Kennametal (KMT) VP Keating Reports Net Share Increase and Large RSU Grant

Rhea-AI Filing Summary

Michelle R. Keating, Vice President and director of Kennametal Inc. (KMT), reported transactions on 08/15/2025. She purchased 8,796 shares of common stock at $21.02 per share and sold 5,744 shares at the same price, resulting in a net increase of 3,052 shares held. Following the transactions, she beneficially owned 51,066.19 shares (the filing notes 76.74 of those are held in the company 401(k) plan). Separately, Keating received 20,785 restricted stock units (RSUs) granted on the same date, which vest in three equal annual installments beginning on the first anniversary of the grant.

Positive

• Net increase in beneficial ownership of 3,052 common shares on 08/15/2025
• Significant RSU grant totaling 20,785 restricted stock units that vest over three years, aligning executive pay with retention
• Shares held in 401(k) are disclosed (76.74 shares), showing additional company plan holding

Negative

• Sale of 5,744 shares on 08/15/2025, reducing immediate free-floating insider ownership
• RSU grants may create future dilution as 20,785 units convert to common shares upon vesting

Insights

Securities Analyst

TL;DR: Insider net bought 3,052 shares and received a material RSU grant of 20,785 units on 08/15/2025.

Keating executed both open-market activity and equity compensation on the same date. The purchase of 8,796 shares at $21.02 and sale of 5,744 shares at $21.02 produces a modest net increase in share ownership, which can signal alignment with shareholder interests when combined with the large RSU grant. The RSUs total 20,785 units and are time‑based, vesting in three equal annual installments; these increase potential future dilution but also tie executive compensation to continued service.

Corporate Governance Expert

TL;DR: Transaction mix (buy, sell, and sizeable RSU award) is routine but notable for the grant size and vesting structure.

The report discloses routine Section 16 activity: open-market purchases and sales executed at the same price and a substantive RSU grant with three-year time-based vesting. The filing explicitly notes 76.74 shares are held in the company 401(k). There is no indication in the filing of any derivative exercises tied to these non-derivative trades beyond the RSU disclosures. From a governance perspective, the RSU vesting schedule aligns retention and performance horizon without immediate exercisability.

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^*

Keating Michelle R

(Last) (First) (Middle)

525 WILLIAM PENN PLACE

33RD FLOOR

(Street)

PITTSBURGH PA 15219

(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)

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

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		8,796	A	$21.02	51,066.19(1)	D
Common Stock	08/15/2025		F		5,744	D	$21.02	45,322.19(1)	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	(2)	08/15/2025		M			2,592	(3)	(3)	Common Stock	2,592	$0	0	D
Restricted Stock Units	(2)	08/15/2025		M			2,775	(3)	(3)	Common Stock	2,775	$0	2,776	D
Restricted Stock Units	(2)	08/15/2025		M			3,429	(3)	(3)	Common Stock	3,429	$0	6,859	D
Restricted Stock Units	(2)	08/15/2025		A		11,989		(3)	(3)	Common Stock	11,989	$0	11,989	D

Explanation of Responses:

1. Includes 76.74 shares of common stock held in the Kennametal Inc. 401(k) Plan

2. 1 for 1

3. Restricted stock units are subject to time-based vesting and are disbursed in three equal annual installments commencing on the first anniversary date of the grant date, subject to continued employment with the company

	Michelle R. Keating	08/19/2025
	** 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.
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FAQ

What did Michelle R. Keating report on Form 4 for KMT?

The filing shows purchases of 8,796 common shares and sales of 5,744 common shares on 08/15/2025, plus receipt of 20,785 restricted stock units.

At what price were the KMT shares traded in the reported transactions?

Both the purchase and sale reported on 08/15/2025 were at $21.02 per share.

How many KMT shares does Michelle Keating beneficially own after the transactions?

The Form 4 reports beneficial ownership of 51,066.19 shares following the reported transactions, which includes 76.74 shares in the Kennametal 401(k) Plan.

What are the terms of the restricted stock units granted to Keating?

The RSUs were granted 1-for-1 and are time-based, disbursed in three equal annual installments starting on the first anniversary of the grant date, subject to continued employment.

When were the transactions and grants executed?

All transactions and RSU grants noted in the filing occurred on 08/15/2025.