KBR (NYSE: KBR) executive logs 295-share tax-withholding disposition

Rhea-AI Filing Summary

KBR, INC. executive Mark Kavanaugh, President of Defense, Intel & Space, reported a small administrative share disposition related to equity compensation. On February 27, 2026, 295 shares of common stock were withheld at $42.23 per share to cover withholding taxes due upon vesting, according to the footnote. After this tax-withholding disposition, Kavanaugh directly owned 8,068.53 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)
02/27/2026

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	02/27/2026		F		295(1)	D	$42.23	8,068.53	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 vesting.

Remarks:

	/s/ Sonia Galindo, Attorney-in-Fact	03/03/2026
	** 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 transaction did KBR (KBR) executive Mark Kavanaugh report?

Mark Kavanaugh reported a small tax-related share disposition. On February 27, 2026, 295 KBR common shares were withheld to cover taxes due when restricted stock vested, a routine administrative step tied to his equity compensation.

How many KBR (KBR) shares were involved in Mark Kavanaugh’s Form 4 filing?

The Form 4 shows 295 KBR common shares were disposed of. These shares were not sold on the open market but withheld by the company to satisfy tax withholding obligations triggered when his equity award vested.

At what price were Mark Kavanaugh’s KBR (KBR) shares valued in the tax withholding?

The withheld shares were valued at $42.23 per KBR share. This per-share price is used solely for calculating the tax withholding on the vesting event, not as an indication of any open-market sales activity.

How many KBR (KBR) shares does Mark Kavanaugh own after this transaction?

After the tax-withholding transaction, Mark Kavanaugh directly owned 8,068.53 KBR common shares. This figure reflects his remaining direct holdings following the 295 shares withheld to satisfy the vesting-related tax liability.

What does transaction code F mean in Mark Kavanaugh’s KBR (KBR) Form 4?

Transaction code F indicates shares were used to pay taxes or exercise costs. In this filing, it shows KBR withheld 295 vested shares to cover withholding taxes, a non-open-market, administrative disposition rather than a discretionary sale.

Does Mark Kavanaugh’s KBR (KBR) filing indicate an open-market sale of shares?

The filing does not show an open-market sale. It records a tax-withholding disposition, where 295 vested shares were withheld by KBR to satisfy tax obligations, consistent with the Form 4 code F and accompanying footnote.