Form 4: Kyndryl SVP & Global Controller Increases Stake Following Performance Share Unit Vesting

Kyndryl Holdings, Inc.'s Senior Vice President and Global Controller, Vineet Khurana, increased his beneficial ownership of common stock by 23,809 shares after the vesting of performance share units and subsequent tax withholding.

Summary

• Vineet Khurana, SVP & Global Controller of Kyndryl Holdings, Inc. (KD), reported changes in his beneficial ownership of common stock.
• On May 29, 2025, Mr. Khurana acquired 48,603 shares of common stock at a price of $0, resulting from the achievement of pre-established performance targets over a three-year period from April 1, 2022, to March 31, 2025, related to previously granted performance share units (PSUs).
• Concurrently, on May 29, 2025, 24,794 shares of common stock were withheld by the Issuer at a price of $38.76 per share to satisfy Mr. Khurana's tax withholding obligation upon the vesting of these PSUs.
• The shares withheld for tax were not sold by the Reporting Person but were offset from the total number of vested shares received.
• Following these transactions, Mr. Khurana's direct beneficial ownership of Kyndryl common stock stands at 67,686 shares.

Sentiment

Score: 7

Explanation: The sentiment is positive as it indicates the achievement of performance targets by the company, leading to the vesting of executive performance share units. While a routine filing, the underlying event (target achievement) is favorable.

Positives

• The vesting of 48,603 performance share units indicates that Kyndryl Holdings, Inc. achieved pre-established performance targets over the three-year period ending March 31, 2025.
• An executive's increased beneficial ownership, even after tax withholding, can signal confidence in the company's future prospects.

Future Outlook

This Form 4 filing does not contain forward-looking statements or guidance regarding the company's future financial performance or strategic direction. It solely reports an insider's change in beneficial ownership.

Management Comments

• The acquisition of shares represents the achievement of pre-established performance targets over a three-year performance period beginning on April 1, 2022, and ending on March 31, 2025, pursuant to a previously granted award of performance share units ('PSUs').
• The disposition of shares represents the withholding from delivery of shares of common stock from the Issuer to satisfy the Reporting Person's tax withholding obligation upon the vesting of the PSUs described herein. These shares of common stock were not sold by the Reporting Person but were instead offset from the total number of vested shares of common stock received by the Reporting Person from the Issuer.

Industry Context

This filing is a routine disclosure of an insider stock transaction, common across all publicly traded companies. It reflects an executive's compensation structure tied to performance, a standard practice in many industries to align management incentives with shareholder interests.

Stakeholder Impact

• Shareholders: The vesting of PSUs indicates that the company met its performance objectives, which could be viewed positively as it aligns executive compensation with company performance. The executive's increased stake (net of tax) also signals continued alignment with shareholder interests.

Key Dates

Keywords

Kyndryl Holdings, KD, SEC Form 4, Insider Trading, Stock Ownership, Performance Share Units, PSU Vesting, Executive Compensation, Beneficial Ownership, Tax Withholding