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Kyndryl (NYSE: KD) CHRO gets 27,560 RSUs; 598 shares withheld

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Kyndryl Holdings Chief Human Resources Officer Mark D. Paulek reported routine equity compensation and related tax withholding. He received 27,560 shares of Common Stock as a restricted stock unit grant that vests in four equal annual installments beginning on June 3, 2027. To cover taxes on the vesting of 2,035 previously granted restricted stock units, 598 shares were withheld by the company at a reference price of $12.62 per share instead of being sold in the market. After these transactions, he directly owns 150,828 shares of Kyndryl common stock.

Positive

  • None.

Negative

  • None.
Insider Paulek Mark D
Role Chief Human Resources Officer
Type Security Shares Price Value
Tax Withholding Common Stock 598 $12.62 $8K
Grant/Award Common Stock 27,560 $0.00 --
Holdings After Transaction: Common Stock — 150,828 shares (Direct, null)
Footnotes (1)
  1. Represents a grant of restricted stock units that vest in four equal annual installments beginning on June 3, 2027. 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 2,035 restricted stock units previously granted on June 2, 2025 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.
RSU grant 27,560 shares Restricted stock units granted, vesting in four equal installments from June 3, 2027
Tax withholding shares 598 shares Shares withheld to satisfy tax on vesting of 2,035 RSUs
Withholding reference price $12.62 per share Value used for 598-share tax-withholding disposition
Shares after transactions 150,828 shares Direct Kyndryl common stock holdings following reported transactions
Previously vested RSUs 2,035 units Restricted stock units that vested on which taxes were withheld
restricted stock units financial
"Represents a grant of restricted stock units that vest in four equal annual installments"
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.
vesting financial
"vest in four equal annual installments beginning on June 3, 2027"
Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.
tax withholding obligation financial
"to satisfy the Reporting Person's tax withholding obligation upon the vesting of 2,035 restricted stock units"
withholding from delivery of shares financial
"Represents the withholding from delivery of shares of Common Stock from the Issuer"
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
Paulek Mark D
(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Human Resources Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock06/01/2026A27,560(1)A$0151,426D
Common Stock06/02/2026F598(2)D$12.62150,828D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents a grant of restricted stock units that vest in four equal annual installments beginning on June 3, 2027.
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 2,035 restricted stock units previously granted on June 2, 2025 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-Fact06/03/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR

FAQ

What did Kyndryl (KD) executive Mark D. Paulek report in this Form 4?

Mark D. Paulek reported a routine equity grant and tax-related share withholding. He received 27,560 restricted stock units and had 598 shares withheld to satisfy taxes on previously vested units, reflecting standard executive compensation rather than open-market trading activity.

How many Kyndryl (KD) shares did the CHRO receive in the latest grant?

The Chief Human Resources Officer received 27,560 restricted stock units, representing future Kyndryl common shares. These units vest in four equal annual installments starting June 3, 2027, aligning his compensation with long-term company performance over several years as the awards gradually become fully owned.

Why were 598 Kyndryl (KD) shares disposed of in this Form 4 filing?

The 598 shares were withheld by Kyndryl to cover Mark D. Paulek’s tax obligation when 2,035 previously granted restricted stock units vested. The filing states these shares were not sold in the market but offset from the total vested shares delivered to him.

When do Mark D. Paulek’s new Kyndryl (KD) restricted stock units vest?

The 27,560 restricted stock units granted to Mark D. Paulek vest in four equal annual installments, beginning on June 3, 2027. Each year, one-quarter of the award converts into Kyndryl common shares, provided the vesting conditions continue to be satisfied.

How many Kyndryl (KD) shares does Mark D. Paulek hold after these transactions?

Following the grant and tax withholding transactions, Mark D. Paulek directly holds 150,828 shares of Kyndryl common stock. This total reflects the net result after adding the awarded shares and subtracting the 598 shares withheld to satisfy his tax obligations.

Does this Kyndryl (KD) Form 4 show any open-market buying or selling by the CHRO?

No open-market buying or selling is reported. The filing shows a grant of 27,560 restricted stock units and a 598-share tax withholding disposition. The withheld shares were used to pay taxes on vesting and were not sold by the executive in the open market.