Knowles (NYSE: KN) CEO uses 13,744 shares to settle tax on grant

Rhea-AI Filing Summary

Knowles Corporation President and CEO Jeffrey Niew, a director and officer of the company, reported a withholding of 13,744 shares of common stock of Knowles on February 6, 2026 at a price of $26.98 per share.

According to the filing, these shares were withheld to cover tax liabilities arising from the vesting of a restricted stock grant originally issued on February 6, 2023, in accordance with Rule 16b-3. After this tax-withholding transaction, Niew directly beneficially owns 725,626 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^*

Niew Jeffrey

(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)

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

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		13,744(1)	D	$26.98	725,626	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 Jeffrey Niew	02/10/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Knowles (KN) CEO Jeffrey Niew report?

Jeffrey Niew reported a withholding of 13,744 Knowles common shares at $26.98 per share. The shares were withheld to pay tax liabilities related to the vesting of a restricted stock grant issued on February 6, 2023, under Rule 16b-3.

Is the Knowles (KN) CEO’s Form 4 transaction a tax-withholding event?

Yes. The filing explains the 13,744 shares represent payment of tax liability by withholding securities. This relates to the vesting of a restricted stock grant originally issued on February 6, 2023, and is reported as a Form 4 code F transaction.

How many Knowles (KN) shares does CEO Jeffrey Niew own after the transaction?

After the reported tax-withholding transaction, Jeffrey Niew directly beneficially owns 725,626 shares of Knowles common stock. This figure is shown in the Form 4 as the amount of securities beneficially owned following the reported transaction on February 6, 2026.

What was the price per share in the Knowles (KN) CEO’s Form 4 transaction?

The transaction used a price of $26.98 per share for the 13,744 Knowles common shares. This price is applied in connection with the withholding of shares to satisfy tax liabilities arising from the vesting of a prior restricted stock grant.

What triggered the insider share withholding reported by Knowles (KN)?

The share withholding was triggered by the vesting of a restricted stock grant issued on February 6, 2023. To cover the resulting tax liability, 13,744 Knowles common shares were withheld, as disclosed in the Form 4 and explained in the accompanying footnote.