Kyndryl (KD) Group President reports RSU vesting and 23,686-share tax withholding

Rhea-AI Filing Summary

Kyndryl Holdings, Inc. officer reports tax-withholding share transaction

A Group President of Kyndryl Holdings, Inc. (KD) reported an automatic share withholding related to equity compensation. On 12/16/2025, 23,686 shares of common stock were withheld at a price of $26.37 per share in a transaction coded “F,” which indicates shares were retained by the company to cover tax obligations when restricted stock units vested. These shares were not sold on the open market, but offset part of the 42,831 restricted stock units that vested from an award granted on December 16, 2021.

Following this tax withholding, the reporting person beneficially owns 1,229,436 shares of Kyndryl common stock directly.

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
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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^*

Keinan Elly

(Last) (First) (Middle)

ONE VANDERBILT AVENUE, 15TH FLOOR

(Street)

NEW YORK NY 10017

(City) (State) (Zip)

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)
	Group President

3. Date of Earliest Transaction (Month/Day/Year)
12/16/2025

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	12/16/2025		F		23,686(1)	D	$26.37	1,229,436	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 Reporting Person's tax withholding obligation upon the vesting of 42,831 restricted stock units previously granted on December 16, 2021. 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	12/18/2025
	** 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 Kyndryl (KD) report in this Form 4?

The filing reports that a Group President of Kyndryl Holdings, Inc. had 23,686 shares of common stock withheld on 12/16/2025 to satisfy tax obligations related to vesting restricted stock units.

Was the Kyndryl (KD) insider sale an open-market transaction?

No. The filing explains that the 23,686 shares were withheld by the issuer to cover tax withholding when restricted stock units vested and were not sold by the reporting person on the open market.

How many Kyndryl (KD) restricted stock units vested in this transaction?

The explanation states that 42,831 restricted stock units granted on December 16, 2021 vested, and part of the resulting shares was withheld to satisfy the reporting person’s tax withholding obligation.

How many Kyndryl (KD) shares does the insider own after the transaction?

After the reported tax-withholding transaction, the reporting person beneficially owns 1,229,436 shares of Kyndryl common stock, held with direct ownership.

What does transaction code "F" mean in this Kyndryl (KD) Form 4?

In this context, transaction code "F" indicates that shares of common stock were withheld by the issuer to satisfy the reporting person’s tax withholding obligation upon the vesting of restricted stock units.

What is the reporting person’s role at Kyndryl (KD)?

The reporting person is identified as an Officer of Kyndryl Holdings, Inc., with the title Group President.