[144] CoStar Group Inc SEC Filing

Rhea-AI Filing Summary

Kratos Defense & Security Solutions, Inc. (KTOS) insider Steven S. Fendley has filed a Form 144 notice to sell additional company stock.

• Proposed transaction: 7,000 common shares, estimated value $409,722.60, through Fidelity Brokerage Services on or after 28 Jul 2025.
• Share-base impact: The sale equals roughly 0.005% of the 152.84 million shares outstanding.
• Source of shares: Grant received 4 Jan 2024.
• Recent activity: Fendley has already sold 36,000 shares in the past three months, generating ~$1.33 million in gross proceeds.

The filer affirms no undisclosed adverse information and acknowledges Rule 10b5-1 liability. The filing signals continued insider liquidity but remains small relative to KTOS’s float.

Positive

• Sale size is immaterial at ~0.005% of total shares, limiting dilution or price impact.
• Transparent disclosure via Form 144 and affirmation of no undisclosed adverse information enhance governance clarity.

Negative

• Continued insider selling trend: 43,000 shares (current notice plus prior 36,000) in four months may unsettle some investors.

Insights

Securities Analyst

TL;DR: Small insider sale (0.005% float); follows recent 36k-share disposals—neutral signal given minor size vs. float.

The proposed 7,000-share Form 144 equates to roughly $410k and is immaterial against KTOS’s 152.8 M shares outstanding. Although Fendley has realized ~$1.33 M from 36k shares since April, the aggregate 43k shares represent just 0.03% of shares outstanding. Frequent but modest sales can indicate diversification rather than deteriorating fundamentals. No earnings or guidance data are affected, so I view the filing as neutral for valuation.

Corporate Governance Expert

TL;DR: Repetitive insider sales warrant monitoring, but size remains immaterial—governance risk low.

Fendley’s serial sales trigger scrutiny under governance best practices; however, the transactions are publicly disclosed, use a reputable broker, and represent a de minimis percentage of total equity. The certification of no undisclosed adverse information and potential 10b5-1 compliance mitigate suspicion of informational advantage. Overall impact on investor sentiment is limited, though continued patterns could raise questions if volumes escalate.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	25000	2330827.50	423650362	07/28/2025	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	02/15/2021	Restricted Stock	Issuer			8750	02/15/2021	Not Applicable
Common	02/28/2021	Restricted Stock	Issuer			250	02/28/2021	Not Applicable
Common	04/01/2020	Restricted Stock	Issuer			3920	04/01/2020	Not Applicable
Common	03/01/2021	Performance Shares	Issuer			12080	03/01/2021	Not Applicable

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
FREDERICK SAINT 1201 Wilson Blvd Arlington VA 22209	Common	06/11/2025	4860	394123.16
FREDERICK SAINT 1201 Wilson Blvd Arlington VA 22209	Common	06/11/2025	15820	1282927.65
FREDERICK SAINT 1201 Wilson Blvd Arlington VA 22209	Common	06/11/2025	4320	350331.70

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

How many KTOS shares are being registered for sale in this Form 144?

The filing covers 7,000 common shares valued at approximately $409,723.

When is the planned sale date for the KTOS shares?

The approximate sale date disclosed is July 28, 2025.

What percentage of Kratos Defense’s outstanding shares does the sale represent?

Roughly 0.005% of the 152.84 million shares outstanding.

How many KTOS shares has Steven S. Fendley sold in the past three months?

He sold 36,000 shares between April and June 2025, generating about $1.33 million.

Does the Form 144 indicate any undisclosed negative information about KTOS?

No. The signer certifies that he is not aware of any material adverse information that has not been publicly disclosed.