Form 4: Kratos Defense Executive Sells Shares via 10b5-1 Plan

Kratos Defense & Security Solutions President, STC Division, Phillip D. Carrai, sold 6,500 shares of common stock on January 15, 2026, through a pre-arranged 10b5-1 trading plan.

Summary

• Phillip D. Carrai, President of the STC Division at KRATOS DEFENSE & SECURITY SOLUTIONS, INC. (KTOS), reported multiple sales of common stock.
• A total of 6,500 shares were sold on January 15, 2026, across seven separate transactions.
• The sales were executed at weighted average prices ranging from $118.90 to $125.5223 per share.
• These transactions were conducted pursuant to a Rule 10b5-1 trading plan adopted by Mr. Carrai on August 26, 2025.
• Following these sales, Mr. Carrai directly beneficially owns 219,741 shares of common stock.
• Additionally, 46,644 shares are indirectly beneficially owned by a trust.
• His total beneficial ownership after the reported transactions is 266,385 shares, which includes 1,232 shares purchased through the Issuer's Employee Stock Purchase Plan and approximately 4,146 shares held through the Issuer's 401(k).

Sentiment

Score: 5

Explanation: The sentiment is neutral as the reported transactions are routine insider sales conducted under a pre-arranged 10b5-1 trading plan, which typically mitigates concerns about opportunistic selling and is a common practice for executives managing their personal portfolios.

Positives

• The transaction was effected pursuant to a Rule 10b5-1 trading plan, demonstrating adherence to regulatory best practices for insider trading and providing transparency regarding the executive's pre-scheduled sales.

Negatives

• The sale of shares by a key executive, even if pre-planned, can sometimes be interpreted by the market as a signal of reduced personal conviction in the company's near-term stock price appreciation, potentially leading to minor negative sentiment.

Future Outlook

NA

Industry Context

NA

Stakeholder Impact

• Shareholders may observe the executive's sale, which could lead to minor shifts in market sentiment, though the 10b5-1 plan context generally reduces negative interpretations.

Key Dates

Recommendation

The sale by a company executive, while notable, was conducted under a pre-arranged 10b5-1 trading plan, indicating it was scheduled in advance and not necessarily a reaction to new, negative information. The volume of shares sold (6,500 shares) is not exceptionally large relative to the company's overall outstanding shares or the executive's remaining holdings, including those held indirectly. Therefore, this transaction alone does not provide sufficient new information to alter a fundamental investment thesis, warranting a 'hold' recommendation.

Keywords

Kratos Defense, KTOS, Insider Trading, Form 4, Stock Sale, Phillip D. Carrai, 10b5-1 Plan, Executive Stock Sale