[Form 4] KEY Tronic Corp Insider Trading Activity

Rhea-AI Filing Summary

Brett R. Larsen, Chief Executive Officer of Key Tronic Corp (KTCC), received 7,390 restricted stock units and sold 1,816 shares of common stock at $2.90 per share as reported for transactions dated 09/03/2025. The restricted stock units convert one-for-one to common shares and vest in three equal annual installments on 09/03/2025, 2026 and 2027 subject to time-based vesting. The report also shows the reporting person holds shares through the company 401(k) plan, including 1,103 shares acquired between February 28, 2025 and 09/03/2025. Following the transactions the filing lists 50,753 restricted stock units or derivative securities beneficially owned and direct common stock positions disclosed in the form.

Positive

• 7,390 restricted stock units granted as time‑based compensation aligning the CEO with long‑term shareholder interests
• 401(k) plan purchases (1,103 shares) indicate executive participation in employee investment programs

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Insider received time‑vested compensation and executed a small open‑market sale; this appears routine for executive equity programs.

The transactions consist primarily of compensation in the form of 7,390 restricted stock units that vest over three years and a contemporaneous sale of 1,816 shares at $2.90. The RSU vesting schedule aligns executive incentives with multi‑year performance/retention goals. The 401(k) purchases disclosed (including 1,103 shares) are employee plan activity and are administrative rather than material corporate events. From a governance perspective these disclosures are standard and do not, by themselves, indicate unusual insider behavior or governance concerns.

Securities Analyst

TL;DR: Transactions reflect executive compensation and routine liquidity; limited impact on valuation or near‑term share supply.

The grant of 7,390 RSUs increases potential future dilution but is subject to time‑based vesting and therefore gradual. The reported sale of 1,816 shares at $2.90 is a modest disposition relative to total beneficial holdings shown and likely reflects personal liquidity needs rather than a change in corporate outlook. Holdings through the 401(k) plan add a modest indirect stake. Overall, these movements are informational for monitoring insider alignment but are not materially transformative for investors based solely on this filing.

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^*

Larsen Brett R.

(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)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
09/03/2025

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
Common Stock	09/03/2025		M		7,390	A	(1)	21,067	D
Common Stock	09/03/2025		S		1,816	D	$2.9	19,251	D
Common Stock								39,283(2)	I	By 401(k) Plan

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)	09/03/2025		M		7,390		(3)	(3)	Common Stock	7,390	$0	50,753	D

Explanation of Responses:

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

2. Includes 1,103 shares of common stock acquired by the reporting person under the registrant's 401(k) plan between February 28, 2025 and September 3, 2025.

3. The restricted stock units vest in three equal annual installments on September 3, 2025, 2026 and 2027, subject to time-based vesting conditions.

Remarks:

	/s/ Brett R. Larsen	09/04/2025
	** 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 transactions did KTCC CEO Brett R. Larsen report on Form 4?

The report discloses a grant of 7,390 restricted stock units and a sale of 1,816 shares at $2.90 per share, dated 09/03/2025.

How do the restricted stock units (RSUs) vest for Brett R. Larsen?

The RSUs vest in three equal annual installments on 09/03/2025, 2026 and 2027, subject to time‑based vesting conditions.

How many shares did Larsen acquire through the company 401(k) plan?

The filing states 1,103 shares were acquired under the registrant's 401(k) plan between February 28, 2025 and 09/03/2025.

What is the total number of RSUs or derivative securities reported as beneficially owned after the transactions?

The report lists 50,753 restricted stock units or derivative securities beneficially owned following the reported transactions.

Do these Form 4 disclosures indicate a material change to Key Tronic's ownership structure?

No. The transactions reflect executive compensation and routine plan purchases and sales; the filing does not indicate a material change to overall ownership based solely on these entries.