year performance period ending December 31, 2027.
• These units are subject to additional time-based vesting requirements.
• Up to an additional 25,641.25 units may vest for the three-year performance period based on the Issuer's performance.

Sentiment

Score: 6

Explanation: StockSavvy.ai views this as a neutral to slightly positive event, as it represents standard executive compensation designed to align management incentives with shareholder interests, without indicating any significant operational or financial changes.

Positives

• The equity awards align management's interests with those of shareholders through performance-based incentives.
• The award of restricted stock units and common stock is part of a structured incentive plan, indicating ongoing commitment to executive compensation and retention.

Future Outlook

The restricted stock units and performance units are subject to additional time-based vesting requirements and the potential for up to an additional 25,641.25 units to vest based on the Issuer's performance for the three-year period ending December 31, 2027.

Industry Context

StockSavvy.ai notes that the award of performance-based equity to key executives like the CFO is a common practice in the real estate investment trust (REIT) sector and broader public markets. Such compensation structures are designed to incentivize long-term performance and align executive interests with shareholder value creation, reflecting standard corporate governance practices.

Comparison to Industry Standards

• Executive compensation through restricted stock units and performance-based awards is a standard practice across publicly traded companies, including REITs like Kilroy Realty, to attract and retain top talent.
• The structure, linking vesting to both time and company performance over a multi-year period (e.g., three years), is consistent with best practices aimed at fostering sustainable growth and accountability, similar to compensation plans observed at peers such as Boston Properties (BXP) or Vornado Realty Trust (VNO).

Stakeholder Impact

• Shareholders: The equity awards aim to align the interests of the CFO with long-term shareholder value creation through performance-based vesting.
• Employees: The incentive plan demonstrates the company's commitment to competitive executive compensation, which can indirectly influence broader employee morale and retention strategies.

Next Steps

• The restricted stock units and performance units will be subject to additional time-based vesting requirements.
• The final number of performance units vesting will be determined by the Issuer's performance for the three-year period ending December 31, 2027.

Key Dates

Keywords

Kilroy Realty, KRC, Jeffrey Kuehling, SEC Form 4, Insider Transaction, Restricted Stock Units, Executive Compensation, Equity Award, Performance Units, NYSE