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Kadant (NYSE: KAI) SVP gains shares from RSU vesting, some withheld for taxes

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Kadant Inc Senior Vice President Michael C. Colwell reported multiple compensation-related stock transactions tied to restricted stock units (RSUs). On March 10, 2026, he exercised RSUs to acquire 1,632 shares of common stock at a conversion price of $0.00 per share.

To cover tax obligations, 743 shares of common stock were disposed of at $334.17 per share through issuer tax withholding, not open-market sales. After these vesting and tax-withholding entries, Colwell directly holds 3,945 shares of Kadant common stock. Footnotes state these are one-third vesting installments from performance- and time-based RSU awards granted in 2023, 2024, and 2025, each converting to common stock on a one-for-one basis.

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Insider Colwell Michael C.
Role Senior Vice President
Type Security Shares Price Value
Exercise Restricted Stock Unit 583 $0.00 $0.00
Exercise Restricted Stock Unit 111 $0.00 $0.00
Exercise Restricted Stock Unit 438 $0.00 $0.00
Exercise Restricted Stock Unit 105 $0.00 $0.00
Exercise Restricted Stock Unit 313 $0.00 $0.00
Exercise Restricted Stock Unit 82 $0.00 $0.00
Exercise Common Stock 583 $0.00 $0.00
Exercise Price or Tax Liability Common Stock 265 $334.17 $89K
Exercise Common Stock 111 $0.00 $0.00
Exercise Price or Tax Liability Common Stock 51 $334.17 $17K
Exercise Common Stock 438 $0.00 $0.00
Exercise Price or Tax Liability Common Stock 199 $334.17 $66K
Exercise Common Stock 105 $0.00 $0.00
Exercise Price or Tax Liability Common Stock 48 $334.17 $16K
Exercise Common Stock 313 $0.00 $0.00
Exercise Price or Tax Liability Common Stock 142 $334.17 $47K
Exercise Common Stock 82 $0.00 $0.00
Exercise Price or Tax Liability Common Stock 38 $334.17 $13K
Holdings After Transaction: Restricted Stock Unit — 1,330 shares (Direct); Common Stock — 3,945 shares (Direct)
Footnotes (6)
  1. F1. The shares represent the partial settlement under a perfomance-based RSU award granted March 7, 2023. One-third of the RSU vested and became distributable on March 10, 2026 and was converted to common stock on a one-for-one basis on the vesting date.
  2. F2. The shares represent the partial settlement under a time-based RSU award granted March 7, 2023. One-third of the RSU vested and became distributable on March 10, 2026 and was converted to common stock on a one-for-one basis on the vesting date.
  3. F3. The shares represent the partial settlement under a performance-based RSU award granted March 6, 2024. One-third of the RSU vested and became distributable on March 10, 2026 and was converted to common stock on a one-for-one basis on the vesting date.
  4. F4. The shares represent the partial settlement under a time-based RSU award granted March 6, 2024. One-third of the RSU vested and became distributable on March 10, 2026 and was converted to common stock on a one-for-one basis on the vesting date.
  5. F5. The shares represent the partial settlement under a performance-based RSU award granted March 4, 2025. One-third of the RSU vested and became distributable on March 10, 2026 and was converted to common stock on a one-for-one basis on the vesting date.
  6. F6. The shares represent the partial settlement under a time-based RSU award granted March 4, 2025. One-third of the RSU vested and became distributable on March 10, 2026 and was converted to common stock on a one-for-one basis on the vesting date.

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Form 4 Insider Transactions: What Each Field Means →

FAQ

What insider transactions did Kadant (KAI) report for Michael C. Colwell?
Michael C. Colwell exercised restricted stock units to acquire 1,632 Kadant shares, then had 743 shares withheld to cover taxes. These transactions reflect RSU vesting and tax withholding, not open-market buying or selling, and increased his direct holdings to 3,945 shares of common stock.

How many Kadant (KAI) shares did Michael C. Colwell acquire through RSU exercises?
Colwell acquired 1,632 shares of Kadant common stock through the exercise of restricted stock units at a conversion price of $0.00. These shares came from performance- and time-based RSU awards that vested on March 10, 2026 and converted one-for-one into common stock.

