[8-K] Kadant Inc. Reports Material Event

Rhea-AI Filing Summary

Gilead Sciences (GILD) – Form 4 insider transaction: Chairman & CEO Daniel P. O’Day sold a total of 10,000 common shares on 28 Jul 2025 under a Rule 10b5-1 trading plan adopted 28 Feb 2025.

• Sales executed in two blocks: 1,655 sh @ $113.17 avg and 8,345 sh @ $114.09 avg, implying total proceeds of roughly $1.13 million.
• Post-sale direct ownership falls to 605,725 shares, down ~1.6 % from 615,725 pre-trade.
• No derivative transactions were reported.

The modest size and pre-planned nature of the sale suggest limited informational value, but investors often monitor CEO transactions for sentiment cues.

Positive

• CEO retains 605,725 shares, maintaining strong equity alignment with shareholders.

Negative

• Insider selling by the CEO (10,000 shares) can be perceived as a mild negative sentiment signal, even if pre-planned.

Insights

Securities Analyst

TL;DR: Small, pre-planned CEO sale; neutral signal.

O’Day’s 10k-share sale represents <2 % of his stake and was executed under a 10b5-1 plan, limiting discretionary timing. With >600k shares still held, alignment with shareholders remains high. The dollar amount is immaterial to GILD’s $140 bn market cap, so trading liquidity and valuation impact are negligible. I view this filing as routine and do not change my model or rating.

Corporate Governance Expert

TL;DR: Governance-compliant sale; watch pattern, not event.

The filing reflects good governance: advance 10b5-1 adoption and transparent price ranges. Frequency and aggregate volume of future sales will matter more than this isolated transaction. No red flags on ownership commitment; O’Day retains substantial skin in the game.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

______________________________________________________________

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported): July 29, 2025

KADANT INC.

(Exact name of registrant as specified in its charter)

Commission file number 001-11406

Delaware									52-1762325
(State or other jurisdiction of incorporation or organization)									(I.R.S. Employer Identification No.)

One Technology Park Drive

Westford, Massachusetts 01886

(Address of principal executive offices, including zip code)

(978) 776-2000

(Registrant's telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $.01 par value

KAI

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

KADANT INC.

Item 2.02 Results of Operations and Financial Condition.

On July 29, 2025, Kadant Inc. (the “Company”) announced its financial results for the fiscal quarter ended June 28, 2025. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

Item 7.01 Regulation FD Disclosure.

On July 30, 2025, the Company will hold a webcast and conference call to discuss its financial results for the fiscal quarter ended June 28, 2025. A copy of the slides that will be presented on the webcast and discussed in the conference call is furnished as Exhibit 99.2 to this Current Report on Form 8-K.

The information in Item 2.02 and Item 7.01 of this Form 8-K (including Exhibits 99.1 and 99.2) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits
			The following exhibits relating to Item 2.02 and Item 7.01 shall be deemed to be furnished and not filed.
			Exhibit
			No.			Description of Exhibits
			99.1			Press Release issued by the Company on July 29, 2025 announcing its financial results.
			99.2			Slides to be presented by the Company on July 30, 2025.
			104			Cover Page Interactive Data File (embedded within the Inline XBRL document).

2

KADANT INC.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

						KADANT INC.
Date: July 29, 2025			By			/s/ Michael J. McKenney
						Michael J. McKenney Executive Vice President and Chief Financial Officer

3

FAQ

How many GILD shares did CEO Daniel O’Day sell?

He sold 10,000 common shares on 28 Jul 2025.

What were the sale prices for the GILD insider transaction?

Average prices were $113.17 for 1,655 shares and $114.09 for 8,345 shares.

Was the sale executed under a 10b5-1 plan?

Yes, the trades were made pursuant to a Rule 10b5-1 plan adopted on 28 Feb 2025.

How many Gilead shares does the CEO now own?

After the sale, Daniel O’Day directly owns 605,725 shares of GILD.

Does this filing indicate a major change in insider ownership?

No, the sale reduced holdings by ~1.6 %, a relatively small change.