Korn Ferry exec has 507 shares withheld for taxes

Korn Ferry’s RPO CEO had shares withheld to cover taxes on vested restricted stock, leaving a reported 45,917 shares held directly.

Available on EDGAR 09/11/2026 - 06:04 PM EDT Accepted by SEC EDGAR 09/11/2026 - 06:03 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

KORN FERRY (KFY) reported that executive Jeanne MacDonald, CEO of RPO, had 507 shares of common stock withheld on September 8, 2026 to satisfy tax withholding obligations arising from the vesting of 995 restricted shares. These were not open-market sales, and she now directly holds 45,917 shares of Korn Ferry common stock. No Rule 10b5-1 trading plan is reported for this transaction.

Insider Trade Summary

Tax Withholding: 507 shares

Tax Withholding 1 txn

Insider MacDonald Jeanne

Role CEO RPO

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock, par value $0.01 per share F1	507	$82.04	$42K

Holdings After Transaction: Common Stock, par value $0.01 per share — 45,917 shares (Direct)

Footnotes (1)

1. F1. Represents a reduction in shares to satisfy the tax withholding obligations of the Issuer with respect to the vesting, on September 8, 2026, of 995 shares of restricted stock held by the Reporting Person.

Key Figures

Shares withheld for taxes: 507 shares Reference price per share: $82.04 per share Shares held after transaction: 45,917 shares +1 more

4 metrics

Shares withheld for taxes 507 shares Shares delivered or withheld on September 8, 2026 for tax withholding obligations

Reference price per share $82.04 per share Price used for the 507-share tax-withholding transaction on September 8, 2026

Shares held after transaction 45,917 shares Direct holdings of Korn Ferry common stock by Jeanne MacDonald following the withholding

Restricted stock vested 995 shares Restricted shares that vested on September 8, 2026, triggering the tax withholding

Key Terms

restricted stock, tax withholding obligations, vesting

3 terms

restricted stock financial

"the vesting, on September 8, 2026, of 995 shares of restricted stock"

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.

tax withholding obligations financial

"reduction in shares to satisfy the tax withholding obligations of the Issuer"

vesting financial

"with respect to the vesting, on September 8, 2026, of 995 shares"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

FAQ

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

What insider transaction did KFY executive Jeanne MacDonald report?

Jeanne MacDonald reported that 507 shares of Korn Ferry common stock were withheld on September 8, 2026 to satisfy tax withholding obligations tied to the vesting of restricted stock, rather than sold in the open market.

How many Korn Ferry (KFY) shares does Jeanne MacDonald hold after this transaction?

After the tax-related withholding, Jeanne MacDonald directly holds 45,917 shares of Korn Ferry common stock, as reported in the Form 4 filing.

What was the size and price of the tax-withholding share reduction for KFY?

The filing reports that 507 shares of Korn Ferry common stock were withheld at a reference price of $82.04 per share to satisfy tax obligations related to restricted stock vesting.

What award triggered the tax withholding reported for KFY’s Jeanne MacDonald?

The tax withholding related to the vesting, on September 8, 2026, of 995 shares of restricted stock held by Jeanne MacDonald, according to the footnote in the Form 4.

Was Jeanne MacDonald’s KFY transaction made under a Rule 10b5-1 plan?

No. The Form 4 indicates that no Rule 10b5-1 trading plan is associated with this tax-withholding transaction.

Does the reported KFY transaction represent an open-market sale by the executive?

No. The Form 4 describes a reduction in shares to satisfy tax withholding obligations upon restricted stock vesting, not an open-market sale.

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

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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^*

MacDonald Jeanne

(Last) (First) (Middle)

C/O KORN FERRY

1900 AVENUE OF THE STARS, SUITE 1225

(Street)

LOS ANGELES CALIFORNIA 90067

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
KORN FERRY [ KFY ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/08/2026

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, par value $0.01 per share	09/08/2026		F		507(1)	D	$82.04	45,917	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. Represents a reduction in shares to satisfy the tax withholding obligations of the Issuer with respect to the vesting, on September 8, 2026, of 995 shares of restricted stock held by the Reporting Person.

	/s/ Jonathan Kuai, attorney-in-fact	09/11/2026
	** 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)