Form 4: Kratos Defense Executive Reports RSU Vesting, New Grant

Sentiment:

Insider Transaction Report


Stacey G. Rock, President of Kratos' KTT Division, reported the vesting of 27,500 restricted stock units, the acquisition of common stock, and a new grant of 25,000 RSUs.

Summary

  • Stacey G. Rock, President of Kratos' KTT Division, reported multiple transactions related to Restricted Stock Units (RSUs) and common stock.
  • On January 3 and 4, 2026, a total of 27,500 shares of common stock were acquired through the vesting of previously granted RSUs.
  • Concurrently, 10,932 shares of common stock were disposed of in net transactions to satisfy tax liabilities at a price of $79.29 per share.
  • A new grant of 25,000 Restricted Stock Units (RSUs) was reported on January 3, 2026, which will vest ratably over the first five anniversaries of the grant date.
  • Following these transactions, Stacey G. Rock beneficially owns 47,117 shares of Kratos Defense & Security Solutions, Inc. common stock, which includes 2,013 shares from the Employee Stock Purchase Plan and approximately 6,676 shares held through the 401(k) plan.

Sentiment

Score: 6

Explanation: The filing reflects routine executive compensation activities, including a new RSU grant and the vesting of previous grants. While there are disposals for tax purposes, the overall activity indicates ongoing executive incentive alignment and a new grant, which is generally a neutral to slightly positive signal for executive retention and motivation.

Positives

  • Stacey G. Rock received a new grant of 25,000 Restricted Stock Units, indicating continued long-term incentive compensation.
  • The vesting of 27,500 RSUs resulted in the acquisition of common stock, increasing direct ownership in the company.
  • The company's trading policies facilitate net transactions for tax liability, allowing the executive to manage tax obligations efficiently.

Negatives

  • A significant number of shares (10,932) were disposed of to cover tax liabilities, reducing the immediate increase in direct share ownership from vesting.

Future Outlook

This Form 4 filing does not contain any forward-looking statements or guidance regarding the company's future performance or strategic direction.

Industry Context

This filing reports routine executive compensation events (RSU vesting and a new grant) for a Kratos Defense & Security Solutions executive. Such compensation structures are common across the defense and technology sectors, aligning executive incentives with long-term shareholder value.

Stakeholder Impact

  • Shareholders: Minimal direct impact as these are routine compensation events. The new RSU grant aligns executive interests with long-term shareholder value.
  • Employees: No direct impact on general employees, but reflects the company's executive compensation practices.

Next Steps

  • The newly granted 25,000 RSUs will vest ratably on each of the first five anniversaries of the January 3, 2026 grant date.
  • Remaining unvested RSUs from the January 3, 2022 grant (3,000 units) will continue to vest ratably over their remaining schedule.
  • Remaining unvested RSUs from the January 3, 2023 grant (6,000 units) will continue to vest ratably over their remaining schedule.
  • Remaining unvested RSUs from the January 3, 2025 grant (24,500 units) will continue to vest according to their schedule (1st and 2nd anniversaries for 15,500, 3rd, 4th, and 5th for 3,000).
  • Remaining unvested RSUs from the January 4, 2024 grant (9,000 units) will continue to vest ratably over their remaining schedule.

Key Dates

DateDescription
01/05/2021Date of previous Form 4 filing reporting 15,000 RSUs granted, vesting ratably over five years from January 4, 2021.
01/03/2022Grant date for 15,000 RSUs vesting ratably over five years, reported on January 5, 2022 Form 4.
01/05/2022Date of previous Form 4 filing reporting 15,000 RSUs granted, vesting ratably over five years from January 3, 2022.
01/03/2023Grant date for 15,000 RSUs vesting ratably over five years, reported on January 5, 2023 Form 4.
01/05/2023Date of previous Form 4 filing reporting 15,000 RSUs granted, vesting ratably over five years from January 3, 2023.
01/04/2024Grant date for 15,000 RSUs vesting ratably over five years, reported on January 5, 2024 Form 4.
01/05/2024Date of previous Form 4 filing reporting 15,000 RSUs granted, vesting ratably over five years from January 4, 2024.
01/03/2025Grant date for 15,500 RSUs vesting on 1st and 2nd anniversaries and 3,000 RSUs on 3rd, 4th, and 5th anniversaries, reported on January 7, 2025 Form 4.
01/07/2025Date of previous Form 4 filing reporting 15,500 RSUs vesting on 1st and 2nd anniversaries and 3,000 RSUs on 3rd, 4th, and 5th anniversaries from January 3, 2025.
01/03/2026Date of earliest transaction reported, including RSU vesting, common stock acquisition/disposal, and a new RSU grant.
01/04/2026Date of RSU vesting and common stock acquisition/disposal transactions.
01/06/2026Signature date of the reporting person's attorney-in-fact.

Keywords

Kratos Defense & Security Solutions, KTOS, SEC Form 4, Insider Trading, Restricted Stock Units, RSU vesting, Executive Compensation, Stock Ownership, Tax Withholding

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