Kellanova SEC Filings

Kellanova reported that a senior vice president had all equity in the company cashed out in connection with its merger with an affiliate of Mars. Each share of Kellanova common stock outstanding immediately before the merger was cancelled and converted into the right to receive $83.50 per share in cash, subject to taxes.

The officer disposed of 10,855 common shares and various restricted stock units, performance-based units, and stock options. These awards were cancelled at the merger effective time and converted into cash rights based on the $83.50 per share merger consideration. Performance-based restricted stock units were deemed fully vested at the greater of target or actual performance, while certain restricted stock units were converted into cash retention awards that generally follow the original vesting schedules.

Kellanova director reported the cash-out of all remaining equity holdings following the company’s merger with a Mars affiliate. At the merger’s effective time, each share of Kellanova common stock was automatically cancelled and converted into the right to receive $83.50 per share in cash, subject to taxes. The reporting person disposed of 40,423.693 common shares held indirectly in a trust and 21,110.784 phantom stock units, both at a reference price of $83.5, leaving no beneficial ownership after the transaction. Deferred stock units were converted into a future cash right based on the same per-share merger consideration plus accrued dividend equivalents, consistent with the deferred compensation plan terms.

Kellanova director reported the cash-out of indirect holdings following the company’s merger with an affiliate of Mars, Incorporated. On 12/11/2025, a trust indirectly holding 35,309.977 shares of Kellanova common stock disposed of those shares at $83.50 per share, leaving the reporting person with zero shares after the transaction.

The filing explains that under an Agreement and Plan of Merger dated August 13, 2024, each share of Kellanova common stock outstanding immediately before the merger’s effective time was automatically cancelled and converted into the right to receive $83.50 in cash, subject to applicable taxes. The reported holdings included shares previously acquired under the company’s Dividend Reinvestment Plan in 2025.

Kellanova completed a merger in which each share of its common stock was cancelled and converted into the right to receive $83.50 per share in cash, subject to applicable tax withholding. Following the transaction, the company became a wholly owned subsidiary of Acquiror 10VB8, LLC under an Agreement and Plan of Merger that also involved Merger Sub 10VB8, LLC and Mars, Incorporated.

For the reporting person, who serves as Chief Legal Officer, all directly and indirectly held common shares, restricted stock units, performance-based restricted stock units and stock options were cancelled at the effective time and converted into cash-based rights tied to the $83.50 per share merger consideration, plus any accrued dividend equivalents where applicable. As a result, the reporting person shows zero securities beneficially owned after the reported transactions.

Kellanova’s Chief Financial Officer reports cash-out of equity awards following the company’s merger with a Mars, Incorporated affiliate. At the merger’s effective time, each share of Kellanova common stock was cancelled and converted into the right to receive $83.50 per share in cash, subject to taxes. The filing shows the CFO disposing of 62,531.83 directly held shares and 3,863.29 shares held through a 401(k) profit sharing plan, both at the merger cash price.

All outstanding restricted stock units, performance-based restricted stock units, and stock options were cancelled and converted into rights to receive cash based on the $83.50 per share merger consideration, plus any accrued dividend equivalents where applicable. Certain converted RSU cash awards remain subject to the original vesting schedules or earlier payout upon a qualifying termination of employment.

Kellanova reported an insider equity transaction tied to its merger with an affiliate of Mars, Incorporated. A senior vice president disposed of 20,291 shares of common stock on 12/11/2025, as each share of Kellanova common stock was automatically converted into the right to receive $83.50 in cash under the merger agreement.

At the merger’s effective time, the officer’s restricted stock units, performance-based restricted stock units and stock options were cancelled and converted into cash rights based on the same $83.50 per-share merger consideration, plus accrued dividend equivalents where applicable. Performance-based units were deemed fully vested at the greater of target or actual performance, and remaining RSU cash awards generally keep their original vesting schedules.

Kellanova disclosed an insider transaction by a director in connection with the closing of a merger. Under an Agreement and Plan of Merger dated August 13, 2024, Merger Sub 10VB8, LLC merged with and into the issuer, which now survives as a wholly owned subsidiary of Acquiror 10VB8, LLC, with Mars, Incorporated as a party to the agreement.

At the effective time of the merger, each share of the issuer’s common stock, par value $0.25 per share, was automatically cancelled and converted into the right to receive $83.50 per share in cash, without interest and subject to applicable withholding taxes. The reporting person, a director, reported the disposition of 29,302.171 shares of common stock held indirectly in a trust on December 11, 2025 at a price of $83.50 per share, leaving zero shares beneficially owned. The holdings included shares previously acquired under the company’s Dividend Reinvestment Plan in 2025.

Kellanova disclosed that a senior vice president disposed of all company equity in connection with the closing of its merger with an affiliate of Mars, Incorporated. Each share of common stock outstanding immediately before the effective time of the merger was automatically cancelled and converted into the right to receive $83.50 in cash per share, before taxes. The officer’s directly held common shares and shares held through the Kellanova Savings and Investment Plan were eliminated as part of this transaction.

Outstanding restricted stock units, performance-based restricted stock units and stock options were cancelled and converted into cash rights based on the same $83.50 per share merger consideration, plus any accrued dividend equivalents where applicable. These replacement cash awards generally follow the prior vesting schedules or, for options and fully vested performance units, provide lump-sum cash based on the number of underlying shares and the option exercise price.

Kellanova’s Senior Vice President reported the cash-out of company equity in connection with a merger with an affiliate of Mars, Incorporated. At the merger’s effective time, each share of Kellanova common stock was cancelled and converted into the right to receive $83.50 per share in cash, and the reporting person’s 65,848 shares were disposed of at that price, leaving no common shares directly owned.

Outstanding restricted stock units and performance-based units were cancelled and converted into cash rights based on the $83.50 merger consideration plus accrued dividend equivalents, with certain RSU cash awards continuing to follow their original vesting schedules. Stock options were similarly cancelled and converted into cash equal to the in-the-money value, so all reported equity awards became cash-based compensation tied to the merger terms.