Kforce (NASDAQ: KFRC) COO receives 1,210 dividend-linked shares

Rhea-AI Filing Summary

Kforce Inc. Chief Operating Officer David M. Kelly reported an administrative change involving 1,210 shares of common stock on a Form 4. The filing describes this as an “other” transaction related to restructuring of beneficial ownership rather than an open-market purchase or sale.

Footnotes state the issuer declared a cash dividend of $0.40 per share, payable March 20, 2026 to shareholders of record on March 6, 2026, and that Kelly received additional restricted stock in connection with this dividend. After the update, he directly holds 137,989 common shares, including 83,846 shares of restricted stock, which will vest under existing restricted stock agreements.

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^*

KELLY DAVID M

(Last) (First) (Middle)

1150 ASSEMBLY DRIVE, SUITE 500

(Street)

TAMPA FL 33607

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
KFORCE INC [ KFRC ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Operating Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/06/2026

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
Common Stock	03/06/2026		J(1)		1,210(2)	A	$0	137,989(3)	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 transaction is disclosing a change in the form of beneficial ownership from direct to indirect that is exempt from reporting under Rule 16a-13.

2. On January 30, 2026, the issuer declared a cash dividend of $0.40 per share of common stock, payable March 20, 2026 to all shareholders of record on March 6, 2026 (the "Dividend"). The additional shares of restricted stock were received by the reporting person in connection with the Dividend and will vest in accordance with the terms of the reporting person's outstanding restricted stock agreement(s).

3. Includes 83,846 shares of restricted stock.

Remarks:

	Susan A. Gager, Attorney-in-Fact for David M. Kelly	03/10/2026
	** 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.
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FAQ

What insider transaction did Kforce (KFRC) COO David M. Kelly report?

David M. Kelly reported an “other” restructuring transaction involving 1,210 Kforce common shares. It reflects an administrative change in beneficial ownership and dividend-related restricted stock, rather than an open-market buy or sell, and leaves him holding 137,989 shares after the transaction.

Did the Kforce (KFRC) COO buy or sell shares in this Form 4?

The Form 4 does not show an open-market buy or sell by the COO. It records an “other” transaction tied to restructuring of beneficial ownership and dividend-related restricted stock, leaving his post-transaction direct holdings at 137,989 Kforce common shares.

How many Kforce (KFRC) shares does the COO hold after this filing?

After the reported transaction, COO David M. Kelly directly holds 137,989 Kforce common shares. This figure includes 83,846 shares of restricted stock, which are subject to vesting in line with the terms of his outstanding restricted stock agreements.

What dividend did Kforce (KFRC) declare related to this insider filing?

Kforce declared a cash dividend of $0.40 per common share, payable March 20, 2026 to shareholders of record on March 6, 2026. In connection with this dividend, the COO received additional restricted stock that will vest under his existing restricted stock agreements.

What does the restructuring transaction mean for Kforce (KFRC) shareholders?

The restructuring transaction reflects a change in how the COO’s beneficial ownership is held and dividend-related restricted stock, not a market trade. It signals updated reporting of his 137,989-share position, including 83,846 restricted shares, without indicating buying or selling pressure in the open market.