Kura Sushi (NASDAQ: KRUS) CFO withholds shares to cover tax on RS vesting

Rhea-AI Filing Summary

Kura Sushi USA, Inc. officer Jeffrey J. Uttz reported a tax-related share withholding. On February 3, 2026, 161.9958 shares of Class A common stock were withheld at $69.29 per share to satisfy his tax obligations from vesting restricted stock.

After this transaction, Uttz beneficially owned 7,472.6888 shares of Kura Sushi USA Class A common stock in direct ownership. He serves as the company’s Chief Financial Officer and Treasurer.

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^*

UTTZ JEFFREY J

(Last) (First) (Middle)

C/O KURA SUSHI USA, INC.

17461 DERIAN AVE, SUITE 200

(Street)

IRVINE CA 92614

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
KURA SUSHI USA, INC. [ KRUS ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	See Remarks

3. Date of Earliest Transaction (Month/Day/Year)
02/03/2026

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
Class A Common Stock	02/03/2026		F(1)		161.9958	D	$69.29	7,472.6888	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 shares withheld to satisfy the Reporting Person's tax obligations in connection with the vesting of shares of restricted common stock of the Issuer.

Remarks:

Chief Financial Officer and Treasurer

	Brent Takao, Attorney-in-Fact for Jeffrey J. Uttz	02/04/2026
	** 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 KRUS officer Jeffrey J. Uttz report?

Jeffrey J. Uttz reported a tax-related share withholding, not an open-market sale. On February 3, 2026, 161.9958 Class A common shares were withheld at $69.29 each to cover taxes from vesting restricted stock awards.

How many Kura Sushi (KRUS) shares were withheld for taxes in this Form 4?

The filing shows 161.9958 Class A common shares were withheld. These shares were used to satisfy Jeffrey J. Uttz’s tax obligations arising from the vesting of restricted common stock granted by Kura Sushi USA, Inc.

What is Jeffrey J. Uttz’s remaining KRUS share ownership after this transaction?

After the tax withholding transaction, Jeffrey J. Uttz beneficially owned 7,472.6888 shares of Kura Sushi USA Class A common stock. The filing classifies this position as held directly, reflecting his remaining stake following the restricted stock vesting.

Was the KRUS insider transaction a market sale or tax withholding?

The transaction was tax withholding, not a market sale. The Form 4 footnote explains the 161.9958 withheld shares were applied to Jeffrey J. Uttz’s tax obligations connected to vesting restricted common stock, rather than being sold on the open market.

What role does Jeffrey J. Uttz hold at Kura Sushi USA (KRUS)?

Jeffrey J. Uttz serves as Kura Sushi USA’s Chief Financial Officer and Treasurer. His position is noted in the Form 4 remarks, identifying him as a senior financial executive with direct beneficial ownership of the reported Class A common shares.