Kelly Services (KELYA) SVP granted stock awards with tax share withholdings

Rhea-AI Filing Summary

Kelly Services Inc. Senior Vice President Nicola M. Soares reported equity awards and related tax share forfeitures in Class A common stock. On February 10, 2026, she acquired 1,838 shares at $10.64 per share as performance share units earned for 2023 that vest 100% on the third anniversary of the grant, and a separate restricted stock award of 11,899 shares at $10.64 per share that vests ratably over three years.

On the same date, multiple transactions coded "F" show shares withheld by the issuer—at $10.64 per share—to cover tax obligations tied to previously reported restricted stock vesting. After these transactions, Soares directly owned 55,581 Class A 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

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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^*

Soares Nicola M

(Last) (First) (Middle)

999 WEST BIG BEAVER ROAD

(Street)

TROY MI 48084-4716

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
KELLY SERVICES INC [ KELYA ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Senior Vice President

3. Date of Earliest Transaction (Month/Day/Year)
02/10/2026

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
Class A Common Stock, Par Value $1	02/10/2026		A		1,838(1)	A	$10.64	45,911	D
Class A Common Stock, Par Value $1	02/10/2026		A		11,899(2)	A	$10.64	57,810	D
Class A Common Stock, Par Value $1	02/10/2026		F		621(3)	D	$10.64	57,189	D
Class A Common Stock, Par Value $1	02/10/2026		F		469	D	$10.64	56,720	D
Class A Common Stock, Par Value $1	02/10/2026		F		311	D	$10.64	56,409	D
Class A Common Stock, Par Value $1	02/10/2026		F		472	D	$10.64	55,937	D
Class A Common Stock, Par Value $1	02/10/2026		F		356	D	$10.64	55,581	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. Performance share units granted following satisfaction of specified performance criteria for 2023 and certification as earned by the Compensation and Talent Management Committee on February 10, 2026. Shares vest 100% on the 3rd-anniversary date of the grant.

2. Restricted stock award granted under the Kelly Services Equity Incentive Plan. Shares vest ratably over three (3) years on the anniversary date of the grant.

3. Represents the number of shares withheld by the issuer to satisfy applicable tax withholding obligations in connection with the vesting of restricted stock awards previously reported.

	/s/ Cynthia D. Mull, attorney-in-fact for Ms. Soares	02/11/2026
	** 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).
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FAQ

What insider transactions did Nicola M. Soares report for KELYA on February 10, 2026?

Nicola M. Soares reported equity awards and related tax withholdings on February 10, 2026. She acquired performance-based and restricted Class A common stock awards and had several issuer-withholding transactions to satisfy tax obligations tied to earlier restricted stock vesting.

How many Kelly Services (KELYA) shares did Nicola Soares acquire in the new awards?

Nicola Soares acquired 1,838 Class A shares as performance share units and 11,899 Class A shares as a restricted stock award. Both awards were recorded at $10.64 per share and are subject to multi-year vesting schedules under the company’s equity incentive programs.

What are the vesting terms of Nicola Soares’ new Kelly Services equity awards?

The 1,838 performance share units vest 100% on the third anniversary of the grant date. The 11,899 restricted shares vest ratably over three years on each anniversary of the grant, aligning long-term compensation with continued service and performance outcomes.

Why were some KELYA shares disposed of in Nicola Soares’ Form 4 filing?

The Form 4 notes multiple transactions coded “F,” representing shares withheld by Kelly Services. These shares were retained by the issuer to satisfy tax withholding obligations related to the vesting of previously reported restricted stock awards, rather than open-market sales.

How many Kelly Services Class A shares does Nicola Soares own after these transactions?

After the reported awards and tax-withholding dispositions, Nicola Soares directly beneficially owned 55,581 shares of Kelly Services Class A common stock. This figure reflects all acquisitions and issuer-withheld shares detailed in the February 10, 2026 Form 4 transactions.

What role does Nicola M. Soares hold at Kelly Services (KELYA)?

In this Form 4, Nicola M. Soares is identified as an officer of Kelly Services with the title Senior Vice President. The reported equity awards and related tax withholdings reflect compensation and ownership changes tied to her executive role at the company.