Knife River (KNF) VP & CAO reports tax-withholding share disposition

Rhea-AI Filing Summary

Knife River Corp VP & Chief Accounting Officer Marney L. Kadrmas reported a tax-related share disposition linked to restricted stock vesting. On 02/12/2026, 1,232 shares of common stock were withheld by the company at $81.74 per share to cover tax obligations from a restricted stock unit award vesting.

After this withholding, Kadrmas beneficially owned 3,718 shares of Knife River common stock directly, plus 2,460.0368 shares held indirectly in a 401(k) plan by a trustee, where balances may fluctuate with plan activity.

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^*

Kadrmas Marney L.

(Last) (First) (Middle)

1150 WEST CENTURY AVENUE

(Street)

BISMARCK ND 58503

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Knife River Corp [ KNF ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	VP & Chief Accounting Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/12/2026

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	02/12/2026		F		1,232(1)	D	$81.74	3,718	D
Common Stock - 401(k)(2)								2,460.0368	I	By Trustee

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 shares withheld by issuer to cover tax withholding obligations upon vesting of a restricted stock unit award.

2. As of the most recent quarter end, the number of shares may fluctuate daily depending on plan activity in the fund.

	/s/ Karl A. Liepitz, Power of Attorney	02/17/2026
	** 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 KNF executive Marney L. Kadrmas report?

Marney L. Kadrmas reported a tax-withholding disposition of Knife River common stock. On 02/12/2026, 1,232 shares were withheld by the issuer at $81.74 per share to satisfy tax obligations from a restricted stock unit award vesting.

Was the KNF Form 4 transaction an open-market sale of shares?

No, the Form 4 shows a tax-withholding disposition, not an open-market sale. The 1,232 shares were withheld by Knife River to cover tax obligations tied to a restricted stock unit award vesting, as stated in the footnote explanation.

How many Knife River (KNF) shares does Marney L. Kadrmas own after this filing?

After the reported tax-withholding, Kadrmas beneficially owned 3,718 shares of Knife River common stock directly, plus 2,460.0368 shares held indirectly in a 401(k) plan by a trustee, according to the Form 4 ownership tables.

What does transaction code "F" mean in the KNF Form 4 filing?

Transaction code "F" indicates shares were used to pay taxes or exercise costs. In this KNF filing, 1,232 shares were withheld by the issuer to cover tax withholding obligations when a restricted stock unit award vested for Marney L. Kadrmas.

How are KNF shares in Marney L. Kadrmas’s 401(k) reported?

The Form 4 reports 2,460.0368 Knife River shares held indirectly in a 401(k) plan. These are listed as indirectly owned "By Trustee," and the filing notes that the share count may fluctuate daily based on plan activity in the fund.

What role does Marney L. Kadrmas hold at Knife River Corp (KNF)?

Marney L. Kadrmas is an officer of Knife River Corp, serving as VP & Chief Accounting Officer. This role is disclosed in the Form 4, which reports the executive’s beneficial ownership and the tax-withholding share disposition tied to equity compensation.