Kforce COO acquires 659 shares in dividend grant

Kforce COO David M. Kelly reported 659 additional restricted shares tied to a $0.40 cash dividend, bringing his holdings to 139,320 shares.

Rhea-AI Filing Summary

KFORCE INC (KFRC) reported that Chief Operating Officer David M. Kelly acquired 659 shares of common stock on September 11, 2026 in an "other" type transaction related to a share restructuring. The additional shares of restricted stock were received in connection with a $0.40 per-share cash dividend declared on July 24, 2026 and will vest under existing restricted stock agreements. Following this transaction, Kelly beneficially owns 139,320 shares, including 85,177 shares of restricted stock.

Insider Trade Summary

Other: 659 shares

Other 1 txn

Insider KELLY DAVID M

Role Chief Operating Officer

Type	Security	Shares	Price	Value
Other	Common Stock F1, F2, F3	659	$0.00	$0.00

Holdings After Transaction: Common Stock — 139,320 shares (Direct)

Footnotes (3)

1. F1. 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. F2. On July 24, 2026, the issuer declared a cash dividend of $0.40 per share of common stock, payable September 25, 2026 to all shareholders of record on September 11, 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. F3. Includes 85,177 shares of restricted stock.

Key Figures

Shares acquired: 659 shares Shares owned after transaction: 139,320 shares Restricted stock included: 85,177 shares +3 more

6 metrics

Shares acquired 659 shares Additional restricted shares received on September 11, 2026

Shares owned after transaction 139,320 shares Total beneficial ownership after September 11, 2026 transaction

Restricted stock included 85,177 shares Restricted stock included in post-transaction holdings

Cash dividend per share $0.40 per share Dividend on common stock declared on July 24, 2026

Dividend record date September 11, 2026 Shareholders of record date for $0.40 cash dividend

Dividend payment date September 25, 2026 Payment date for the $0.40 cash dividend

Key Terms

restricted stock, beneficial ownership, Rule 16a-13, cash dividend

4 terms

restricted stock financial

"The additional shares of restricted stock were received by the reporting person"

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

beneficial ownership financial

"a change in the form of beneficial ownership from direct to indirect"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

Rule 16a-13 regulatory

"that is exempt from reporting under Rule 16a-13"

cash dividend financial

"declared a cash dividend of $0.40 per share of common stock"

A cash dividend is a payment made by a company to its shareholders directly in money, usually on a regular schedule. It is a way for investors to receive a portion of the company's profits, similar to earning interest or a bonus for holding the company's stock. Cash dividends provide income to shareholders and can indicate the company's financial health and stability.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

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

Kforce reported that Chief Operating Officer David M. Kelly acquired 659 shares of common stock on September 11, 2026 through an "other" type transaction related to a restructuring and a cash dividend on his restricted stock holdings.

How many KFRC shares does David M. Kelly hold after this Form 4 transaction?

After the reported transaction, David M. Kelly beneficially owns 139,320 shares of Kforce common stock, according to the filing, which notes this total includes 85,177 shares of restricted stock.

What dividend did Kforce (KFRC) declare that affected David M. Kelly’s restricted stock?

On July 24, 2026, Kforce declared a $0.40 per-share cash dividend on its common stock, payable on September 25, 2026 to shareholders of record on September 11, 2026. Kelly received additional restricted shares in connection with this dividend.

Why did David M. Kelly receive 659 additional KFRC restricted shares?

The filing states the 659 additional shares of restricted stock were received in connection with the $0.40 per-share cash dividend, and that these shares will vest in accordance with the terms of his outstanding restricted stock agreement(s).

Was David M. Kelly’s KFRC transaction under a Rule 10b5-1 trading plan?

No. The filing’s Rule 10b5-1 checkbox is not affirmed, and there is no footnote indicating that the September 11, 2026 transaction was made pursuant to a Rule 10b5-1 or other pre-arranged trading plan.

What does the Form 4 say about changes in David M. Kelly’s beneficial ownership of KFRC shares?

A footnote explains that 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, in addition to the receipt of extra restricted shares from the dividend.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/15/2026 - 04:22 PM Accepted by SEC EDGAR 09/15/2026 - 04:21 PM Learn about SEC filing dates

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^*

KELLY DAVID M

(Last) (First) (Middle)

1150 ASSEMBLY DRIVE, SUITE 500

(Street)

TAMPA FLORIDA 33607

(City) (State) (Zip)

UNITED STATES

(Country)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/11/2026

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	09/11/2026		J(1)		659(2)	A	$0	139,320(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 July 24, 2026, the issuer declared a cash dividend of $0.40 per share of common stock, payable September 25, 2026 to all shareholders of record on September 11, 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 85,177 shares of restricted stock.

Remarks:

	Susan A. Gager, Attorney-in-Fact for David M. Kelly	09/15/2026
	** 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)