Form 4: Kratos Executive Carrai Gifts Shares, Sells Stock

Kratos Defense & Security Solutions' President of STC Division, Phillip D. Carrai, reported a gift of 41,113 shares and sales of 6,000 shares of common stock.

Summary

• Phillip D. Carrai, President of the STC Division at Kratos Defense & Security Solutions, Inc. (KTOS), reported changes in his beneficial ownership.
• On November 17, 2025, Carrai made a bona fide gift of 41,113 shares of common stock to a charitable entity, receiving no value for these shares.
• On the same date, he sold 5,300 shares of common stock at a weighted average price of $72.0413 per share, with prices ranging from $71.475 to $72.43.
• Additionally, he sold 700 shares of common stock at a weighted average price of $72.61 per share, with prices ranging from $72.50 to $72.80.
• Both sales were executed pursuant to a Rule 10b5-1 trading plan adopted on November 15, 2024.
• Following these transactions, Carrai directly owns 204,968 shares, which include 1,232 shares purchased through the Employee Stock Purchase Plan and approximately 4,217 shares held through the 401(k) Plan.
• He also indirectly owns 46,644 shares through a trust.

Sentiment

Score: 5

Explanation: The filing reports routine insider transactions, including a charitable gift and sales under a pre-arranged 10b5-1 plan, which are generally neutral events for company sentiment.

Negatives

• Phillip D. Carrai, President of the STC Division, sold a total of 6,000 shares of common stock, which, while executed under a 10b5-1 plan, reduces his direct ownership stake in the company.

Related Party Transactions

• Phillip D. Carrai made a bona fide gift of 41,113 shares of common stock to a charitable entity, receiving no value for the gifted shares.

Stakeholder Impact

• Shareholders: The sale of 6,000 shares by an executive represents a minor reduction in insider ownership, which is generally not significant enough to materially impact shareholder sentiment or the company's valuation. The charitable gift also reduces the executive's direct stake.
• Other Stakeholders (Employees, Customers, Suppliers, Creditors): No direct or material impact is expected from these insider transactions.

Key Dates

Recommendation

This Form 4 filing details routine insider transactions, including a charitable gift and sales executed under a pre-established 10b5-1 trading plan. Such transactions are generally not indicative of a change in the company's fundamental prospects or management's long-term view. The volume of shares sold is relatively small compared to the executive's total holdings. Therefore, these transactions alone do not warrant a change in investment recommendation, and a 'hold' stance is maintained.

Keywords

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