Kyndryl Holdings (NYSE: KD) CEO has 79,267 shares withheld for taxes

Rhea-AI Filing Summary

Kyndryl Holdings Chairman and CEO Martin J. Schroeter reported two tax-withholding dispositions of common stock on August 1, 2026. A total of 79,267 shares at $13.48 per share were withheld by the company to satisfy his tax obligations upon vesting of 86,553 and 68,717 restricted stock units granted in 2022 and 2023, respectively. These shares were offset from delivery rather than sold in the market.

Insider Trade Summary

Net Seller: 79,267 shares

Net Sell 2 txns

Insider Schroeter Martin J

Role Chairman and CEO

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock F1	44,186	$13.48	$596K
Tax Withholding	Common Stock F2	35,081	$13.48	$473K

Holdings After Transaction: Common Stock — 2,369,819 shares (Direct)

Footnotes (2)

1. F1. Represents the withholding from delivery of shares of Common Stock from the Issuer to satisfy the Reporting Person's tax withholding obligation upon the vesting of 86,553 restricted stock units previously granted on August 1, 2022 to the Reporting Person. These shares of Common Stock were not sold by the Reporting Person but were instead offset from the total number of vested shares of Common Stock received by the Reporting Person from the Issuer.
2. F2. Represents the withholding from delivery of shares of Common Stock from the Issuer to satisfy the Reporting Person's tax withholding obligation upon the vesting of 68,717 restricted stock units previously granted on August 1, 2023 to the Reporting Person. These shares of Common Stock were not sold by the Reporting Person but were instead offset from the total number of vested shares of Common Stock received by the Reporting Person from the Issuer.

Key Figures

Shares withheld for 2022 RSU vesting: 44,186 shares Shares withheld for 2023 RSU vesting: 35,081 shares Total shares withheld for taxes: 79,267 shares +3 more

6 metrics

Shares withheld for 2022 RSU vesting 44,186 shares Common stock withheld on August 1, 2026 to cover tax on 86,553 RSUs granted August 1, 2022

Shares withheld for 2023 RSU vesting 35,081 shares Common stock withheld on August 1, 2026 to cover tax on 68,717 RSUs granted August 1, 2023

Total shares withheld for taxes 79,267 shares Aggregate shares used for tax withholding obligations related to RSU vesting on August 1, 2026

Tax-withholding share price $13.48 per share Price applied to common shares withheld for tax obligations on August 1, 2026

RSUs vested from 2022 grant 86,553 units Restricted stock units previously granted on August 1, 2022 that vested and triggered withholding

RSUs vested from 2023 grant 68,717 units Restricted stock units previously granted on August 1, 2023 that vested and triggered withholding

Key Terms

restricted stock units, withholding from delivery of shares, tax withholding obligation, Common Stock

4 terms

restricted stock units financial

"upon the vesting of 86,553 restricted stock units previously granted on August 1, 2022"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

withholding from delivery of shares financial

"Represents the withholding from delivery of shares of Common Stock from the Issuer"

tax withholding obligation financial

"to satisfy the Reporting Person's tax withholding obligation upon the vesting of 86,553 restricted stock units"

Common Stock financial

"Represents the withholding from delivery of shares of Common Stock from the Issuer"

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 08/04/2026 - 05:27 PM Accepted by SEC EDGAR 08/04/2026 - 05:26 PM Learn about SEC filing dates

FAQ

What insider transactions did Kyndryl (KD) CEO Martin J. Schroeter report on this Form 4?

Martin J. Schroeter reported two tax-withholding dispositions of Kyndryl common stock on August 1, 2026, totaling 79,267 shares at $13.48 per share, executed by the company to cover his tax obligations on vested restricted stock units.

Were Martin Schroeter’s Kyndryl (KD) share transactions open-market sales?

No, the filing states the shares were not sold. Instead, Kyndryl withheld shares from delivery to satisfy Martin Schroeter’s tax withholding obligations on vested restricted stock units, offsetting them against the shares he otherwise would have received.

How many Kyndryl (KD) shares were withheld for Martin Schroeter’s tax obligations and at what price?

The company withheld 79,267 shares of Kyndryl common stock at $13.48 per share. These shares were used to satisfy Martin Schroeter’s tax withholding obligations arising from the vesting of his restricted stock units.

What restricted stock unit (RSU) awards vested for Kyndryl (KD) CEO Martin Schroeter?

The footnotes state that 86,553 RSUs from an August 1, 2022 grant and 68,717 RSUs from an August 1, 2023 grant vested, triggering the tax-withholding share dispositions reported in this Form 4.

What does transaction code “F” mean in Martin Schroeter’s Kyndryl (KD) Form 4?

Transaction code “F” indicates payment of a tax liability by delivering or withholding securities. In this case, Kyndryl withheld common shares from Martin Schroeter’s vested RSUs to cover his tax withholding obligations, rather than executing market sales.

Does this Kyndryl (KD) Form 4 reflect trades under a Rule 10b5-1 plan?

The filing’s Rule 10b5-1 checkbox is not marked, and the footnotes describe only tax-withholding transactions tied to RSU vesting, not a pre-arranged trading plan for discretionary buying or selling of 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^*

Schroeter Martin J

(Last) (First) (Middle)

ONE VANDERBILT AVENUE, 15TH FLOOR

(Street)

NEW YORK NEW YORK 10017

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Kyndryl Holdings, Inc. [ KD ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chairman and CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	08/01/2026		F		44,186(1)	D	$13.48	2,404,900	D
Common Stock	08/01/2026		F		35,081(2)	D	$13.48	2,369,819	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 the withholding from delivery of shares of Common Stock from the Issuer to satisfy the Reporting Person's tax withholding obligation upon the vesting of 86,553 restricted stock units previously granted on August 1, 2022 to the Reporting Person. These shares of Common Stock were not sold by the Reporting Person but were instead offset from the total number of vested shares of Common Stock received by the Reporting Person from the Issuer.

2. Represents the withholding from delivery of shares of Common Stock from the Issuer to satisfy the Reporting Person's tax withholding obligation upon the vesting of 68,717 restricted stock units previously granted on August 1, 2023 to the Reporting Person. These shares of Common Stock were not sold by the Reporting Person but were instead offset from the total number of vested shares of Common Stock received by the Reporting Person from the Issuer.

Remarks:

Exhibit List - Exhibit 24.1 - Power of Attorney

	/s/ Ann Schlaffman, attorney-in-fact	08/04/2026
	** 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.
* Form 4: SEC 1474 (03-26)