KBR (KBR) EVP Mark Sopp gains 2,554 shares from performance award vesting

Rhea-AI Filing Summary

KBR, INC. executive Mark W. Sopp, EVP, Strategic Transactions, acquired 2,554 shares of common stock through a grant or award on February 18, 2026. These shares were issued at no cash cost upon satisfaction of performance criteria for a prior performance share unit award. Following this transaction, Sopp directly owns 189,935 shares of KBR common stock.

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^*

SOPP MARK W

(Last) (First) (Middle)

C/O KBR, INC.

601 JEFFERSON STREET

(Street)

HOUSTON TX 77002

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
KBR, INC. [ KBR ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Strategic Transactions

3. Date of Earliest Transaction (Month/Day/Year)
02/18/2026

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	02/18/2026		A		2,554(1)	A	$0	189,935	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. Represents stock acquired upon the satisfaction of performance criteria underlying an award of performance share units.

Remarks:

	/s/ Sonia Galindo, Attorney-in-Fact	02/20/2026
	** 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.

FAQ

What did KBR (KBR) executive Mark W. Sopp report in this Form 4?

Mark W. Sopp reported acquiring 2,554 shares of KBR common stock. The shares were granted at no cash cost after performance criteria were met under a prior performance share unit award, increasing his direct holdings to 189,935 shares.

How many KBR (KBR) shares did Mark W. Sopp acquire and at what price?

Mark W. Sopp acquired 2,554 shares of KBR common stock at a reported price of $0.00 per share. The acquisition reflects vesting of performance share units, not an open-market purchase, as performance conditions under the award were satisfied.

Why did Mark W. Sopp receive additional KBR (KBR) shares in this filing?

He received additional KBR shares because performance criteria for a prior performance share unit award were satisfied. Upon meeting these criteria, 2,554 shares of common stock were issued to him, reflecting equity-based compensation rather than a market transaction.

What is Mark W. Sopp’s total KBR (KBR) share ownership after this transaction?

After this transaction, Mark W. Sopp directly owns 189,935 shares of KBR common stock. This total includes the newly issued 2,554 shares that resulted from the vesting of performance share units based on previously established performance conditions.

Does this KBR (KBR) Form 4 indicate a stock purchase or a compensation award?

This Form 4 indicates a compensation-related award, not a market purchase. The 2,554 shares were acquired at $0.00 per share upon satisfaction of performance conditions tied to a performance share unit grant, typical of executive incentive plans.

What role does Mark W. Sopp hold at KBR (KBR) in this Form 4?

Mark W. Sopp is identified as an officer of KBR, serving as Executive Vice President, Strategic Transactions. The reported acquisition reflects equity-based compensation associated with his executive role and previously granted performance share units.