Kforce (NASDAQ: KFRC) COO David Kelly reports 702-share dividend-related grant

Rhea-AI Filing Summary

Kforce Inc. reported an insider ownership update for its Chief Operating Officer, David M. Kelly. On December 5, 2025, Kelly received 702 additional shares of common stock, reported at a price of $0 per share, classified under transaction code J, which indicates an exempt or other type of transaction. Following this activity, he beneficially owns 96,564 shares of Kforce common stock.

The filing explains that the transaction relates to a cash dividend of $0.39 per share declared on October 31, 2025, payable on December 19, 2025 to shareholders of record on December 5, 2025. The additional restricted shares were received in connection with this dividend and will vest under the terms of Kelly’s existing restricted stock agreements. The total includes 54,470 shares of restricted stock.

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

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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)
12/05/2025

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	12/05/2025		J(1)		702(2)	A	$0	96,564(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 dividend that is exempt from reporting under Rule 16a.

2. On October 31, 2025, the issuer declared a cash dividend of $0.39 per share of common stock, payable December 19, 2025 to all shareholders of record on December 5, 2025 (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 54,470 shares of restricted stock.

Remarks:

	Susan A. Gager, Attorney-in-Fact for David M. Kelly	12/09/2025
	** 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.

FAQ

What insider transaction did Kforce Inc (KFRC) report in this Form 4?

The Form 4 reports that Chief Operating Officer David M. Kelly acquired 702 shares of Kforce common stock on December 5, 2025 in a transaction coded J, which is an exempt or other type of transaction.

How many Kforce (KFRC) shares does the reporting person own after this transaction?

After the reported transaction, David M. Kelly beneficially owns 96,564 shares of Kforce common stock, including 54,470 shares of restricted stock.

What dividend did Kforce Inc (KFRC) declare related to this Form 4 event?

Kforce declared a cash dividend of $0.39 per share of common stock on October 31, 2025, payable on December 19, 2025 to shareholders of record on December 5, 2025.

Why did the Kforce (KFRC) executive receive additional restricted stock?

The additional 702 shares of restricted stock were received in connection with the declared cash dividend and will vest according to the terms of the reporting person’s outstanding restricted stock agreement(s).

What is the relationship of the reporting person to Kforce Inc (KFRC)?

The reporting person is an officer of Kforce Inc., serving as its Chief Operating Officer, as indicated in the filing.

Was the Kforce (KFRC) dividend-related transaction reported as a purchase or sale?

The transaction was reported under code J, which the explanation states is disclosing a dividend that is exempt from reporting under Rule 16a, rather than a standard market purchase or sale.