Knowles (KN) CFO withholds 5,266 shares to cover taxes

Rhea-AI Filing Summary

Knowles Corporation Senior Vice President and CFO John S. Anderson reported an automatic share withholding tied to equity compensation. On February 6, 2026, 5,266 shares of common stock were withheld at $26.98 per share to satisfy tax liabilities from the vesting of a restricted stock grant issued on February 6, 2023. After this tax-related transaction, Anderson directly beneficially owned 210,691 shares of Knowles common stock.

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^*

Anderson John S.

(Last) (First) (Middle)

1151 MAPLEWOOD DRIVE

(Street)

ITASCA IL 60143

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Knowles Corp [ KN ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/06/2026

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	02/06/2026		F		5,266(1)	D	$26.98	210,691	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

Explanation of Responses:

1. These shares represent the payment of the tax liability by withholding securities incident to the vesting of a restricted stock grant issued on February 6, 2023 in accordance with Rule 16b-3.

	By: Robyn B. Martin For: POA for John Anderson	02/10/2026
	** 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).
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FAQ

What insider transaction did Knowles (KN) report for CFO John Anderson?

Knowles reported that CFO John S. Anderson had 5,266 shares of common stock withheld to cover taxes on a restricted stock vesting. The shares were valued at $26.98 each and reflect an automatic tax-payment mechanism, not an open-market sale.

What does transaction code F mean in the Knowles (KN) Form 4 for John Anderson?

Transaction code F indicates shares were withheld to pay taxes due on the vesting of equity awards. For John Anderson, 5,266 Knowles common shares were withheld in connection with a restricted stock grant vesting, rather than being sold on the open market.

How many Knowles (KN) shares does CFO John Anderson own after this Form 4?

After the tax withholding transaction, CFO John S. Anderson directly beneficially owned 210,691 shares of Knowles common stock. This figure reflects his holdings following the 5,266-share withholding related to the vesting of a restricted stock grant.

At what price were the withheld Knowles (KN) shares valued in the Form 4?

The 5,266 Knowles common shares withheld for taxes were valued at $26.98 per share. This price is used to determine the value of shares applied toward John Anderson’s tax liability on the vesting restricted stock grant.

Was the Knowles (KN) CFO’s Form 4 transaction an open-market sale?

No, the transaction was not an open-market sale. The 5,266 shares of Knowles common stock were withheld to pay tax liabilities arising from the vesting of a restricted stock grant, as permitted under Rule 16b-3.

What triggered the tax withholding transaction for Knowles (KN) CFO John Anderson?

The withholding was triggered by the vesting of a restricted stock grant issued on February 6, 2023. When the restricted stock vested, 5,266 shares of Knowles common stock were withheld to satisfy John Anderson’s associated tax obligations.