Kontoor Brands (KTB) CEO fixes prior ‘gift’ error in trust share transfer
Rhea-AI Filing Summary
Kontoor Brands, Inc. (KTB) reported that Chairman and CEO Scott H. Baxter exercised stock options for 184,403 shares of common stock at an exercise price of $22.044 per share and received the underlying shares. On the same date, he sold 116,872 shares at a weighted average price of $82.9925 and 67,531 shares at a weighted average price of $84.0922, both in multiple transactions within the disclosed price ranges. The amended filing also clarifies that 56,160 shares were transferred from a 2025 GRAT to a separate trust as a mere change in the form of beneficial ownership, rather than a gift, and notes continuing indirect holdings through GRATs, a trust, and a family member.
Positive
- None.
Negative
- None.
Insider Trade Summary
Exercise and Sale: 184,403 shares ($11.31M approx. pre-tax spread)
Exercise and Sale
9 txns
Insider
Baxter Scott H
Role
Chairman and CEO
Sold
184,403 shs ($15.38M)
Approx. gross sale proceeds
$15.38M
Approx. exercise cost
$4.06M
Approx. pre-tax spread
$11.31M
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Stock Option (Right to Buy) F5 | 184,403 | $0.00 | $0.00 |
| Exercise | Common Stock F1 | 184,403 | $22.044 | $4.06M |
| Sale | Common Stock F2, F1 | 116,872 | $82.9925 | $9.70M |
| Sale | Common Stock F3, F1 | 67,531 | $84.0922 | $5.68M |
| holding | Common Stock F4 | -- | -- | -- |
| holding | Common Stock F4 | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
Stock Option (Right to Buy) — 0 shares (Direct);
Common Stock — 579,732.602 shares (Direct);
Common Stock — 210 shares (Indirect, By 2025 GRAT #1);
Common Stock — 90,680 shares (Indirect, By 2026 GRAT #1);
Common Stock — 380 shares (Indirect, By Son);
Common Stock — 172,130.214 shares (Indirect, By Trust)
Footnotes (5)
- F1. Includes 694.173 shares received as dividend equivalents on restricted stock units since the last statement. Common stock includes restricted stock units.
- F2. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $82.50 to $83.49. The reporting person undertakes to provide to Kontoor Brands, Inc., any security holder of Kontoor Brands, Inc., or staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- F3. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $83.57 to $84.14. The reporting person undertakes to provide to Kontoor Brands, Inc., any security holder of Kontoor Brands, Inc., or staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- F4. 56,160 shares were transferred from the reporting person's 2025 GRAT to a separate trust of which the reporting person is sole trustee and beneficiary. This amended Form 4 is being filed to correct a clerical error in the original filing, which incorrectly reported the transfer as a gift. Because the reporting person was the beneficial owner of the shares immediately before and immediately after the transfer, the transaction was exempt from Section 16 under Rule 16a-13 as a mere change in the form of beneficial ownership. Shares held by the receiving trust are included in the reporting person's direct holdings.
- F5. This option vested as follows: 61,468 shares vested on 2/22/2018; 61,468 shares vested on 2/22/2019; and 61,467 shares vested on 2/22/2020.
Key Figures
Options Exercised: 184,403 shares
Option Exercise Price: $22.044 per share
First Sale Block: 116,872 shares at $82.9925
+5 more
8 metrics
Options Exercised
184,403 shares
Stock options for Kontoor Brands common stock exercised on 2026-08-13
Option Exercise Price
$22.044 per share
Exercise price of stock options exercised for 184,403 shares
First Sale Block
116,872 shares at $82.9925
Weighted average price; multiple trades between $82.50 and $83.49
Second Sale Block
67,531 shares at $84.0922
Weighted average price; multiple trades between $83.57 and $84.14
2025 GRAT #1 Holdings
210 shares
Indirect ownership reported as held by 2025 GRAT #1
2026 GRAT #1 Holdings
90,680 shares
Indirect ownership reported as held by 2026 GRAT #1
Trust Holdings
172,130.214 shares
Indirect ownership reported as held by a trust
Son’s Holdings
380 shares
Indirect ownership reported as held by son
Key Terms
weighted average price, dividend equivalents, restricted stock units, GRAT, +1 more
5 terms
weighted average price financial
"The price reported is a weighted average price."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
dividend equivalents financial
"Includes 694.173 shares received as dividend equivalents on restricted"
Payments tied to employee or contractor equity awards that mirror the cash dividends paid on the company’s stock; they give the holder the same economic benefit as owning the shares without transferring actual shares—often paid in cash or additional award units when the award becomes payable. Investors care because these payments affect a company’s compensation costs, cash flow and potential share dilution, and they signal how management is being rewarded and aligned with shareholders.
restricted stock units financial
"Common stock includes restricted stock units."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
GRAT financial
"56,160 shares were transferred from the reporting person's 2025 GRAT"
Rule 16a-13 regulatory
"the transaction was exempt from Section 16 under Rule 16a-13"
FAQ
What did KTB Chairman and CEO Scott H. Baxter report in this amended Form 4/A?
Scott H. Baxter reported exercising options for 184,403 shares of Kontoor Brands common stock at $22.044 per share and selling shares in two blocks at weighted average prices of $82.9925 and $84.0922, plus updated indirect holdings details.
How many Kontoor Brands (KTB) stock options did Scott H. Baxter exercise and at what price?
He exercised options covering 184,403 shares of Kontoor Brands common stock at an exercise price of $22.044 per share. These options were fully vested from 2018–2020 under the schedule described in the filing’s option vesting footnote.
What correction does this Form 4/A make for Kontoor Brands (KTB)?
The amendment corrects a prior report of 56,160 shares as a gift. It clarifies these shares were transferred from a 2025 GRAT to a trust as a mere change in the form of beneficial ownership, remaining beneficially owned by Scott H. Baxter.
What indirect holdings of Kontoor Brands (KTB) stock does Scott H. Baxter report?
He reports indirect holdings of 210 shares by a 2025 GRAT, 90,680 shares by a 2026 GRAT, 380 shares held by his son, and 172,130.214 shares held by a trust, in addition to his direct holdings that include restricted stock units.
Were Scott H. Baxter’s KTB transactions reported under a Rule 10b5-1 trading plan?
The filing’s Rule 10b5-1 checkbox is not marked as affirmative, and the footnotes do not state that the transactions were executed under a Rule 10b5-1 or similar pre-arranged trading plan.
AI-generated analysis. How Rhea-AI works. Not financial advice.
