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Korn Ferry (NYSE: KFY) CEO RPO MacDonald granted 16,750 restricted shares

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

Rhea-AI Filing Summary

Korn Ferry executive Jeanne MacDonald, CEO RPO, reported equity compensation activity. She received a grant of 16,750 shares of restricted stock as compensation, vesting in four equal annual installments beginning July 10, 2027. Separately, 3,701 shares were withheld at $75.39 per share to satisfy tax obligations arising from the vesting of 7,272 restricted shares on July 13, 2026. After these transactions, she holds 46,424 Korn Ferry common shares directly.

Positive

  • None.

Negative

  • None.
Insider MacDonald Jeanne
Role CEO RPO
Type Security Shares Price Value
Tax Withholding Common Stock, par value $0.01 per share 3,701 $75.39 $279K
Grant/Award Common Stock, par value $0.01 per share 16,750 $0.00 --
Holdings After Transaction: Common Stock, par value $0.01 per share — 46,424 shares (Direct)
Footnotes (1)
  1. Represents restricted stock that vests in four equal annual installments commencing on July 10, 2027. Granted as compensation for services. Represents a reduction in shares to satisfy the tax withholding obligations of the Issuer with respect to the vesting, on July 13, 2026, of 7,272 shares of restricted stock held by the Reporting Person.
Restricted stock grant 16750 shares Granted on July 10, 2026 as compensation, vesting over four years
Grant transaction price $0.00 per share Restricted stock award recorded with a transaction price of $0.0000 per share
Tax withholding shares 3701 shares Shares withheld on July 13, 2026 to satisfy tax withholding obligations
Tax withholding price $75.39 per share Price applied to the 3,701-share tax-withholding disposition
Restricted shares vested 7272 shares Restricted stock that vested on July 13, 2026, triggering tax withholding
Shares after grant 50125 shares Direct Korn Ferry shares held after the July 10, 2026 restricted stock grant
Shares after all transactions 46424 shares Direct Korn Ferry common shares held after both reported transactions
restricted stock financial
"Represents restricted stock that vests in four equal annual installments"
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"
Grant, award, or other acquisition financial
"Transaction code description: Grant, award, or other acquisition"
Payment of exercise price or tax liability by delivering securities financial
"Transaction code F description: Payment of exercise price or tax liability"

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Form 4 Insider Transactions: What Each Field Means →

FAQ

What insider transactions did Korn Ferry (KFY) executive Jeanne MacDonald report?
Jeanne MacDonald, CEO RPO at Korn Ferry, reported a grant of 16,750 restricted shares on July 10, 2026 and a tax-withholding disposition of 3,701 shares on July 13, 2026 related to vesting of earlier restricted stock awards.

How many Korn Ferry (KFY) shares were granted to Jeanne MacDonald?
She was granted 16,750 shares of restricted stock as compensation. According to the disclosure, these restricted shares vest in four equal annual installments, with vesting commencing on July 10, 2027, aligning the award with multi-year service.

Why were 3,701 Korn Ferry (KFY) shares disposed of by Jeanne MacDonald?
The 3,701 shares represent a reduction to satisfy tax withholding obligations tied to the vesting, on July 13, 2026, of 7,272 restricted shares. This F-code transaction is described as payment of tax liability by delivering securities, not an open-market sale.

What is Jeanne MacDonald’s Korn Ferry (KFY) shareholding after these transactions?
Following the reported grant and tax-withholding disposition, Jeanne MacDonald directly holds 46,424 shares of Korn Ferry common stock. An intermediate figure of 50,125 shares applied after the July 10, 2026 grant, before the subsequent tax-withholding share reduction.

How do the restricted shares granted to Jeanne MacDonald in KFY vest over time?
The 16,750 restricted shares granted to Jeanne MacDonald vest in four equal annual installments. Vesting begins on July 10, 2027, with one-quarter of the award becoming free of restrictions each year thereafter, subject to the award’s terms and continued service.

Were Jeanne MacDonald’s Korn Ferry (KFY) transactions open-market buys or sells?
No open-market buys or sells are reported. One transaction is an award of restricted stock with a $0.00 transaction price, and the other is an F-code tax-withholding disposition of 3,701 shares used to cover tax obligations on vested restricted stock.
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*
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)
Director10% Owner
XOfficer (give title below)Other (specify below)
CEO RPO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/10/2026		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 Stock, par value $0.01 per share07/10/2026A16,750(1)A$0(2)50,125D
Common Stock, par value $0.01 per share07/13/2026F3,701(3)D$75.3946,424D
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. Represents restricted stock that vests in four equal annual installments commencing on July 10, 2027.
2. Granted as compensation for services.
3. Represents a reduction in shares to satisfy the tax withholding obligations of the Issuer with respect to the vesting, on July 13, 2026, of 7,272 shares of restricted stock held by the Reporting Person.
/s/ Jonathan Kuai, attorney-in-fact07/14/2026
** 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