Kyndryl interim CFO uses shares for tax payment

Kyndryl Holdings, Inc. interim CFO Harsh Chugh reported a small share disposition related to tax withholding on vested equity.

Rhea-AI Filing Summary

Kyndryl Holdings, Inc. interim CFO Harsh Chugh reported a small share disposition related to tax withholding on vested equity. On the reported date, 651 shares of common stock were withheld at $12.25 per share to cover his tax obligation from the vesting of 1,653 restricted stock units granted on June 3, 2024.

These shares were not sold in the market but were retained by the company instead of being delivered. After this automatic tax-withholding event, Chugh directly holds 184,455 shares of Kyndryl common stock.

Insider Trade Summary

Exercise Price or Tax Liability: 651 shares

Exercise Price or Tax Liability 1 txn

Insider Chugh Harsh

Role Interim CFO

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	651	$12.25	$8K

Holdings After Transaction: Common Stock — 184,455 shares (Direct)

Footnotes (1)

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 1,653 restricted stock units previously granted on June 3, 2024 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 taxes: 651 shares Withholding price: $12.25 per share RSUs vested: 1,653 units +1 more

4 metrics

Shares withheld for taxes 651 shares Common stock withheld to satisfy tax obligation

Withholding price $12.25 per share Value applied to the 651 withheld shares

RSUs vested 1,653 units Restricted stock units granted June 3, 2024 that vested

Shares held after transaction 184,455 shares Direct Kyndryl common stock holdings post-transaction

Key Terms

restricted stock units, tax withholding obligation, withholding from delivery of shares, transaction code F

4 terms

restricted stock units financial

"upon the vesting of 1,653 restricted stock units previously granted on June 3, 2024"

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.

tax withholding obligation financial

"to satisfy the Reporting Person's tax withholding obligation upon the vesting"

withholding from delivery of shares financial

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

transaction code F financial

"transaction_code_description": "Payment of exercise price or tax liability by delivering securities"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Kyndryl (KD) interim CFO Harsh Chugh report?

Harsh Chugh reported a tax-related share disposition, where 651 Kyndryl common shares were withheld at $12.25 per share to cover taxes on 1,653 vested restricted stock units granted on June 3, 2024.

Were Kyndryl (KD) shares actually sold by interim CFO Harsh Chugh in this Form 4?

No market sale occurred. The 651 Kyndryl shares were withheld by the company to satisfy Chugh’s tax obligation on vested restricted stock units, reducing the shares delivered to him rather than reflecting an open-market sale.

How many Kyndryl (KD) restricted stock units vested for interim CFO Harsh Chugh?

A total of 1,653 restricted stock units vested for Harsh Chugh. These units were originally granted on June 3, 2024, and the vesting triggered a tax obligation that was met through withholding 651 shares of common stock.

How many Kyndryl (KD) shares does interim CFO Harsh Chugh hold after this Form 4 event?

After the tax-withholding transaction, Harsh Chugh directly holds 184,455 shares of Kyndryl common stock. This figure reflects his post-transaction ownership following the withholding of 651 shares to cover the associated tax liability.

What does transaction code F mean in Harsh Chugh’s Kyndryl (KD) Form 4?

Transaction code F indicates shares were disposed of to pay an exercise price or tax liability. In this case, 651 Kyndryl shares were withheld to satisfy Chugh’s tax obligation on vested restricted stock units, rather than being sold on the open market.

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

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Accepted by SEC EDGAR 06/05/2026 - 05:07 PM Learn about SEC filing dates

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^*

Chugh Harsh

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Interim CFO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/03/2026

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	06/03/2026		F		651(1)	D	$12.25	184,455	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 1,653 restricted stock units previously granted on June 3, 2024 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.

	/s/ Evan Barth, Attorney-in-Fact	06/05/2026
	** 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)