Kaiser Aluminum (KALU) EVP granted stock units and withholds shares for taxes

Rhea-AI Filing Summary

Kaiser Aluminum executive John Malcolm Donnan, EVP, CAO and GC, reported equity awards and related tax withholding transactions in company common stock. On March 5, 2026, he acquired 3,699 restricted stock units under the 2021 Equity and Incentive Compensation Plan; all restrictions are scheduled to lapse on March 5, 2029, or earlier under certain circumstances.

On the same date, he also acquired 11,649 shares earned upon vesting of 2023 performance shares after the compensation committee certified the payout based on 2023–2025 goals. To cover withholding taxes from the vesting of these performance shares and certain 2023 restricted stock units, 3,441 shares and 1,669 shares were disposed of, respectively. After these transactions, he held 32,443 shares of common stock directly, including shares previously acquired via restricted stock unit grants.

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

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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^*

DONNAN JOHN MALCOLM

(Last) (First) (Middle)

1550 WEST MCEWEN DRIVE

SUITE 500

(Street)

FRANKLIN TN 37067

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
KAISER ALUMINUM CORP [ KALU ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, CAO and GC

3. Date of Earliest Transaction (Month/Day/Year)
03/05/2026

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, par value $0.01 per share	03/05/2026		A		3,699(1)	A	$0(1)	25,904(2)	D
Common Stock, par value $0.01 per share	03/05/2026		A		11,649(3)	A	$0(3)	37,553(2)	D
Common Stock, par value $0.01 per share	03/05/2026		F(4)		3,441	D	$125.84	34,112(2)	D
Common Stock, par value $0.01 per share	03/05/2026		F(5)		1,669	D	$125.84	32,443(6)	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

Explanation of Responses:

1. Grant to the reporting person effective as of March 5, 2026 of restricted stock units under the Kaiser Aluminum Corporation 2021 Equity and Incentive Compensation Plan, as amended and restated. All restrictions will lapse on March 5, 2029 or earlier upon the occurrence of certain specified circumstances.

2. Includes 21,661 shares acquired pursuant to grants of restricted stock units.

3. Shares earned upon the vesting on March 5, 2026 of certain performance shares granted to the reporting person in 2023 under the Kaiser Aluminum Corporation 2021 Equity and Incentive Compensation Plan. On March 5, 2026, the Registrant's compensation committee certified the performance shares payout multiplier based on the level of achievement by the Registrant of certain pre-established performance goals for 2023 through 2025.

4. Shares withheld to satisfy the withholding tax obligations resulting from the vesting on March 5, 2026 of the above-referenced performance shares.

5. Shares withheld to satisfy the withholding tax obligations resulting from the vesting on March 5, 2026 of certain restricted stock units granted to the reporting person in 2023 under the Kaiser Aluminum Corporation 2021 Equity and Incentive Compensation Plan.

6. Includes 17,422 shares acquired pursuant to grants of restricted stock units.

	/s/ Cherrie I. Tsai, with power of attorney for John M. Donnan	03/09/2026
	** 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).
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FAQ

What insider transactions did KALU executive John Malcolm Donnan report?

John Malcolm Donnan reported equity awards and tax-related share withholdings. He received 3,699 restricted stock units and 11,649 earned shares, while 3,441 and 1,669 shares were withheld to satisfy tax obligations tied to vesting equity awards.

How many Kaiser Aluminum (KALU) shares does John Malcolm Donnan hold after these transactions?

After the reported transactions, John Malcolm Donnan directly holds 32,443 shares of Kaiser Aluminum common stock. This total includes shares acquired through previous restricted stock unit grants as described in the accompanying footnotes to the filing.

What equity award did KALU grant to John Malcolm Donnan on March 5, 2026?

On March 5, 2026, John Malcolm Donnan received 3,699 restricted stock units under Kaiser Aluminum’s 2021 Equity and Incentive Compensation Plan. All restrictions are scheduled to lapse on March 5, 2029, subject to certain specified circumstances outlined in the plan.

How were KALU performance shares from 2023 treated in this Form 4 filing?

Performance shares granted in 2023 vested on March 5, 2026, earning Donnan 11,649 shares after the compensation committee certified the payout multiplier. Some of these shares were then withheld to cover withholding tax obligations related to the vesting.

Why did Kaiser Aluminum (KALU) withhold shares from John Malcolm Donnan?

Shares were withheld to satisfy withholding tax obligations triggered by vesting of 2023 performance shares and restricted stock units. Specifically, 3,441 shares and 1,669 shares were delivered for taxes instead of cash, as permitted under the company’s equity plan.