KYNDRYL GRANTS INDUCEMENT EQUITY AWARDS TO NEW CHIEF FINANCIAL OFFICER AND GENERAL COUNSEL AND SECRETARY PURSUANT TO NYSE RULE 303A.08

Rhea-AI Summary

Kyndryl (NYSE: KD) granted inducement equity awards to newly hired Chief Financial Officer Ellen Johnson and General Counsel and Secretary Andrew Bonzani under NYSE Rule 303A.08. The awards, approved by the Board’s Compensation and Human Capital Committee, are made under the Kyndryl 2026 Employment Inducement Equity Incentive Plan and are generally consistent with the Amended and Restated Kyndryl 2021 Long-Term Performance Plan.

Johnson’s package includes 248,514 target performance stock units, 121,248 restricted stock units, and 115,474 special sign-on RSUs with three- or four-year vesting schedules. Bonzani’s awards comprise 138,063 target PSUs, 67,360 RSUs, and 96,228 special sign-on RSUs on similar performance and time-based vesting terms.

Market Context

Peer GDS had changed 5.2% in the current peer snapshot, while no peers appeared in the momentum scan...

Analysis

Peer GDS had changed 5.2% in the current peer snapshot, while no peers appeared in the momentum scanner. That context provided no confirmed peer alignment for the executive-award announcement; moderate short positioning remained a documented volatility risk.

Key Figures

Johnson PSU grant: 248,514 PSUs Johnson RSU grant: 121,248 RSUs Johnson sign-on RRSU grant: 115,474 RRSUs +4 more

7 metrics

Johnson PSU grant 248,514 PSUs At target; three-year performance period

Johnson RSU grant 121,248 RSUs Four equal annual installments

Johnson sign-on RRSU grant 115,474 RRSUs Three equal annual installments

Bonzani PSU grant 138,063 PSUs At target; three-year performance period

Bonzani RSU grant 67,360 RSUs Four equal annual installments

Bonzani sign-on RRSU grant 96,228 RRSUs Three equal annual installments

Maximum PSU award 180% of target Maximum performance outcome

Historical Context

5 past events · Latest: Aug 10 (Neutral)

Pattern 5 events

Date	Event	Sentiment	24h Move	Catalyst
Aug 10	Acquisition agreement	Neutral	-1.9%	Healthcare IT Leaders acquisition announced with undisclosed terms and regulatory review.
Aug 06	AI services launch	Positive	+0.7%	Agentic modernization services launched through Kyndryl Bridge for enterprise technology environments.
Aug 05	Q1 FY27 earnings	Negative	-5.4%	Revenue declined and losses widened while fiscal 2027 guidance was reaffirmed.
Jul 22	Public-sector partnership	Positive	-4.4%	Arizona counties expanded implementation of a community re-entry services platform.
Jul 15	Workplace recognition	Positive	+0.9%	Kyndryl received workplace certifications across 11 countries and more than 180 recognitions.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Pattern Detected

Kyndryl's recent positive or neutral announcements produced mixed outcomes, while the earnings release was followed by a negative reaction.

Key Terms

performance stock units, restricted stock units, employment inducement exemption

3 terms

performance stock units financial

"248,514 performance stock units ("PSUs")"

Performance stock units are a type of company award that grants employees shares of stock only if certain performance goals are met. They motivate employees to work toward specific company achievements, aligning their interests with those of shareholders. For investors, they can influence a company's future stock supply and reflect management’s confidence in reaching key targets.

restricted stock units financial

"121,248 restricted stock units ("RSUs")"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

employment inducement exemption regulatory

"employment inducement exemption under the NYSE's Listed Company Manual Rule"

An employment inducement exemption is a regulatory allowance that lets a public company grant stock or option awards to a new hire without getting prior shareholder approval, provided the awards are given solely to attract or retain that employee and meet specific limits and rules. Investors care because these one-off grants increase the total number of shares available and can dilute existing ownership and earnings per share, much like adding more slices to an already shared pie.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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NEW YORK, Aug. 14, 2026 /PRNewswire/ -- Kyndryl (NYSE: KD), a leading provider of mission-critical enterprise technology services, today announced that in connection with its previously announced hiring of Ellen Johnson, as Chief Financial Officer, and Andrew Bonzani, as General Counsel and Secretary, the Company granted equity awards to them as a material inducement to their acceptance of employment with Kyndryl. The equity awards are consistent with the previously disclosed terms of their offer letters and were approved by the Compensation and Human Capital Committee of the Board of Directors in reliance on the employment inducement exemption under the NYSE's Listed Company Manual Rule 303A.08. Kyndryl is issuing this press release pursuant to the requirements of that rule.

