[Form 4] WK Kellogg Co Insider Trading Activity

Rhea-AI Filing Summary

Walter Lisa, Chief Accounting Officer of WK Kellogg Co (KLG), reported a non-cash accrual on 09/12/2025: 68.76 dividend equivalent units (DEUs) were recorded related to previously granted restricted stock units (RSUs). Each DEU represents a contingent right to one share and will vest on the same terms as its related RSU. The DEUs were recorded at $0 and following the reported transaction the reporting person beneficially owns 416.94 shares directly.

Positive

• Transparency: Reporting person disclosed DEUs and updated beneficial ownership consistent with Section 16 requirements
• Compensation alignment: DEUs vest on same terms as underlying RSUs, aligning incentives with existing grants

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Routine equity compensation accrual; no cash transaction and no change to control.

This Form 4 documents the accrual of 68.76 DEUs tied to existing RSUs, which mirrors standard executive compensation practices. The DEUs carry the same vesting conditions as the underlying RSUs, indicating no new grant terms or accelerated vesting were disclosed. The increase to 416.94 directly held shares is immaterial to shareholder control but should be tracked for insider ownership trends.

Securities Analyst

TL;DR: Non-cash equity accrual noted; transaction does not alter immediate liquidity or debt profile.

The reported item is a dividend equivalent unit accrual valued at $0 on the report and reflects deferred equity compensation rather than a market purchase or sale. There is no cash consideration or exercise price, and no derivative instruments were exercised or disposed. This disclosure is routine and unlikely to have a material impact on the company’s valuation.

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^*

Walter Lisa

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
09/12/2025

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
Dividend Equivalent Units	(1)	09/12/2025		A		68.76		(1)	(1)	Common Stock	68.76	$0	416.94	D

Explanation of Responses:

1. Represents dividend equivalent units (DEUs) accrued on restricted stock units (RSUs) previously granted to the Reporting Person under the WK Kellogg Co 2023 Long-Term Incentive Plan. The DEUs will vest on the same terms and conditions as the corresponding RSUs to which they relate. Each DEU represents the contingent right to receive one share of the Issuer's common stock.

Remarks:

	/s/ Gordon Paulson, Attorney-in-Fact	09/16/2025
	** 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 did Walter Lisa report on Form 4 for WK Kellogg (KLG)?

The report shows an accrual of 68.76 dividend equivalent units (DEUs) tied to existing RSUs, increasing direct beneficial ownership to 416.94 shares.

Do the DEUs reported for KLG represent a cash transaction?

No. The DEUs were reported at a price of $0, indicating a non-cash accrual related to previously granted RSUs.

When were the DEUs recorded on the Form 4 for KLG?

The transaction date reported is 09/12/2025 and relates to DEUs accrued on previously granted restricted stock units.

How do the DEUs vest relative to the underlying RSUs?

The DEUs will vest on the same terms and conditions as the corresponding RSUs to which they relate.