Keysight (KEYS) CEO surrenders 500 shares to cover tax on restricted stock

Rhea-AI Filing Summary

Keysight Technologies President and CEO Satish Dhanasekaran surrendered 500 shares of common stock to the company at $340.48 per share to cover tax obligations on the release of restricted shares under Rule 16b-3. After this tax-withholding disposition, he directly holds about 121,897.578 Keysight shares.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Dhanasekaran Satish

Role President and CEO

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	500	$340.48	$170K

Holdings After Transaction: Common Stock — 121,897.578 shares (Direct, null)

Footnotes (1)

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Key Figures

Shares surrendered for taxes: 500 shares Price per surrendered share: $340.48/share Shares held after transaction: 121,897.578 shares

3 metrics

Shares surrendered for taxes 500 shares Tax-withholding disposition on restricted share release

Price per surrendered share $340.48/share Value used for the 500-share tax surrender

Shares held after transaction 121,897.578 shares Direct holdings following the Form 4 transaction

Key Terms

tax-withholding disposition, restricted shares, Rule 16b-3

3 terms

tax-withholding disposition financial

"transaction_action: "tax-withholding disposition""

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

restricted shares financial

"tax liability on the release of restricted shares"

Restricted shares are company stock that cannot be sold or transferred immediately because they are subject to legal or contractual limits, such as a required holding period or performance conditions. They matter to investors because these locked-up shares can affect a company’s available stock for trading, future dilution, and insider incentives—imagine a gift that can’t be cashed until certain conditions are met, which changes when and how much supply can suddenly enter the market.

Rule 16b-3 regulatory

"in accordance with Rule 16b-3"

Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.

Form 4 Insider Transactions: What Each Field Means →

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
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^*

Dhanasekaran Satish

(Last) (First) (Middle)

1400 FOUNTAINGROVE PARKWAY

(Street)

SANTA ROSA CALIFORNIA 95403

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Keysight Technologies, Inc. [ KEYS ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President and CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/18/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	05/18/2026		F(1)		500	D	$340.48	121,897.578	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. The reporting person surrendered 500 shares to Keysight to satisfy tax liability on the release of restricted shares in accordance with Rule 16b-3.

Remarks:

	Jeffrey K. Li, Attorney-in-fact for Satish Dhanasekaran	05/20/2026
	** 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).
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)

FAQ

What insider transaction did Keysight (KEYS) CEO Satish Dhanasekaran report?

Satish Dhanasekaran reported surrendering 500 Keysight shares to the company. This was to satisfy tax liability on the release of restricted shares, treated as a tax-withholding disposition under Rule 16b-3 rather than an open-market sale.

Was the Keysight (KEYS) CEO’s Form 4 transaction an open-market sale?

No. The CEO’s Form 4 transaction reflects 500 shares surrendered back to Keysight. The footnote states this was to cover tax liability on restricted share release, not a discretionary open-market stock sale.

How many Keysight (KEYS) shares did the CEO surrender for taxes?

The CEO surrendered 500 shares of Keysight common stock. These shares were delivered to the company at a price of $340.48 per share to satisfy tax obligations associated with the release of previously granted restricted shares.

How many Keysight (KEYS) shares does the CEO hold after this transaction?

Following the tax-withholding disposition, the CEO directly owns 121,897.578 Keysight shares. This post-transaction holding figure comes from the Form 4 and shows his remaining equity stake after the 500 surrendered shares.

What is the role of Rule 16b-3 in the Keysight (KEYS) CEO transaction?

Rule 16b-3 allows certain insider transactions related to compensation plans. The filing notes the CEO surrendered 500 shares to Keysight under Rule 16b-3 to cover tax liability from the release of restricted shares granted as compensation.