KinderCare (KLC) CFO has shares withheld for taxes on RSU vesting

Rhea-AI Filing Summary

KinderCare Learning Companies, Inc. Chief Financial Officer Anthony Michael Amandi reported a tax-related share disposition. On the vesting of restricted stock units, 611 shares of common stock were withheld by the company at $3.72 per share to cover tax withholding obligations. After this tax-withholding disposition, he directly holds 345,071 common shares.

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^*

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)
02/23/2026

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	02/23/2026		F		611(1)	D	$3.72	345,071	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	02/25/2026
	** 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).
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FAQ

What did KinderCare (KLC) CFO Anthony Michael Amandi report in this Form 4?

He reported a tax-withholding disposition of 611 KinderCare shares. The company withheld these shares when his restricted stock units vested to cover tax obligations, rather than him selling shares in the open market.

How many KinderCare (KLC) shares were involved in the CFO’s tax withholding?

A total of 611 common shares of KinderCare were withheld. This occurred at a price of $3.72 per share to satisfy the Chief Financial Officer’s tax obligations tied to vesting restricted stock units.

Did the KinderCare (KLC) CFO sell shares on the open market in this filing?

No, the transaction was a withholding by the issuer, not an open market sale. Shares were retained by KinderCare to pay tax obligations when restricted stock units vested, which is a common administrative process.

How many KinderCare (KLC) shares does the CFO hold after this Form 4 transaction?

After the tax-withholding disposition, the Chief Financial Officer directly holds 345,071 KinderCare common shares. This figure reflects his ownership following the company’s withholding of 611 shares for tax purposes related to equity vesting.

What does transaction code F mean in the KinderCare (KLC) Form 4?

Transaction code F indicates payment of tax liability or exercise price using company stock. Here, KinderCare withheld 611 shares when restricted stock units vested to cover the CFO’s tax obligations, instead of him paying the taxes in cash.