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Kforce (KFRC) CEO logs 1,755-share ownership change tied to $0.40 dividend

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Kforce Inc. President & CEO Joseph J. Liberatore reported an "other" Form 4 transaction involving 1,755 shares of common stock on June 12, 2026. The shares were recorded at a price of $0.00 per share, indicating a non-market, administrative event rather than an open-market trade.

Footnotes explain the transaction reflects a change in the form of beneficial ownership that is exempt under Rule 16a-13 and additional restricted stock received in connection with a cash dividend. The issuer declared a $0.40 per share cash dividend on April 24, 2026, payable on June 26, 2026 to shareholders of record on June 12, 2026. After the transaction, Liberatore directly holds 340,446 shares, including 221,132 shares of restricted stock that will vest under existing restricted stock agreements.

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Insider LIBERATORE JOSEPH J
Role President & CEO
Type Security Shares Price Value
Other Common Stock 1,755 $0.00 $0.00
Holdings After Transaction: Common Stock — 340,446 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 April 24, 2026, the issuer declared a cash dividend of $0.40 per share of common stock, payable June 26, 2026 to all shareholders of record on June 12, 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 221,132 shares of restricted stock.
Other transaction shares 1,755 shares Code J transaction on June 12, 2026 at $0.00 per share
Shares held after transaction 340,446 shares Direct holdings following reported Form 4 transaction
Restricted stock included 221,132 shares Restricted stock included within total direct holdings
Cash dividend per share $0.40 per share Dividend declared April 24, 2026 on common stock
Dividend record date June 12, 2026 Shareholders of record date for $0.40 dividend
Dividend payment date June 26, 2026 Payment date for $0.40 cash dividend
beneficial ownership financial
"The transaction is disclosing 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
"the issuer 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.
restricted stock financial
"The additional shares of restricted stock were received by the reporting person in connection with the Dividend..."
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.
shareholders of record financial
"payable June 26, 2026 to all shareholders of record on June 12, 2026..."
Shareholders of record are the people officially listed as owners of a company's stock on a specific date. This matters because only these shareholders are entitled to receive dividends or vote at company meetings. It's like being on the official guest list for a party—you get to enjoy the perks and have a say.

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

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Form 4 Insider Transactions: What Each Field Means →

FAQ

What did Kforce (KFRC) CEO Joseph Liberatore report in this Form 4?
Joseph Liberatore reported an "other" transaction involving 1,755 shares of Kforce common stock at $0.00 per share. The filing describes an administrative change in beneficial ownership and additional restricted shares, rather than an open-market purchase or sale of stock.

Was the Kforce (KFRC) Form 4 transaction a buy or sell of shares?
The Form 4 does not show a traditional buy or sell. It reports an "other" transaction code J, reflecting a change in beneficial ownership and restricted shares received in connection with a dividend, exempt from reporting under Rule 16a-13, with no cash price per share.

How many Kforce (KFRC) shares does the CEO hold after this Form 4?
After the reported transaction, Joseph Liberatore holds 340,446 Kforce common shares directly. This total includes 221,132 shares of restricted stock, which are subject to vesting according to the terms of his outstanding restricted stock agreements.

Why did Kforce (KFRC) CEO receive additional restricted stock in this filing?
The CEO received additional restricted stock in connection with the declared cash dividend. These extra shares of restricted stock will vest in line with the terms of his existing restricted stock agreement or agreements, rather than as a separate new award.

What does Rule 16a-13 treatment mean in the Kforce (KFRC) Form 4?
The footnote states the transaction discloses a change in the form of beneficial ownership that is exempt under Rule 16a-13. This indicates an internal ownership reclassification, not a market transaction affecting the total economic interest held by the reporting person.
SEC Form 4
FORM 4UNITED 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*
LIBERATORE JOSEPH J
(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)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
President & CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/12/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock06/12/2026J(1)1,755(2)A$0340,446(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount 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 April 24, 2026, the issuer declared a cash dividend of $0.40 per share of common stock, payable June 26, 2026 to all shareholders of record on June 12, 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 221,132 shares of restricted stock.
Remarks:
Susan A. Gager, Attorney-in-Fact for Joseph J. Liberatore06/16/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR