[144] Kratos Defense & Security Solutions, Inc. SEC Filing

Rhea-AI Filing Summary

Kratos Defense & Security Solutions, Inc. (KTOS) has filed a Form 144, indicating that an insider intends to dispose of additional company stock under Rule 144.

• Proposed sale: 7,000 common shares, valued at approximately $322,397, to be sold on or about 06-30-2025 on the NASDAQ exchange through Fidelity Brokerage Services.
• Issuer share count: 152,842,507 shares outstanding; the proposed sale represents roughly 0.0046% of shares outstanding.
• Sellers: Transaction history shows Steven S. Fendley—listed at Kratos’ Round Rock, TX address—has already sold 36,000 shares over the last three months for total gross proceeds of about $1.22 million.
• Acquisition background: The 7,000 shares were originally granted on 11-18-2020 as part of a share-based award.

Although the dollar amount is meaningful for the individual, the transaction is immaterial relative to Kratos’ market capitalization and float. Rule 144 filings merely give advance notice and do not guarantee execution. Nonetheless, consistent insider selling can be interpreted by some investors as a modest negative sentiment signal.

Positive

• None.

Negative

• Continued insider selling: The same insider has sold 36,000 shares in the past three months and now plans to sell another 7,000, which may be viewed as a mild negative sentiment signal despite small relative size.

Insights

Securities Analyst

TL;DR: Routine Rule 144 sale; small size vs. float, marginal fundamental impact, mildly negative optics due to ongoing insider selling.

The planned 7,000-share sale equates to less than one-half of one-basis-point of KTOS’s outstanding equity—fundamentally negligible. Price impact should be de minimis given average daily volume of several million shares. However, the filing reveals a pattern: 36,000 shares sold by the same insider during the prior quarter. Repeated disposals could create a perception that management views current valuation as full. From a valuation standpoint, no financial metrics are disclosed, so the filing does not alter earnings outlook or cash-flow assumptions. Overall, I classify the event as optically negative but not materially impactful.

Corporate Governance Expert

TL;DR: Insider’s cumulative 43k-share program remains within Rule 144 limits; governance red flag is low.

Rule 144 requires volume limits, holding periods, and adequate public information. The disclosed trades remain comfortably inside the 1%/90-day threshold (≈1.5 million shares for KTOS), indicating procedural compliance. The shares were originally a 2020 equity award, so long-term holding requirements have been met. Governance risk is minimal, provided no material non-public information is involved—affirmed by the certification language. Investors should track whether the insider accelerates selling or other executives follow suit, but a single officer’s modest diversification is generally considered routine.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common Stock	Fidelity Brokerage Services LLC 245 Summer Street Boston MA 02110	7000	322396.75	152842507	06/30/2025	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common Stock	11/18/2020	Share Grant	Kratos Defense & Security Solutions, Inc.			7000	11/18/2020	N/A

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Steven S. Fendley c/o Kratos Defense & Security Solutions Round Rock TX 78681	Common Stock	03/31/2025	7000	206135.60
Steven S. Fendley /o Kratos Defense & Security Solutions, 1 Chisholm Trail, Suite 300 Round Rock TX 78681	Common Stock	04/28/2025	7000	234193.00
Steven S. Fendley c/o Kratos Defense & Security Solutions 1 Chisholm Trail, Suite 300 Round Rock TX 78681	Common Stock	05/21/2025	15000	515456.53
Steven S. Fendley c/o Kratos Defense & Security Solutions 1 Chisholm Trail, Suite 300 Round Rock TX 78681	Common Stock	05/27/2025	7000	259382.00

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

How many Kratos (KTOS) shares are being proposed for sale?

The Form 144 covers 7,000 common shares valued at roughly $322,397.

Who is the insider selling Kratos stock under this Form 144?

The seller is Steven S. Fendley, whose address is listed c/o Kratos Defense & Security Solutions in Round Rock, TX.

What prior KTOS insider sales were reported in the last 3 months?

Fendley sold 36,000 shares across four transactions (3/31, 4/28, 5/21, 5/27 2025) for total gross proceeds of about $1.22 million.

Does the proposed sale materially affect Kratos' share count?

No. 7,000 shares represent only 0.0046% of the 152.84 million shares outstanding.

When is the KTOS insider sale expected to occur?

The approximate sale date disclosed is June 30, 2025.

On which exchange will the KTOS shares be sold?

The filing lists the NASDAQ as the designated exchange.