Welcome to our dedicated page for Kellanova SEC filings (Ticker: K), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The Kellanova (K) SEC filings page on Stock Titan provides access to the company’s historical regulatory documents, including the disclosures surrounding its acquisition by a Mars-affiliated entity and the end of its life as a publicly traded company. While Kellanova is now a wholly owned subsidiary of Acquiror 10VB8, LLC, associated with Mars, its past filings remain an important record for understanding its capital structure, governance, and transaction history.
Key documents include multiple Form 8-K reports describing the Agreement and Plan of Merger with Acquiror 10VB8, LLC and Merger Sub 10VB8, LLC, the closing of the merger on December 11, 2025, and the resulting status of Kellanova as a wholly owned subsidiary. These 8-Ks also note that, following the merger, Kellanova’s common stock would be delisted from the New York Stock Exchange and would cease to be publicly traded.
A Form 25 filed by the New York Stock Exchange on December 11, 2025, relates to the removal from listing and registration of Kellanova’s common stock and certain senior notes, while a Form 15 filed on December 22, 2025, certifies the termination of registration of the common stock and various series of senior notes under Section 12(g) of the Securities Exchange Act of 1934 and the suspension of related reporting obligations. Earlier 8-K filings also cover antitrust review milestones for the Mars transaction and periodic financial results announcements.
On Stock Titan, these filings are updated from the SEC’s EDGAR system and paired with AI-powered summaries that explain the purpose and implications of each document in plain language. Users can quickly see how Kellanova’s obligations under its senior notes, credit facilities, and private placement agreements were addressed in connection with the merger, and how the delisting and deregistration process unfolded. For investors researching historical CPG transactions, capital markets activity, or the path from public listing to acquisition, this archive offers a structured view of Kellanova’s regulatory footprint.
SEC Form 4 filing: On 07/07/2025, the W.K. Kellogg Foundation Trust, a designated 10 % beneficial owner of Kellanova (ticker: K), disclosed the sale of 114,583 shares of Kellanova common stock at an average price of $79.6789 per share.
Following the disposition, the Trust continues to hold 45,899,535 shares, indicating the transaction reduced its position by roughly 0.25 %. The filing states that these trades were executed under pre-arranged Rule 10b5-1(c) instructions established on 05/07/2024, which limits the possibility of opportunistic trading based on material non-public information.
- The Trust remains one of Kellanova’s largest shareholders, preserving substantial alignment with other investors.
- No derivative securities were reported, and there were no new option grants or exercises.
- No other insiders or trustees disclosed concurrent transactions in this filing.
Investment take-away: The sale is relatively small versus the Trust’s overall stake, but continues a pattern of periodic share disposals. Because it was executed within a 10b5-1 plan, the signal is generally neutral to mildly negative rather than an overt bearish indicator. Investors may nonetheless monitor future filings to determine if selling volume accelerates.
Form 144 filing for Kellanova (NYSE: K) discloses that the W.K. Kellogg Foundation Trust intends to sell 458,332 common shares through BofA Securities on or about 7 July 2025. At the stated aggregate market value of $36.52 million, the implied price is roughly $79.66 per share. Kellanova reports 346.94 million shares outstanding, so the planned sale equals only 0.13 % of shares outstanding.
The Trust has been an active seller: the filing lists 12 separate sales during the past three months, each of 114,583 shares, totalling 1,374,996 shares for ≈$112.06 million in gross proceeds. Adding the proposed sale raises the Trust’s disclosed 4-month liquidation to roughly 1.83 million shares, or 0.53 % of current float.
Because the Trust is a long-time, non-management holder, the disposition appears to be part of an ongoing diversification/liquidity strategy rather than a management-driven signal. Nevertheless, sustained insider-related supply can create a share-price overhang, especially if market volumes are thin. Investors should monitor:
- Whether additional Form 144 notices follow, indicating continued systematic selling.
- The execution price relative to market; a large block at a discount could pressure near-term trading.
- Any concurrent disclosures that might alter the fundamental outlook (earnings, guidance, buybacks).
The filing contains no new operational or financial information about Kellanova and does not alter its publicly reported fundamentals, but it does provide insight into near-term share-supply dynamics.
Kellanova (NYSE:K) filed a Form 8-K on June 26, 2025, disclosing that the U.S. Federal Trade Commission has completed its antitrust review of Mars’ pending acquisition of the company.
FTC clearance removes the principal U.S. regulatory obstacle and materially increases the likelihood of closing, though the deal still requires customary conditions and any remaining foreign approvals.
- Disclosure furnished under Item 7.01; no financial statements included.
- Exhibit 99.1 is the joint Kellanova–Mars press release, deemed “furnished,” not “filed.”
- Common stock (K) and senior notes (K29, K34) continue to trade on NYSE.
Kellanova (NYSE:K) announced that the European Commission has initiated a Phase II investigation into its pending merger with Mars, Incorporated. The merger agreement, originally announced on August 13, 2024, would result in Kellanova becoming a wholly-owned subsidiary of Acquiror 10VB8, LLC. Due to this regulatory review, the merger completion is now expected towards the end of 2025. Despite the extended timeline, both Kellanova and Mars remain optimistic about obtaining European Commission antitrust approval. The transaction remains subject to customary closing conditions and required regulatory approvals.
The W.K. Kellogg Foundation Trust, a 10% owner of Kellanova (NYSE: K), reported a significant insider transaction on June 23, 2025. The Trust disposed of 114,583 shares at an average price of $78.4157 per share, representing a total transaction value of approximately $8.99 million.
Following the transaction, the Trust maintains beneficial ownership of 46,128,701 shares held directly. The sale was executed under a Rule 10b5-1 trading plan established on May 7, 2024, demonstrating pre-planned, compliant insider trading practices.
Key details:
- Transaction was made by multiple reporting persons including LaJune Montgomery Tabron, Steve Cahillane, Richard M. Tsoumas, and The Northern Trust Company as Trustees
- The W.K. Kellogg Foundation is the sole beneficiary of the Trust
- Transaction documentation was signed by Craig R. Carberry, Deputy General Counsel of The Northern Trust Company