Kforce (NASDAQ: KFRC) director logs 82 RSU dividend equivalents

Rhea-AI Filing Summary

Kforce Inc. director Catherine Cloudman reported a routine equity compensation adjustment involving Restricted Stock Units (RSUs). On this Form 4, 82 RSUs tied to Kforce common stock were disclosed in connection with a dividend that is exempt from reporting under Rule 16a.

The RSUs were granted under the company’s stock incentive plan as consideration for her board service, with each RSU representing a contingent right to receive one share of common stock. These RSUs vest one year from the grant date, subject to her continued service, and earn dividend equivalent rights when dividends are paid.

After this update, Cloudman directly holds 5,708 RSUs and 6,850 shares of Kforce common stock, reflecting ongoing equity-based compensation rather than any open‑market buying or selling.

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^*

Cloudman Catherine

(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)

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

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								6,850	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
Restricted Stock Units	$0(1)	03/06/2026		J(2)		82		(3)	(3)	Common Stock	82	$0	5,708	D

Explanation of Responses:

1. The Restricted Stock Units ("RSUs") were granted under the stock incentive plan approved at the time and in consideration of the reporting person's service as a director. Each RSU represents a contingent right to receive one share of Kforce Inc. common stock.

2. The transaction is disclosing a dividend that is exempt from reporting under Rule 16a.

3. RSUs vest one year from the date of the grant subject to the reporting person's continued service with Kforce Inc. as of the vesting date. Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on Kforce Inc. common stock.

Remarks:

	Susan A. Gager, Attorney-in-Fact for Catherine H. Cloudman	03/09/2026
	** 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) director Catherine Cloudman report?

Catherine Cloudman reported a routine RSU-related adjustment. The Form 4 discloses 82 Restricted Stock Units connected to a dividend that is exempt from reporting under Rule 16a, reflecting equity compensation mechanics rather than an open‑market stock purchase or sale.

How many Restricted Stock Units did Catherine Cloudman report for Kforce (KFRC)?

She reported 82 Restricted Stock Units (RSUs). Each RSU represents a contingent right to receive one share of Kforce Inc. common stock under the company’s stock incentive plan, tied to her service as a director and related dividend activity.

What are the vesting terms of Catherine Cloudman’s Kforce (KFRC) RSUs?

The RSUs vest one year from the grant date. Vesting is conditioned on Cloudman’s continued service with Kforce Inc. through the vesting date, and dividend equivalent rights accrue on these RSUs when and as dividends are paid on Kforce common stock.

How many Kforce (KFRC) RSUs and shares does Catherine Cloudman hold after this filing?

Cloudman holds 5,708 RSUs and 6,850 common shares directly. The RSU balance reflects unvested or unsettled equity awards, while the common stock total represents her direct share ownership reported following the March 6, 2026 update.

Was Catherine Cloudman’s Kforce (KFRC) Form 4 a market buy or sell of shares?

No, it was not an open-market buy or sell. The filing reports RSU-related dividend activity and equity compensation under Kforce’s stock incentive plan, categorized as an “other” transaction rather than a purchase or sale of common stock.

How do dividend equivalent rights work on Kforce (KFRC) RSUs reported by Catherine Cloudman?

Dividend equivalent rights accrue when Kforce pays dividends. For these RSUs, additional rights accumulate as dividends are paid on Kforce common stock, aligning Cloudman’s RSU awards more closely with the economic benefits of share ownership over time.