[Form 4] KEY Tronic Corp Insider Trading Activity

Rhea-AI Filing Summary

Philip Scott Hochberg, EVP Cust Relations/Integration at KEY Tronic Corp (KTCC), received a grant of 22,482 restricted stock units on 08/21/2025. Each unit represents a right to one share of common stock and the award carries a $0 grant price. The RSUs vest in three equal annual installments on August 21 of 2026, 2027 and 2028 subject to time-based vesting. After the grant, Mr. Hochberg beneficially owns 36,340 shares of common stock, held directly. The filing is a routine Section 16 disclosure reflecting executive compensation via equity awards.

Positive

• 22,482 restricted stock units granted to EVP Philip Scott Hochberg, representing future common shares
• Three-year time-based vesting (2026, 2027, 2028) supports retention and long-term alignment

Negative

• None.

Insights

Financial Analyst

TL;DR: A routine time‑based RSU grant of 22,482 shares increases insider alignment without immediate cash cost or exercise price.

The grant of 22,482 restricted stock units is a non-cash equity compensation award that vests over three years, which typically aims to retain the executive and align interests with shareholders. The $0 price and time-based vesting indicate the award is a prospective right to receive shares rather than a purchase or option exercise. The post-transaction beneficial ownership of 36,340 shares provides context on the executive's current stake size, but the filing does not disclose the company’s total shares outstanding, so the percentage ownership cannot be determined from this form alone.

Corporate Governance Expert

TL;DR: Governance-wise this is a standard officer RSU award with multi-year vesting to promote retention.

The disclosure follows Section 16 reporting rules and shows time-based vesting over three equal annual installments, a common practice for retention and incentive alignment. There is no indication of accelerated vesting, performance conditions, or related-party transactions beyond the officer status. The form is informational and does not signal governance concerns by itself, as it lacks details on grant approval process or grant value relative to peer pay practices.

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^*

Hochberg Philip Scott

(Last) (First) (Middle)

4424 N. SULLIVAN ROAD

(Street)

SPOKANE VALLEY WA 99216

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
KEY TRONIC CORP [ KTCC ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP Cust Relations/Integration

3. Date of Earliest Transaction (Month/Day/Year)
08/21/2025

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

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
Restricted Stock Units	(1)	08/21/2025		A		22,482		(2)	(2)	Common Stock	22,482	$0	36,340	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of common stock.

2. The restricted stock units vest in three equal annual installments on August 21, 2026, 2027 and 2028, subject to time-based vesting conditions.

Remarks:

	/s/ Philip Scott Hochberg	08/22/2025
	** 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 did KTCC insider Philip Scott Hochberg receive on 08/21/2025?

He received 22,482 restricted stock units (RSUs), each convertible into one share of KTCC common stock.

When do the KTCC RSUs granted to Philip Hochberg vest?

The RSUs vest in three equal annual installments on August 21, 2026, 2027 and 2028, subject to time-based vesting conditions.

How many KTCC shares does Philip Hochberg beneficially own after the grant?

The Form 4 reports he beneficially owns 36,340 shares of KTCC common stock following the transaction.

What price was reported for the RSU grant on the KTCC Form 4?

The reported price for the RSU award is $0, indicating a non-cash restricted stock unit grant.

What is Philip Hochberg's role at KTCC as listed in the filing?

He is listed as an officer with the title EVP Cust Relations/Integration and also marked as a director.