Form 4/A: Kenneth Goldman RSU grant corrected to 62,901 for Kodiak AI
Rhea-AI Filing Summary
Kodiak AI, Inc. (KDK) reporting person Kenneth A. Goldman, a director, amended a Form 4 to disclose restricted stock units (RSUs) granted on 09/24/2025. The amendment corrects an earlier error: the Original Form 4 had reported 183,095 RSUs but the actual grant was 62,901 RSUs, each representing a contingent right to one share of common stock.
The RSUs carry a performance-based vesting condition (1/3 vests if the stock reaches $18.00, $23.00 and $28.00 for 20 of 30 trading days before the earlier of 09/24/2029 or a change of control) and a service-based vesting schedule aligned with previously reported option vesting terms. Following the transaction, Mr. Goldman beneficially owns 62,901 shares directly at a $0 grant price.
Positive
- Corrected disclosure restores accurate insider ownership to 62,901 RSUs
- Performance-based vesting aligns executive incentives with stock-price targets at $18, $23 and $28
- Service-based vesting links equity realization to continued service, reducing immediate dilution
Negative
- Original Form 4 overstated the grant as 183,095 RSUs, creating temporary public misinformation
- Contingent vesting means actual share issuance depends on future stock performance and service conditions
Insights
TL;DR: Amendment corrects insider ownership downward to 62,901 RSUs, a routine equity grant with performance and service vesting conditions.
The corrected disclosure reduces previously reported insider-held RSUs from 183,095 to 62,901, restoring accuracy to public ownership records. The grant is performance-linked with three price hurdles ($18, $23, $28) for vesting of one-third at each threshold and includes standard service-based vesting. For investors, this is a governance/ownership transparency matter rather than an operational or balance-sheet event; the grant itself is dilutive over time only if and when RSUs vest and convert to shares.
TL;DR: The amendment addresses a material reporting error; accurate insider reporting preserves market transparency.
Amending a Form 4 to correct the number of RSUs is important for compliance with Section 16 and for stakeholder trust. The corrected grant size (62,901 RSUs) and the disclosed vesting conditions clarify potential future dilution and insider incentives tied to share-price performance and continued service. The filing was signed under power of attorney, indicating procedural attention to timely correction.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Restricted Stock Units | 62,901 | $0.00 | -- |
Footnotes (1)
- These securities are restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of Common Stock. The original Form 4 filed September 24, 2025 (the "Original Form 4") erroneously reported the grant of 183,095 RSUs. The number of RSUs actually granted was 62,901. The RSUs are subject to both (1) a performance-based vesting condition which will be satisfied as to 1/3rd of the RSUs if the Issuer's Common Stock achieves a price per share, for any period of 20 trading days out of 30 consecutive trading days occurring prior to the earlier of (i) September 24, 2029, or (ii) a change of control, that equals or exceeds the following thresholds, respectively: $18.00, $23.00 and $28.00 and (2) a service-based vesting condition, satisfied on substantially the same terms as the option vesting schedule described in footnote (2) of the Original Form 4.
