KFRC Form 4: Director Mark Furlong Gains 41 Shares From Dividend

Rhea-AI Filing Summary

Mark F. Furlong, a director of Kforce Inc. (KFRC), received additional common shares on 09/12/2025 as a dividend-related issuance and reported the change on a Form 4 filed 09/16/2025. The transaction is reported under code J as an exempt dividend issuance: 41 shares were acquired at no cash cost, bringing the reporting person’s total beneficial ownership to 29,616 shares. The filing explains these additional shares result from a cash dividend declaration of $0.39 per share made July 25, 2025, payable September 26, 2025 to holders of record on September 12, 2025, and notes that some of the received shares are restricted and will vest under existing award terms.

Positive

• Transparent disclosure of the dividend-related share issuance under Section 16 rules
• Insider ownership increased to 29,616 shares following the issuance
• Portion of shares are restricted and will vest per existing award terms, indicating alignment with company retention practices

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine dividend-share issuance increased an insider's stake modestly; no cash outlay and no unusual trading activity.

The Form 4 reports a dividend-exempt share issuance to a director, adding 41 shares and raising total beneficial ownership to 29,616 shares. The transaction uses code J, consistent with shares issued in lieu of a cash dividend, and the filing notes that some shares are restricted and subject to existing vesting terms. This is a non-market transaction with minimal immediate impact on liquidity or ownership structure and does not indicate insider buying or selling.

Corporate Governance Expert

TL;DR: Share issuance reflects standard corporate dividend mechanics and contains customary disclosure about restricted stock vesting.

The disclosure identifies the reporting person as a director and explains the mechanics behind the issuance: a declared $0.39 per-share dividend allowed issuance of additional restricted shares to shareholders of record. The filing properly notes the restricted nature of a portion of the shares and provides an attorney-in-fact signature. Governance-wise, this is routine and transparently reported under Section 16 rules.

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^*

FURLONG MARK F

(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)
09/12/2025

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	09/12/2025		J(1)		41(2)	A	$0	29,616(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 July 25, 2025, the issuer declared a cash dividend of $0.39 per share of common stock, payable September 26, 2025 to all shareholders of record on September 12, 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 3,261 shares of restricted stock.

Remarks:

	Susan A. Gager, Attorney-in-Fact for Mark F. Furlong	09/16/2025
	** 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 change did Mark F. Furlong report on the KFRC Form 4?

The filing reports that 41 shares were acquired on 09/12/2025 via a dividend-related issuance, increasing his beneficial ownership to 29,616 shares.

Why were additional KFRC shares issued to the reporting person?

The issuer declared a cash dividend of $0.39 per share on July 25, 2025; shares were issued in lieu of cash dividends to shareholders of record on September 12, 2025.

Were the additional KFRC shares subject to restrictions?

Yes. The filing states that the additional shares include restricted stock (3,261 shares included in total ownership) that will vest according to existing restricted stock agreements.

What transaction code was used on the Form 4 and what does it indicate?

Transaction code J was used, indicating the transaction is an exempt issuance due to a dividend as described in the Form 4.

When was the Form 4 filed and who signed it?

The Form 4 was signed by Susan A. Gager as Attorney-in-Fact for Mark F. Furlong on 09/16/2025.