How many Kadant (KAI) shares were withheld for taxes in this Form 4?
A total of 743 Kadant common shares were disposed of via code F transactions for tax withholding at $334.17 per share. This method uses shares to satisfy tax obligations on vested RSUs, rather than selling shares on the open market for cash.

What is Michael C. Colwell’s Kadant (KAI) shareholding after these transactions?
After the RSU exercises and tax-withholding dispositions, Colwell directly holds 3,945 Kadant common shares. His position increased as net shares from vested RSUs were added, even though a portion of the newly issued shares was withheld to satisfy tax liabilities.

Are the Kadant (KAI) transactions by Michael C. Colwell open-market trades?
No, the reported entries are RSU exercises and tax-withholding dispositions, not open-market trades. Code M reflects derivative exercises converting RSUs into common stock, while code F entries represent shares withheld by the issuer to pay related tax obligations on the vesting.

What RSU awards underlie Michael C. Colwell’s Kadant (KAI) Form 4 transactions?
The filing shows partial settlements of performance- and time-based RSU awards granted on March 7, 2023, March 6, 2024, and March 4, 2025. One-third of each award vested and became distributable on March 10, 2026, then converted to common stock one-for-one.
SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Colwell Michael C.
(Last) (First) (Middle)
KADANT INC.
ONE TECHNOLOGY PARK DRIVE
(Street)
WESTFORD MA 01886
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
KADANT INC [ KAI ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Senior Vice President
3. Date of Earliest Transaction (Month/Day/Year)
03/10/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 03/10/2026 M 583 A (1) 3,639 D
Common Stock 03/10/2026 F 265 D $334.17 3,374 D
Common Stock 03/10/2026 M 111 A (2) 3,485 D
Common Stock 03/10/2026 F 51 D $334.17 3,434 D
Common Stock 03/10/2026 M 438 A (3) 3,872 D
Common Stock 03/10/2026 F 199 D $334.17 3,673 D
Common Stock 03/10/2026 M 105 A (4) 3,778 D
Common Stock 03/10/2026 F 48 D $334.17 3,730 D
Common Stock 03/10/2026 M 313 A (5) 4,043 D
Common Stock 03/10/2026 F 142 D $334.17 3,901 D
Common Stock 03/10/2026 M 82 A (6) 3,983 D
Common Stock 03/10/2026 F 38 D $334.17 3,945 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Unit $0 03/10/2026 M 583 (1) 04/30/2026 Common Stock 583 $0 0 D
Restricted Stock Unit $0 03/10/2026 M 111 (2) 04/30/2026 Common Stock 111 $0 0 D
Restricted Stock Unit $0 03/10/2026 M 438 (3) 04/30/2027 Common Stock 438 $0 438 D
Restricted Stock Unit $0 03/10/2026 M 105 (4) 04/30/2027 Common Stock 105 $0 104 D
Restricted Stock Unit $0 03/10/2026 M 313 (5) 04/30/2028 Common Stock 313 $0 626 D
Restricted Stock Unit $0 03/10/2026 M 82 (6) 04/30/2028 Common Stock 82 $0 162 D
Explanation of Responses:
1. The shares represent the partial settlement under a perfomance-based RSU award granted March 7, 2023. One-third of the RSU vested and became distributable on March 10, 2026 and was converted to common stock on a one-for-one basis on the vesting date.
2. The shares represent the partial settlement under a time-based RSU award granted March 7, 2023. One-third of the RSU vested and became distributable on March 10, 2026 and was converted to common stock on a one-for-one basis on the vesting date.
3. The shares represent the partial settlement under a performance-based RSU award granted March 6, 2024. One-third of the RSU vested and became distributable on March 10, 2026 and was converted to common stock on a one-for-one basis on the vesting date.
4. The shares represent the partial settlement under a time-based RSU award granted March 6, 2024. One-third of the RSU vested and became distributable on March 10, 2026 and was converted to common stock on a one-for-one basis on the vesting date.
5. The shares represent the partial settlement under a performance-based RSU award granted March 4, 2025. One-third of the RSU vested and became distributable on March 10, 2026 and was converted to common stock on a one-for-one basis on the vesting date.
6. The shares represent the partial settlement under a time-based RSU award granted March 4, 2025. One-third of the RSU vested and became distributable on March 10, 2026 and was converted to common stock on a one-for-one basis on the vesting date.
Remarks:
/s/ Stacy D. Krause, by power of attorney 03/12/2026
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR