KBR (KBR) executive reports 460-share tax withholding on vested stock

Rhea-AI Filing Summary

KBR, INC. executive Mark Kavanaugh reported a routine tax-related share disposition. On February 22, 2026, 460 shares of common stock were withheld at $42.71 per share to cover withholding taxes due upon the vesting of equity awards. After this non-market transaction, his directly owned stake stands at 8,363.53 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^*

Kavanaugh Mark

(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)
	Pres., Defense, Intel & Space

3. Date of Earliest Transaction (Month/Day/Year)
02/22/2026

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	02/22/2026		F		460(1)	D	$42.71	8,363.53	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 shares withheld to pay withholding taxes due upon vestings.

Remarks:

	/s/ Sonia Galindo, Attorney-in-Fact	02/24/2026
	** 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.
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FAQ

What did KBR (KBR) executive Mark Kavanaugh report on this Form 4?

Mark Kavanaugh reported a tax-related disposition of 460 KBR shares. The shares were withheld by the company to cover withholding taxes due upon the vesting of equity-based compensation awards, rather than sold on the open market.

Was the KBR (KBR) Form 4 transaction an open-market sale of shares?

No, the transaction was not an open-market sale. The 460 KBR shares were withheld to satisfy tax withholding obligations arising from the vesting of stock awards, a common administrative process for equity compensation.

How many KBR (KBR) shares were involved in Mark Kavanaugh’s tax withholding?

The filing shows 460 shares of KBR common stock were withheld. These shares were used to pay withholding taxes upon vesting of equity awards, leaving the executive with 8,363.53 directly owned shares afterward.

What price per share was used for the KBR (KBR) tax-withholding disposition?

The tax-withholding disposition used a price of $42.71 per KBR share. This price was applied to 460 withheld shares to cover the applicable tax liability tied to vested equity compensation.

How many KBR (KBR) shares does Mark Kavanaugh own after this Form 4 event?

After the tax-withholding event, Mark Kavanaugh directly owns 8,363.53 KBR shares. This figure reflects his remaining common stock holdings following the 460 shares withheld for tax obligations on vested awards.