| Item 1. | Security and Issuer |
| (a) | Title of Class of Securities:
Class B Common Stock, $1.00 Par value |
| (b) | Name of Issuer:
KELLY SERVICES INC |
| (c) | Address of Issuer's Principal Executive Offices:
999 W BIG BEAVER RD, TROY,
MICHIGAN
, 48084. |
| Item 2. | Identity and Background |
|
| (a) | This statement is being filed by the following persons (each a "Reporting Person" and, collectively, the "Reporting Persons"):
Terence E. Adderley Revocable Trust K ("Trust K");
Andrew H. Curoe, as co-trustee of Trust K; David P. Larsen, as co-trustee of Trust K; and William U. Parfet, as co-trustee of Trust K (together with Mr. Curoe and Mr. Larsen, the "Trust K Trustees"). |
| (b) | For Trust K:
Terence E. Adderley Revocable Trust K
c/o Andrew H. Curoe, Trustee
6th Floor at Ford Field
1901 St. Antoine Street
Detroit, MI 48226
For the Trust K Trustees:
c/o Andrew H. Curoe
6th Floor at Ford Field
1901 St. Antoine Street
Detroit, MI 48226 |
| (c) | For Trust K: Not applicable.
For Mr. Curoe: Attorney, Bodman PLC, 6th Floor at Ford Field, 1901 St. Antoine Street, Detroit, MI 48226.
For Mr. Larsen: Attorney, Bodman PLC, 6th Floor at Ford Field, 1901 St. Antoine Street, Detroit, MI 48226.
For Mr. Parfet: Chairman and CEO, Northwood Group, LLC, 277 S. Rose Street, Suite 3500, Kalamazoo, MI 49007 |
| (d) | During the last five years, none of the Reporting Persons have been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). |
| (e) | During the last five years, no Reporting Person was a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree, or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. |
| (f) | Trust K: Not applicable.
For Mr. Curoe: United States.
For Mr. Larsen: United States.
For Mr. Parfet: United States. |
| Item 3. | Source and Amount of Funds or Other Consideration |
| | Trust K was created by Terence E. Adderley during his lifetime as a revocable trust, with Mr. Adderley serving as the trustee of, and retaining the right to revoke, Trust K. During his lifetime, Mr. Adderley funded Trust K, including a gift of 3,139,940 shares of Class B Stock to Trust K. Mr. Adderley died on October 9, 2018, at which time the trust became irrevocable. In accordance with the provisions of Trust K, the Trust K Trustees were appointed as successor trustees of the trust.
Mr. Curoe may be deemed the beneficial owner of an additional 42,825 shares of Class B Stock held by trusts where Mr. Curoe acts as trustee or co-trustee, including ten trusts holding 100 shares of Class B Stock each, and one trust holding 41,825 shares of Class B Stock. |
| Item 4. | Purpose of Transaction |
| | On January 9, 2026, Trust K entered into a Share Purchase Agreement (the "Purchase Agreement") with Hunt Equity Opportunities, LLC (the "Purchaser"), pursuant to which Trust K agreed to sell to the Purchaser 3,039,940 shares of Class B Stock (representing all of the shares of Class B Stock beneficially owned by Trust K) for an aggregate purchase price of $106,000,000 plus an amount in cash equal to $15,199,700 if at any time within the 48-month period following the closing of the Share Sale, the Issuer's market capitalization is greater than or equal to $1,200,000,000 (the "Share Sale"). Subject to the satisfaction or waiver of closing conditions, the Share Sale is expected to close on or before January 30, 2026. As a result of the Share Sale, Trust K, and Trustees Mr. Larsen and Mr. Parfet will no longer beneficially own any shares of Class B Stock. After completion of the Share Sale, Trustee Mr. Curoe will no longer be deemed the beneficial owner of Trust K's shares of Class B Stock, but he may continue to be deemed the beneficial owner of an additional 42,825 shares of Class B Stock held by trusts other than Trust K where Mr. Curoe acts as trustee or co-trustee, including ten trusts holding 100 shares of Class B Stock each, and one trust holding 41,825 shares of Class B Stock.
The foregoing summary of the Purchase Agreement does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Purchase Agreement, which is filed as Exhibit 2 to this amendment to Schedule 13D. |
| Item 5. | Interest in Securities of the Issuer |
| (a) | The aggregate number and percentage of the shares of Class B Stock beneficially owned by each Reporting Person set forth below and on pages 2-5 hereof are based on 3,295,941 shares of Class B Stock outstanding as of October 27, 2025. |
| (b) | For Trust K:
(a) Amount beneficially owned: 3,039,940 Percent of class: 92.2%
(b) Number of shares to which the Reporting Person has:
i. Sole power to vote or direct the vote: 0
ii. Shared power to vote or direct the vote: 3,039,940
iii. Sole power to dispose or to direct the disposition of: 0
iv. Shared power to dispose or direct the disposition of: 3,039,940
For Mr. Curoe:
(a) Amount beneficially owned: 3,082,765 Percent of class: 93.5%
(b) Number of shares to which the Reporting Person has:
i. Sole power to vote or direct the vote: 0
ii. Shared power to vote or direct the vote: 3,082,765
iii. Sole power to dispose or to direct the disposition of: 0
iv. Shared power to dispose or direct the disposition of: 3,082,765
For Mr. Larsen:
(a) Amount beneficially owned: 3,039,940 Percent of class: 92.2%
(b) Number of shares to which the Reporting Person has:
i. Sole power to vote or direct the vote: 0
ii. Shared power to vote or direct the vote: 3,039,940
iii. Sole power to dispose or to direct the disposition of: 0
iv. Shared power to dispose or direct the disposition of: 3,039,940
For Mr. Parfet:
(a) Amount beneficially owned: 3,039,940 Percent of class: 92.2%
(b) Number of shares to which the Reporting Person has:
i. Sole power to vote or direct the vote: 0
ii. Shared power to vote or direct the vote: 3,039,940
iii. Sole power to dispose or to direct the disposition of: 0
iv. Shared power to dispose or direct the disposition of: 3,039,940 |
| (c) | None. |
| (d) | None. |
| (e) | Not applicable. |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer |
| | The Trust K Trustees must act by majority vote to exercise investment or voting power over the Class B Shares owned by Trust K. Pursuant to Rule 13d-4 of the Securities Exchange Act of 1934 (the "Exchange Act"), this filing shall not be deemed an admission that the Trust K Trustees are, for purposes of Section 13(d) of the Exchange Act or otherwise, the beneficial owner of any equity securities reported herein.
The information contained above in Item 4 is incorporated by reference into this Item 6. |
| Item 7. | Material to be Filed as Exhibits. |
| | Exhibit No: 2
Description: Share Purchase Agreement dated January 9, 2026, by and between Trust K and the Purchaser. |
