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[Form 4] Kennametal Inc. Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4
Rhea-AI Filing Summary

Shelley J. Bausch, a director of Kennametal Inc. (KMT), acquired 991.138 stock credits on 08/26/2025 at a reported price of $21.44 per share. The stock credits convert 1-for-1 into common stock if there is a change of control or upon the reporting persons retirement, unless she elects earlier conversion after retirement. Following the transaction, the reporting person beneficially owned 8,752.455 shares, which includes 74.813 stock credits from the Kennametal Inc. Stock Incentive Plan of 2002 and 6.078 stock credits from the Directors Stock Incentive Plan. The Form 4 was signed by an attorney-in-fact on 08/27/2025.

Positive
  • Increased insider ownership: Acquisition of 991.138 stock credits raises the reporting persons beneficial stake to 8,752.455 shares.
  • Alignment with shareholders: Stock credits convert 1-for-1 to common stock on change of control or retirement, aligning director compensation with shareholder outcomes.
  • Dividend reinvestment participation: Includes 74.813 and 6.078 stock credits from company dividend reinvestment features, showing continued use of equity compensation plans.
Negative
  • None.

Insights

TL;DR: Director increased ownership via stock credits tied to change-of-control and retirement conversion terms.

The reported acquisition of 991.138 stock credits reflects non-derivative stock-credit accrual rather than an open-market purchase of common shares. These credits are payable 1-for-1 in common stock on a change of control or on the directors retirement, which aligns incentives with shareholder outcomes upon corporate transition events. The position after the transaction is 8,752.455 beneficially owned shares, and the filing documents dividend reinvestment credits from two company plans. This is a routine director equity accrual and does not on its face indicate governance changes or extraordinary corporate actions.

TL;DR: Transaction increases insider stake modestly; price disclosure is $21.44 per share for the stock credits.

The Form 4 discloses a non-derivative acquisition of 991.138 stock credits with a reported price of $21.44, adding to total beneficial ownership of 8,752.455 shares. The filing explicitly attributes 74.813 and 6.078 stock credits to dividend reinvestment features of two company plans. From a securities reporting perspective, this is a standard Section 16 disclosure of an insiders equity accrual and does not by itself signal material operational or financial developments for investors.

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
Estimated average burden
hours per response: 0.5
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*
Bausch Shelley J

(Last) (First) (Middle)
233 S. WACKER DR.

(Street)
CHICAGO IL 60606

(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)
08/26/2025
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
Stock Credits (1) 08/26/2025 A 991.138 (2) (2) Common Stock 991.138 $21.44 8,752.455(3) D
Explanation of Responses:
1. 1 for 1
2. The stock credits become payable in common stock (i) in the event of a change of control of the company or (ii) on the date that the reporting person ceases (other than by death) to be a director ("retirement"), unless the reporting person has elected to receive the common stock represented by the stock credits following retirement
3. Includes 74.813 stock credits acquired pursuant to a dividend reinvestment feature of the Kennametal Inc. Stock Incentive Plan of 2002 and 6.078 stock credits acquired pursuant to a dividend reinvestment feature of the Kennametal Inc. Directors Stock Incentive Plan, as amended. The company maintains a separate dividend reinvestment plan available to its shareholders that satisfies the requirement of Rule 16a-11 of the Securities and Exchange Act of 1934, as amended
Michelle R. Keating, as attorney-in-fact for Shelley J. Bausch 08/27/2025
** 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 transaction did Shelley J. Bausch report on Form 4 for KMT?

She acquired 991.138 stock credits on 08/26/2025, reported at a price of $21.44 per share.

How many shares does Shelley J. Bausch beneficially own after the transaction?

8,752.455 shares beneficially owned following the reported transaction.

When do the reported stock credits convert to common stock?

They convert 1-for-1 to common stock upon a change of control or when the reporting person ceases to be a director (retirement), unless she elects post-retirement conversion.

Do the Form 4 disclosures include dividend reinvestment credits?

Yes. The filing includes 74.813 stock credits from the Kennametal Inc. Stock Incentive Plan of 2002 and 6.078 stock credits from the Directors Stock Incentive Plan.

Who signed the Form 4 and when?

Michelle R. Keating, as attorney-in-fact for Shelley J. Bausch, signed the form on 08/27/2025.
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