Kimball Electronics (KE) CEO transfers 8,428 shares as bona fide gifts
Rhea-AI Filing Summary
Kimball Electronics, Inc. CEO and director Richard D. Phillips reported estate-planning transfers involving his holdings. Two bona fide gifts totaling 8,428 shares of common stock were made on June 1, 2026, moving shares from his direct ownership into the Phillips 2026 Spousal Trust.
The trust is an irrevocable vehicle administered by an independent trustee, and Phillips has no voting or dispositive power over its securities, disclaiming beneficial ownership except for any pecuniary interest. He also reports 92,304 Restricted Shares of common stock held directly, scheduled to vest in tranches of 40,953 shares in August 2026, 34,706 shares in August 2027, and 16,645 shares in August 2028.
Positive
- None.
Negative
- None.
Insider Trade Summary
8,428 shares gifted
Gift
3 txns
Insider
Phillips Richard D
Role
CEO and Director
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Gift | Common Stock | 4,214 | $0.00 | $0.00 |
| Gift | Common Stock | 4,214 | $0.00 | $0.00 |
| holding | Restricted Shares | -- | -- | -- |
Holdings After Transaction:
Common Stock — 0 shares (Direct);
Common Stock — 82,188 shares (Indirect, By Phillips 2026 Spousal Trust);
Restricted Shares — 92,304 shares (Direct)
Footnotes (3)
- F1. Shares transferred to and held for estate planning purposes by the Phillips 2026 Spousal Trust, an irrevocable trust for the benefit of the reporting person's spouse, with the reporting spouse's children as contingent beneficiaries. The trust is administered by an independent trustee. The reporting person does not have voting or dispositive power over the securities held by the trust. The reporting person disclaims beneficial ownership except to the extent of any pecuniary interest for purposes of Section 16.
- F2. Represents cumulative Restricted Shares that vest August 2026 (40,953 shares), August 2027 (34,706 shares), and August 2028 (16,645 shares).
- F3. The Restricted Shares expire if the reporting person ceases employment for any reason other than death, disability, or retirement.
Key Figures
Gifted shares: 8,428 shares
Individual gift size: 4,214 shares
Restricted Shares position: 92,304 shares
+4 more
7 metrics
Gifted shares
8,428 shares
Common stock gifted on June 1, 2026
Individual gift size
4,214 shares
Each of two bona fide gift transactions
Restricted Shares position
92,304 shares
Restricted Shares of common stock held directly
Vesting August 2026
40,953 shares
Restricted Shares scheduled to vest August 2026
Vesting August 2027
34,706 shares
Restricted Shares scheduled to vest August 2027
Vesting August 2028
16,645 shares
Restricted Shares scheduled to vest August 2028
Spousal Trust holdings
82,188 shares
Common stock held indirectly by Phillips 2026 Spousal Trust after gifts
Key Terms
Restricted Shares, bona fide gift, Spousal Trust, irrevocable trust, +2 more
6 terms
bona fide gift financial
"transaction_code_description": "Bona fide gift""
A bona fide gift is a genuine, voluntary transfer of money, property, or benefits from one party to another made without expectation of repayment, services, or hidden conditions. Investors care because such gifts can affect company disclosures, related‑party transaction rules, tax treatment, and perceived conflicts of interest; think of it like someone giving you a present with no strings attached — but on a corporate scale, auditors and regulators need to verify it really is unconditional.
Spousal Trust financial
"Shares transferred to and held for estate planning purposes by the Phillips 2026 Spousal Trust, an irrevocable trust"
irrevocable trust financial
"the Phillips 2026 Spousal Trust, an irrevocable trust for the benefit of the reporting person's spouse"
An irrevocable trust is a legal arrangement where an owner transfers assets into a separate entity managed by a trustee and gives up the power to modify or reclaim those assets. For investors it matters because putting stock or other holdings into such a trust can change who controls and benefits from the assets, affect taxes and creditor protection, and influence how easy it is to sell or value those holdings—like placing valuables in a locked safe overseen by someone else.
dispositive power financial
"The reporting person does not have voting or dispositive power over the securities held by the trust."
Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.
Section 16 regulatory
"The reporting person disclaims beneficial ownership except to the extent of any pecuniary interest for purposes of Section 16."
Section 16 is a U.S. securities law rule that governs the trading and disclosure obligations of company insiders — typically officers, directors and large shareholders — to promote transparency and deter unfair profit-taking. It requires insiders to publicly report their stock trades and allows companies or the issuer to reclaim quick, short-term profits from certain insider trades, like a scoreboard and a refund policy that help investors see and limit possible insider advantage.
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What insider transactions did Kimball Electronics (KE) report for Richard D. Phillips?
Kimball Electronics CEO Richard D. Phillips reported two bona fide gifts totaling 8,428 shares of common stock on June 1, 2026. These transfers moved shares from his direct ownership into a spousal trust as part of estate planning, rather than open-market sales or purchases.
What is the Phillips 2026 Spousal Trust’s role in the Kimball Electronics (KE) Form 4?
The Phillips 2026 Spousal Trust is an irrevocable trust receiving the gifted shares for the benefit of the reporting person’s spouse, with children as contingent beneficiaries. It is administered by an independent trustee, and the reporting person has no voting or dispositive power over its securities.