Knowles Corp (NYSE: KN) VP granted shares, withholds stock for taxes

Rhea-AI Filing Summary

Knowles Corp Vice President and Controller Air A. Bastarrica Jr. reported two equity transactions. On February 17, 2026, he acquired 11,054 shares of common stock as a grant or award, with no cash price. On February 18, 2026, 2,143 shares were disposed to cover tax withholding at $27.16 per share related to a restricted stock vesting, a non‑open‑market, tax-payment transaction. After these transactions, he held between about 59,916 and 62,059 shares directly.

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^*

Bastarrica Air A. Jr.

(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)
	Vice President, Controller

3. Date of Earliest Transaction (Month/Day/Year)
02/17/2026

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	02/17/2026		A		11,054(1)	A	$0.0	62,059	D
Common Stock	02/18/2026		F		2,143(2)	D	$27.16	59,916	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. Restricted Stock Units granted under the Knowles Corporation 2018 Equity and Cash Incentive Plan that vest ratably over three years commencing on the first anniversary of the award.

2. These shares represent the payment of the tax liability by withholding securities incident to the vesting of a restricted stock grant issued on February 18, 2025 in accordance with Rule 16b-3.

	By: Robyn B. Martin For: POA for Air A. Bastarrica, Jr.	02/19/2026
	** 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).
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 insider transactions did Knowles Corp (KN) report for Air A. Bastarrica Jr.?

Knowles Corp reported that Vice President and Controller Air A. Bastarrica Jr. received an award of 11,054 common shares on February 17, 2026, and had 2,143 shares withheld on February 18, 2026, to satisfy tax liabilities tied to restricted stock vesting.

Was the Knowles (KN) insider Form 4 transaction an open-market stock sale?

The Form 4 shows no open-market sale. The 2,143-share disposition on February 18, 2026, was a tax-withholding transaction, where shares were withheld to pay taxes on a restricted stock vesting, not a discretionary sale into the market.

What stock award did the Knowles (KN) executive receive according to this Form 4?

The filing shows Air A. Bastarrica Jr. acquired 11,054 common shares on February 17, 2026, as a grant or award at a stated price of $0.00 per share, under the company’s equity and cash incentive plan with three-year ratable vesting.

Why were 2,143 Knowles (KN) shares disposed of in the insider filing?

The 2,143-share disposition on February 18, 2026, represents payment of tax liability by withholding securities when a restricted stock grant vested, with the transaction priced at $27.16 per share, consistent with a tax-withholding mechanism rather than an elective share sale.

How many Knowles (KN) shares did the insider hold after these Form 4 transactions?

After the February 18, 2026 tax-withholding disposition, Air A. Bastarrica Jr. directly held 59,916 shares of Knowles common stock. Following the February 17, 2026 award, his holdings were 62,059 shares, reflecting the grant before the subsequent tax-related share withholding.