[Form 4] KinderCare Learning Companies, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Anthony Amandi, Chief Financial Officer of KinderCare Learning Companies, Inc. (KLC), reported a single transaction on 08/26/2025. The filing shows 517 shares were disposed at an indicated price of $7.31 per share, and the reporting person beneficially owned 346,199 shares after the transaction. The form explains the shares were withheld by the issuer to satisfy tax withholding obligations related to the vesting of restricted stock units.

Positive

• Transparent disclosure of the CFO's withholding transaction and rationale (tax withholding for vested RSUs).
• Compliance with Section 16 filing requirements shown by timely Form 4 and signed submission.

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine insider share withholding for tax purposes; immaterial to company valuation.

The 08/26/2025 Form 4 discloses a small disposition of 517 shares by the CFO at a reported price of $7.31 per share, with an explanatory note that shares were withheld to satisfy tax withholding on vested RSUs. This is a common non-economic disposition where the company retains shares to cover taxes rather than a market sale by the insider. Given the post-transaction beneficial ownership of 346,199 shares, the change is negligible in percentage terms and does not indicate a deliberate liquidity event or change in insider conviction.

Corporate Governance Expert

TL;DR: Proper disclosure of tax-withholding on vested RSUs; complies with Section 16 filing norms.

The filing is consistent with Section 16 reporting requirements: it identifies the reporting person, relationship (Chief Financial Officer), transaction code and an explicit explanation that the shares were withheld for tax obligations. The single-line disclosure and manual signature indicate standard compliance behavior. There is no indication of coordinated or Rule 10b5-1 activity in this Form 4.

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
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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^*

Amandi Anthony Michael

(Last) (First) (Middle)

C/O KINDERCARE LEARNING COMPANIES, INC.

5005 MEADOWS ROAD

(Street)

LAKE OSWEGO OR 97035

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
KinderCare Learning Companies, Inc. [ KLC ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/26/2025

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	08/26/2025		F		517(1)	D	$7.31	346,199	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. Shares withheld by the Issuer to satisfy the Reporting Person's tax withholding obligations in connection with the vesting of restricted stock units.

	/s/ Anthony Amandi	08/26/2025
	** 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 transaction did Anthony Amandi report on the Form 4 for KLC?

The Form 4 reports a disposition of 517 shares on 08/26/2025 at a reported price of $7.31 per share.

Why were the 517 shares disposed according to the filing?

The filing states the shares were withheld by the issuer to satisfy tax withholding obligations related to the vesting of restricted stock units.

How many KLC shares did the reporting person own after the transaction?

Following the reported transaction, the reporting person beneficially owned 346,199 shares (direct ownership).

What is the reporting person's role at KinderCare Learning Companies, Inc.?

The reporting person is identified as the company's Chief Financial Officer and filed the Form 4 as an individual reporting person.

Does this Form 4 indicate an open-market sale or a tax withholding?

The explanatory note explicitly states the shares were withheld to satisfy tax withholding, not sold in an open-market transaction.