Carrai Phillip D 4

4 · KRATOS DEFENSE & SECURITY SOLUTIONS, INC. · Filed Mar 6, 2026

AI-generated summary of this filing

Updated Mar 6, 2026

Kratos (KTOS) President Phillip Carrai Receives 50,000 RSU Award

What Happened

Phillip D. Carrai, President of the STC Division at Kratos Defense & Security Solutions (KTOS), had 50,000 performance restricted stock units (RSUs settle) vest on 2026-03-04. The awards were recorded as acquisitions at $0.00 (three grants of 16,666 / 16,667 / 16,667 shares).
To satisfy tax liabilities, 7,516 shares were withheld for each tranche (transaction code F), at $89.13 per share — $669,901 withheld per tranche, totaling $2,009,703. After withholding, Carrai received a net 27,452 shares.

Key Details

Transaction date: 2026-03-04; Form 4 filed 2026-03-06 (timely).
Awards settled: 50,000 shares (F1: granted 1/3/2022; F2: granted 1/4/2024; F3: granted 1/3/2025).
Tax withholding: 22,548 shares withheld in net share settlement (code F); withholding price reported as $89.13/share; total withholding value ≈ $2,009,703.
Net shares delivered to insider: 27,452.
Holdings note (F5): report mentions 1,232 shares from ESPP and ~4,246 shares held through 401(k); Form 4 does not report a single consolidated total in the provided summary.
Transaction types: A = award/acquisition (RSU settlement); F = shares withheld to cover tax liability (not an open-market sale).

Context

This was a vesting/settlement of performance RSUs with net-share tax withholding (a common routine action), not an open-market sale or a new cash purchase. The insider did not sell shares into the market as part of this transaction — the "dispositions" are tax withholdings.

Form 4

Period: 2026-03-04

President, STC Division

Transactions

Award
Common Stock
[F1][F5]
2026-03-04+16,666→ 230,007 total
Tax Payment
Common Stock
[F4][F5]
2026-03-04$89.13/sh−7,516$669,901→ 222,491 total
Award
Common Stock
[F2][F5]
2026-03-04+16,667→ 239,158 total
Tax Payment
Common Stock
[F4][F5]
2026-03-04$89.13/sh−7,516$669,901→ 231,642 total
Award
Common Stock
[F3][F5]
2026-03-04+16,667→ 248,309 total
Tax Payment
Common Stock
[F4][F5]
2026-03-04$89.13/sh−7,516$669,901→ 240,793 total

Holdings

Footnotes (5)

[F1]Shares acquired pursuant to the settlement of a Performance Restricted Stock Unit Award granted on January 3, 2022.
[F2]Shares acquired pursuant to the settlement of a Performance Restricted Stock Unit Award granted on January 4, 2024.
[F3]Shares acquired pursuant to the settlement of a Performance Restricted Stock Unit Award granted on January 3, 2025.
[F4]Shares withheld in a net transaction to satisfy the tax liability, in accordance with Issuer's trading policies, in connection with shares vested as reported in this Form 4.
[F5]Includes 1,232 shares purchased through Issuer's Employee Stock Purchase Plan, and approximately 4,246 shares held through Issuer's 401(k) Plan.

Signature

Phillip D. Carrai, by Eva Yee, Attorney-In-Fact|2026-03-06

1 file