KBR (NYSE: KBR) CFO sees 314 shares withheld to cover taxes

Rhea-AI Filing Summary

KBR, INC. executive vice president and chief financial officer Shad E. Evans reported a small share disposition tied to equity compensation. On the transaction date, 314 shares of common stock were withheld at $42.23 per share to cover tax obligations upon vesting, rather than being sold on the open market. After this tax-withholding disposition, Evans directly held a total of 27,326.46 KBR common shares.

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^*

Evans Shad E.

(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 & Chief Financial Officer

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		314(1)	D	$42.23	27,326.46	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).
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 insider transaction did KBR (KBR) report for executive Shad E. Evans?

KBR reported a tax-related share disposition for executive vice president and CFO Shad E. Evans. On the transaction date, 314 common shares were withheld to satisfy tax obligations upon vesting of equity awards, rather than being sold in an open-market transaction.

How many KBR (KBR) shares were involved in Shad E. Evans’s latest Form 4?

The Form 4 shows 314 KBR common shares involved in a tax-withholding disposition. These shares were withheld to pay withholding taxes due on vesting, according to the footnote, and were not part of a discretionary open-market sale by the executive.

At what price were the 314 KBR (KBR) shares valued in the tax-withholding event?

The 314 KBR shares were valued at $42.23 each in the reported transaction. This price is used to calculate the value of shares withheld to cover tax liabilities resulting from the vesting of equity-based compensation for the company’s chief financial officer.

How many KBR (KBR) shares does Shad E. Evans hold after the reported transaction?

After the transaction, Shad E. Evans directly holds 27,326.46 shares of KBR common stock. This figure reflects his ownership following the 314-share tax-withholding disposition and indicates his remaining equity stake as reported in the Form 4 filing.

Was the KBR (KBR) Form 4 transaction an open-market sale by the CFO?

No, the transaction was not an open-market sale. The Form 4 and its footnote explain that 314 shares were withheld to pay withholding taxes due upon vesting of equity awards, which differs from voluntarily selling shares on the stock market.

What does transaction code F mean in the KBR (KBR) Form 4 for Shad E. Evans?

Transaction code F indicates a tax-withholding disposition. In this case, it reflects that shares of KBR common stock were delivered or withheld to satisfy tax liabilities triggered by vesting of equity compensation, rather than representing an ordinary market purchase or sale.