Kennametal insider report: RSU grants and share purchase disclosed

Rhea-AI Filing Summary

Kennametal Inc. director Cindy L. Davis reported purchases and awards on 08/15/2025. She purchased 5,566 shares of Common Stock at $21.02 per share and reported a separate disposition of 170 shares at $21.02. After those transactions she beneficially owned 12,100 shares following the purchase and 11,930 shares following the disposition, reported as direct ownership. In addition, multiple Restricted Stock Unit grants were reported: awards of 1,773, 1,860, 1,933 and 6,898 RSUs (each converted 1-for-1 into Common Stock). The filings state RSUs are time-based and vest in three equal installments beginning on the first anniversary of the grant.

Positive

• Director purchase of 5,566 shares at $21.02 indicates insider buying activity
• Multiple RSU grants show alignment of director compensation with equity ownership
• RSUs vest time-based in three equal installments, supporting retention incentives

Negative

• Small sale of 170 shares reported on same date as purchase
• No performance-based vesting disclosed; RSUs are time-based only

Insights

Corporate Governance Expert

TL;DR: Director received time-based RSUs and made a small open-market purchase; routine director compensation with modest insider buying.

The filing documents a mixed transaction: a market purchase of 5,566 shares at $21.02 and a small sale of 170 shares at the same price, together with four separate Restricted Stock Unit grants totaling the listed award amounts. The RSUs are described as time-based and vest in three equal installments beginning one year after grant, indicating standard retention-based compensation rather than performance-based pay. For governance analysis this appears consistent with routine director compensation and standard vesting terms; no change in control, option repricing, or unusual derivative terms are disclosed.

Securities Analyst

TL;DR: Insider activity shows modest net acquisition and additional equity compensation; impact on capitalization is immaterial.

The reported market purchase of 5,566 shares at $21.02 and the sale of 170 shares result in an increase in direct beneficial ownership to the reported post-transaction level of 12,100 shares at one point and 11,930 shares after the sale. Multiple RSU awards are recorded with explicit post-transaction beneficial ownership counts. These disclosures are typical Section 16 reporting of director actions and compensation; no debt conversions, option exercises for cash, or other financing events are present.

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

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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^*

Davis Cindy L

(Last) (First) (Middle)

2635 SW GRENWOLDE PLACE

(Street)

PORTLAND OR 97201

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
KENNAMETAL INC [ KMT ]

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
Common Stock	08/15/2025		M		5,566	A	$21.02	12,100	D
Common Stock	08/15/2025		F		170	D	$21.02	11,930	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
Restricted Stock Units	(1)	08/15/2025		M			1,773	(2)	(2)	Common Stock	1,773	$0	0	D
Restricted Stock Units	(1)	08/15/2025		M			1,860	(2)	(2)	Common Stock	1,860	$0	1,860	D
Restricted Stock Units	(1)	08/15/2025		M			1,933	(2)	(2)	Common Stock	1,933	$0	3,867	D
Restricted Stock Units	(1)	08/15/2025		A		6,898		(2)	(2)	Common Stock	6,898	$0	6,898	D

Explanation of Responses:

1. 1 for 1

2. Restricted stock units are subject to time-based vesting and are disbursed in three equal installments commencing on the first anniversary date of the grant

	Michelle R. Keating, as attorney-in-fact for Cindy L. Davis`	08/19/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What transactions did Cindy L. Davis report on Form 4 for KMT?

She reported a purchase of 5,566 Common Stock shares at $21.02 and a sale of 170 shares at $21.02 on 08/15/2025.

How many Restricted Stock Units (RSUs) were granted to Cindy L. Davis?

The filing shows RSU awards of 1,773, 1,860, 1,933, and 6,898 RSUs.

What vesting terms are disclosed for the RSUs?

The RSUs are described as time-based and are disbursed in three equal installments commencing on the first anniversary of the grant.

What were Cindy L. Davis’s reported beneficial ownership levels after the transactions?

The filing reports beneficial ownership following the reported transactions as 12,100 shares after the purchase and 11,930 shares after the sale, listed as direct ownership.

Who signed the Form 4 on behalf of Cindy L. Davis?

The Form 4 was signed by Michelle R. Keating, as attorney-in-fact for Cindy L. Davis on 08/19/2025.