Knowles (KN) HR chief withholds 3,086 shares to cover RSU taxes

Rhea-AI Filing Summary

Knowles Corp executive Raymond D. Cabrera, SVP and Chief HR Officer, reported a tax-withholding share disposition related to restricted stock vesting. On this transaction, 3,086 shares of common stock were withheld at $27.54 per share to cover tax liabilities. After the withholding, Cabrera directly holds 126,512 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^*

Cabrera Raymond D.

(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)
	SVP, Chief HR Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026

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	02/20/2026		F		3,086(1)	D	$27.54	126,512	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 20, 2024 in accordance with Rule 16b-3.

	By: Robyn B. Martin For: POA for Raymond D. Cabrera	02/23/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transaction did Knowles Corp (KN) report for Raymond D. Cabrera?

Knowles Corp reported that Raymond D. Cabrera completed a tax-withholding disposition of 3,086 shares of common stock. The shares were withheld in connection with the vesting of a restricted stock grant issued on February 20, 2024, to satisfy associated tax liabilities.

Was the Knowles (KN) insider transaction a discretionary stock sale?

The transaction was not a discretionary stock sale; it was a tax-withholding disposition. Shares were withheld to pay tax liabilities incident to the vesting of a restricted stock grant issued on February 20, 2024, as described under transaction code F and related footnote.

How many Knowles (KN) shares were used for tax withholding and at what price?

A total of 3,086 Knowles common shares were withheld for tax purposes at a price of $27.54 per share. This action satisfied the tax liability arising from the vesting of a restricted stock grant originally issued on February 20, 2024, under Rule 16b-3.

How many Knowles Corp (KN) shares does Raymond D. Cabrera hold after this transaction?

Following the tax-withholding disposition, Raymond D. Cabrera directly owns 126,512 shares of Knowles common stock. This figure reflects his direct holdings after 3,086 shares were withheld to cover tax liabilities associated with a vesting restricted stock grant.

What does transaction code F mean in the Knowles (KN) Form 4 filing?

Transaction code F indicates payment of a tax liability or exercise price by delivering or withholding securities. In this case, 3,086 shares were withheld incident to the vesting of a restricted stock grant, in accordance with Rule 16b-3, to satisfy Cabrera’s tax obligation.

What was the origin of the restricted stock involved in this Knowles (KN) insider event?

The restricted stock involved in this event came from a grant issued on February 20, 2024. When that restricted stock vested, 3,086 shares were withheld to cover related tax liabilities, resulting in the reported tax-withholding disposition under transaction code F.