Knowles (KN) CFO Anderson receives PSU shares, withholds stock for taxes

Rhea-AI Filing Summary

Knowles Corporation’s Senior Vice President & CFO John S. Anderson reported equity compensation activity involving company common stock. On January 30, 2026, he received 17,396 shares through the settlement of performance share units granted under the Knowles Corporation Equity Incentive Plan after a three-year performance period from January 1, 2021 through December 31, 2023. Mr. Anderson had previously elected to defer receipt of these shares until that date. On the same day, a total of 7,298 shares were withheld at a price of $24.24 per share to cover tax liabilities related to the PSU settlement in transactions coded "F". After these entries, he directly owned 215,957 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

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^*

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)
01/30/2026

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	01/30/2026		A		17,396(1)	A	$0.0	223,255	D
Common Stock	01/30/2026		F		2,207(2)	D	$24.24	221,048	D
Common Stock	01/30/2026		F		1,697(2)	D	$24.24	219,351	D
Common Stock	01/30/2026		F		1,697(2)	D	$24.24	217,654	D
Common Stock	01/30/2026		F		1,697(2)	D	$24.24	215,957	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. Represents the settlement of performance share units (PSUs) that were previously granted under the Knowles Corporation Equity Incentive Plan. The ultimate amount of shares to be received under the grant depended upon the achievement of performance goals during a three-year performance period from January 1, 2021 through December 31, 2023. Mr. Anderson elected to defer the receipt of these shares until January 30, 2026.

2. These shares represent the payment of the tax liability by withholding securities incident to the settlement of performance share units granted on February 8, 2021 in accordance with Rule 16b-3.

	By: Robyn B. Martin For: POA for John Anderson	02/02/2026
	** 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 transaction did Knowles (KN) report for CFO John Anderson?

Knowles reported that CFO John S. Anderson received 17,396 shares of common stock from the settlement of performance share units. These units were earned over a three-year performance period and the shares were delivered on January 30, 2026, following his prior deferral election.

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

After the reported transactions, CFO John S. Anderson directly owns 215,957 shares of Knowles common stock. This figure reflects the PSU share settlement, net of shares withheld to satisfy tax obligations associated with the equity compensation on January 30, 2026.

What are the 17,396 Knowles (KN) shares reported as acquired by the CFO?

The 17,396 shares represent the settlement of performance share units granted under the Knowles Corporation Equity Incentive Plan. The final amount depended on performance goals from January 1, 2021 through December 31, 2023, and was delivered after John Anderson’s deferral election to January 30, 2026.

Why were some Knowles (KN) shares withheld in CFO John Anderson’s Form 4?

Shares reported with transaction code "F" were withheld to pay tax liabilities related to the PSU settlement. A total of 7,298 shares were withheld at a price of $24.24 per share, in accordance with Rule 16b-3, instead of paying the associated taxes in cash.

What does transaction code "A" mean in the Knowles (KN) Form 4 for the CFO?

In this filing, transaction code "A" indicates an acquisition of 17,396 Knowles common shares by CFO John S. Anderson. The acquisition resulted from the settlement of previously granted performance share units, not an open-market purchase, and was reported with a price of $0.00 per share.

Over what period were the Knowles (KN) performance share units earned by the CFO?

The performance share units settled into 17,396 shares were earned over a three-year performance period. That period ran from January 1, 2021 through December 31, 2023, with the resulting shares ultimately delivered to CFO John S. Anderson on January 30, 2026.