The inducement equity awards to Johnson consist of grants of (i) 248,514 performance stock units ("PSUs") (at target; a maximum of 180% target may be earned for maximum performance) that are eligible to vest subject to the achievement of the Company's pre-established performance criteria over a three-year performance period, (ii) 121,248 restricted stock units ("RSUs") that are eligible to vest in four equal annual installments beginning on the first anniversary of the grant date and (iii) 115,474 special sign-on RSUs ("RRSUs") that are eligible to vest in three equal annual installments beginning on the first anniversary of the grant date.  

The inducement equity awards to Bonzani consist of grants of (i) 138,063 PSUs (at target; a maximum of 180% target may be earned for maximum performance) that are eligible to vest subject to the achievement of the Company's pre-established performance criteria over a three-year performance period, (ii) 67,360 RSUs that are eligible to vest in four equal annual installments beginning on the first anniversary of the grant date and (iii) 96,228 special sign-on RRSUs that are eligible to vest in three equal annual installments beginning on the first anniversary of the grant date. 

The inducement equity awards to Johnson and Bonzani were granted pursuant to the Kyndryl 2026 Employment Inducement Equity Incentive Plan adopted by the Board of Directors. Award terms under this inducement equity incentive plan are generally consistent with award terms under the Amended and Restated Kyndryl 2021 Long-Term Performance Plan.

About Kyndryl

Kyndryl (NYSE: KD) is a leading provider of mission-critical enterprise technology services, offering advisory, implementation and managed service capabilities to thousands of customers in more than 60 countries. As the world's largest IT infrastructure services provider, the Company designs, builds, manages and modernizes the complex information systems that the world depends on every day. For more information, visit www.kyndryl.com

Investor Contact:
investors@kyndryl.com

Media Contact:
press@kyndryl.com

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SOURCE Kyndryl

FAQ

What equity awards did Kyndryl (NYSE: KD) grant to new CFO Ellen Johnson in August 2026?

Kyndryl granted Ellen Johnson performance stock units, restricted stock units, and special sign-on RSUs. According to Kyndryl, she received 248,514 target PSUs, 121,248 RSUs, and 115,474 sign-on RSUs, with vesting tied to three-year performance and multi-year time-based schedules.

What inducement equity awards did Kyndryl grant to new General Counsel Andrew Bonzani (KD) on August 14, 2026?

Kyndryl granted Andrew Bonzani performance stock units, RSUs, and special sign-on RSUs. According to Kyndryl, his package includes 138,063 target PSUs, 67,360 RSUs, and 96,228 sign-on RSUs, vesting over three-year performance and three- to four-year time-based periods.

How do the performance stock units for Kyndryl’s new executives vest under the 2026 Employment Inducement Equity Incentive Plan?

The performance stock units can vest based on pre-established performance criteria over three years. According to Kyndryl, both Ellen Johnson and Andrew Bonzani have target PSUs, with up to 180% of target potentially earned for maximum performance during the three-year performance period.

What are the vesting schedules for the RSUs and special sign-on RSUs granted by Kyndryl (KD) in August 2026?

The RSUs vest in four equal annual installments, starting on the first anniversary of the grant date. According to Kyndryl, the special sign-on RSUs vest in three equal annual installments, also beginning on the first anniversary, for both Johnson and Bonzani.

Under which plans were Kyndryl’s August 2026 inducement equity awards to KD executives granted?

The awards were granted under the Kyndryl 2026 Employment Inducement Equity Incentive Plan. According to Kyndryl, award terms under this plan are generally consistent with those under the Amended and Restated Kyndryl 2021 Long-Term Performance Plan used for broader long-term incentives.

Why did Kyndryl use NYSE Rule 303A.08 for the inducement equity awards to its new CFO and General Counsel?

Kyndryl relied on the employment inducement exemption in NYSE Rule 303A.08 to grant these awards as a material incentive for accepting employment. According to Kyndryl, the Compensation and Human Capital Committee approved the grants and disclosed them as required by the NYSE rule.