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

Kratos Defense & Security Solutions' President of STC Division, Phillip D. Carrai, reported the vesting of 50,000 restricted stock units, a new grant of 50,000 RSUs, and subsequent tax-related share dispositions.

Summary

• Phillip D. Carrai, President of the STC Division at Kratos Defense & Security Solutions, Inc. (KTOS), reported multiple transactions on January 3 and January 4, 2026.
• He acquired a total of 50,000 shares of common stock through the vesting of previously granted Restricted Stock Units (RSUs) across five separate vesting events.
• Concurrently, 22,656 shares were disposed of in net transactions to satisfy tax liabilities related to these vested shares, at a price of $79.29 per share.
• A new grant of 50,000 Restricted Stock Units (RSUs) was reported on January 3, 2026, which will vest ratably on each of the first five anniversaries of the grant date.
• Following these transactions, Carrai's direct beneficial ownership of common stock increased to 226,299 shares.
• He also holds 46,644 shares indirectly through a trust, 1,232 shares through the Employee Stock Purchase Plan, and approximately 4,204 shares through the 401(k) Plan.

Sentiment

Score: 6

Explanation: The filing reflects routine executive compensation events, including RSU vesting and a new RSU grant, which are generally positive for executive alignment but do not indicate significant new operational or financial developments. The tax-related share dispositions are standard practice.

Positives

• Phillip D. Carrai received a new grant of 50,000 Restricted Stock Units (RSUs), indicating continued long-term incentive alignment with the company.
• The vesting of 50,000 RSUs demonstrates the realization of previously awarded equity compensation.
• Beneficial ownership of common stock increased by a net of 27,344 shares directly, reflecting a net increase in his stake after tax withholdings.

Negatives

• A total of 22,656 shares were disposed of to cover tax liabilities associated with the RSU vesting, which represents a reduction in the number of shares held.

Future Outlook

NA

Industry Context

NA

Stakeholder Impact

• Shareholders: The report indicates continued alignment of executive interests with shareholders through equity compensation. The net increase in direct beneficial ownership is a minor positive.
• Employees: The RSU grants and vesting are part of a standard compensation framework, which can positively influence employee morale and retention, particularly for key executives.

Key Dates

Recommendation

This Form 4 details routine executive compensation activities, including the vesting of restricted stock units and a new grant, along with associated tax-related share dispositions. These are expected events and do not provide new fundamental information that would warrant a change in investment recommendation. The transactions reflect ongoing executive alignment with company performance but do not signal any immediate catalysts for significant share price movement.

Keywords

Kratos Defense & Security Solutions, KTOS, Phillip D. Carrai, insider transaction, Form 4, restricted stock units, RSU vesting, common stock, beneficial ownership, executive compensation, stock plan