WK Kellogg (KLG) Form 4: Director Granted 1,032 Deferred Stock Units

Rhea-AI Filing Summary

Michael Corbo, a director of WK Kellogg Co (KLG), received 1,032 deferred stock units on 08/15/2025 under the company's Amended and Restated 2023 Long-Term Incentive Plan as part of the non-employee director compensation program. Each deferred stock unit is economically equivalent to one share of common stock and will be paid in shares either as a lump sum or in ten annual installments beginning when his service as a director ends. After this grant, the filing reports 6,464 shares beneficially owned by the reporting person in a direct ownership form. The reported price associated with the units in the table is $23.

Positive

• Director equity alignment: Grant of 1,032 deferred stock units aligns the director's economic interests with shareholders
• No sales reported: The filing shows an acquisition with no dispositions, indicating no insider selling in this transaction

Negative

• Potential dilution: Grantable deferred stock units are economically equivalent to shares and will increase share count when paid

Insights

Corporate Governance Expert

TL;DR: Typical director compensation grant of deferred stock units; aligns director interests with shareholders via equity-based pay.

The grant of 1,032 deferred stock units to a non-employee director under the company's 2023 LTIP is a routine equity compensation action. Deferred stock units that convert to shares upon termination of service are commonly used to retain directors and align incentives without immediate dilution. The filing shows direct beneficial ownership of 6,464 shares following the award, which provides modest incremental alignment. No dispositions, exercised derivatives, or unusual vesting contingencies are disclosed in this Form 4.

Securities Analyst

TL;DR: Non-material routine insider grant; limited immediate market impact and no sale reported.

This Form 4 records an acquisition (code A) of 1,032 deferred stock units at a reported $23 price per unit under the LTIP. Such deferred grants are customary and typically do not indicate changes in firm valuation or operational performance. The absence of sales or option exercises in this filing suggests no short-term liquidity action by the director. The transaction increases reported direct beneficial ownership to 6,464 shares, a disclosure useful for tracking insider holdings.

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^*

Corbo Michael

(Last) (First) (Middle)

ONE KELLOGG SQUARE

(Street)

BATTLE CREEK MI 49017

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
WK Kellogg Co [ KLG ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/15/2025

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

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
Deferred Stock Units	(1)	08/15/2025		A		1,032		(1)	(1)	Common Stock	1,032	$23	6,464	D

Explanation of Responses:

1. Represents deferred stock units granted under the Amended and Restated WK Kellogg Co 2023 Long-Term Incentive Plan pursuant to an election made by the Reporting Person under the non-employee director compensation program of the Issuer. Each deferred stock unit is the economic equivalent of one share of the common stock of the Issuer (Common Stock). The deferred stock units are payable in shares of Common Stock, either in a lump sum or in ten annual installments, commencing on the date on which the service of the Reporting Person as a Director terminates.

Remarks:

	/s/ Gordon Paulson, Attorney-in-Fact	08/18/2025
	** 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 insider transaction did Michael Corbo (KLG) report on Form 4?

The filing reports an acquisition of 1,032 deferred stock units on 08/15/2025 under the 2023 LTIP.

How many shares does the reporting person beneficially own after the transaction?

The Form 4 shows 6,464 shares beneficially owned following the reported transaction.

When are the deferred stock units payable and in what form?

Each deferred stock unit is payable in shares of common stock, either as a lump sum or in ten annual installments, commencing when the director's service terminates.

What is the reported price associated with the deferred stock units?

The table in the filing lists a price of $23 associated with the units.

Was this Form 4 filed individually or jointly?

The form indicates it was filed by one reporting person (individual filing).