STOCK TITAN

Kontoor Brands (NYSE: KTB) CEO exercises $22 options, sells stock

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Kontoor Brands (KTB) Chairman and CEO Scott H. Baxter reported several equity transactions. On 2026-08-13 he exercised a stock option for 184,403 shares of common stock at an exercise price of $22.044 per share, receiving 184,403 shares. That day he sold 116,872 shares at a weighted average price of $82.9925 (with individual trades between $82.50 and $83.49) and 67,531 shares at a weighted average price of $84.0922 (with trades between $83.57 and $84.14). The option was fully exercised, leaving 0 option shares outstanding from that grant and had an original expiration date of 2027-02-21. On 2026-08-14, Baxter made a bona fide gift transfer of 56,160 shares of common stock held indirectly through “2025 GRAT #1,” leaving 210 shares held by that GRAT. Reported indirect holdings after these transactions include 90,680 shares by “2026 GRAT #1,” 380 shares held by his son, and 172,130.214 shares held by a trust.

Positive

  • None.

Negative

  • None.
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
Gift Common Stock 56,160 $0.00 $0.00
Grant/Award Common Stock 56,160 $0.00 $0.00
Exercise Stock Option (Right to Buy) F4 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 -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Stock Option (Right to Buy) — 0 shares (Direct); Common Stock — 210 shares (Indirect, By 2025 GRAT #1); Common Stock — 317,946.301 shares (Direct); 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 (4)
  1. F1. Includes 694.173 shares received as dividend equivalents on restricted stock units since the last statement. Common stock includes restricted stock units.
  2. 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.
  3. 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.
  4. F4. 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.
Option shares exercised 184,403 shares Stock option (right to buy) exercised on 2026-08-13
Option exercise price $22.044 per share Conversion or exercise price for 184,403-share option grant
Shares sold block 1 116,872 shares at $82.9925 Weighted average sale price on 2026-08-13; trades between $82.50 and $83.49
Shares sold block 2 67,531 shares at $84.0922 Weighted average sale price on 2026-08-13; trades between $83.57 and $84.14
Gifted shares 56,160 shares Bona fide gift of common stock from 2025 GRAT #1 on 2026-08-14
Indirect holding by 2026 GRAT #1 90,680 shares Common stock held indirectly after transactions
Indirect holding by Trust 172,130.214 shares Common stock held indirectly by trust after transactions
Indirect holding by Son 380 shares Common stock held indirectly by son after transactions
bona fide gift financial
"transaction_code "G" described as a bona fide gift"
A bona fide gift is a genuine, voluntary transfer of money, property, or benefits from one party to another made without expectation of repayment, services, or hidden conditions. Investors care because such gifts can affect company disclosures, related‑party transaction rules, tax treatment, and perceived conflicts of interest; think of it like someone giving you a present with no strings attached — but on a corporate scale, auditors and regulators need to verify it really is unconditional.
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 stock units"
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
"nature_of_ownership includes By 2025 GRAT #1 and By 2026 GRAT #1"

FAQ

What stock option did KTB CEO Scott H. Baxter exercise in this Form 4?

Scott H. Baxter exercised a stock option for 184,403 shares of Kontoor Brands (KTB) common stock at an exercise price of $22.044 per share. The option, originally expiring on 2027-02-21, was fully exercised, leaving 0 option shares remaining from this grant.

How many KTB shares did Scott H. Baxter sell and at what prices?

On 2026-08-13, Scott H. Baxter sold 116,872 KTB shares at a weighted average price of $82.9925 and 67,531 shares at a weighted average price of $84.0922. The sales occurred in multiple trades within the disclosed price ranges.

What gift of Kontoor Brands (KTB) shares did Scott H. Baxter report?

On 2026-08-14, Scott H. Baxter reported a bona fide gift transfer of 56,160 shares of KTB common stock held indirectly through “2025 GRAT #1.” After this gift, that GRAT held 210 shares of KTB common stock indirectly attributable to him.

What indirect KTB shareholdings does Scott H. Baxter report after these transactions?

After the reported transactions, Scott H. Baxter reports indirect holdings of 90,680 KTB shares via “2026 GRAT #1,” 380 shares held by his son, and 172,130.214 shares held by a trust. These are in addition to his directly held shares.

Were the KTB share sale prices in this Form 4 single trades or weighted averages?

The reported per-share sale prices are weighted averages. One block of 116,872 shares was sold between $82.50–$83.49, and another block of 67,531 shares between $83.57–$84.14, with the weighted average prices disclosed for each block.

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SEC Form 4
FORM 4UNITED 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*
Baxter Scott H

(Last)(First)(Middle)
400 N. ELM STREET

(Street)
GREENSBORO NORTH CAROLINA 27401

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Kontoor Brands, Inc. [ KTB ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chairman and CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/13/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock08/13/2026M184,403A$22.044446,189.301(1)D
Common Stock08/13/2026S116,872D$82.9925(2)329,317.301(1)D
Common Stock08/13/2026S67,531D$84.0922(3)261,786.301(1)D
Common Stock08/14/2026G56,160D$0210IBy 2025 GRAT #1
Common Stock08/14/2026A56,160A$0317,946.301D
Common Stock90,680IBy 2026 GRAT #1
Common Stock380IBy Son
Common Stock172,130.214IBy Trust
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option (Right to Buy)$22.04408/13/2026M184,403 (4)02/21/2027Common Stock184,403$00D
Explanation of Responses:
1. Includes 694.173 shares received as dividend equivalents on restricted stock units since the last statement. Common stock includes restricted stock units.
2. 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.
3. 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.
4. 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.
/s/ Thomas L. Doerr, Jr. for Scott H. Baxter (Pursuant to Signing Authority on File)08/17/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)