Kratos (KTOS) officer Thomas Mills executes 10b5-1 sales totaling 5,758 shares

Rhea-AI Filing Summary

Thomas E. Mills IV, President of the C5ISR Division at Kratos Defense & Security Solutions (KTOS), reported multiple open-market sales executed under a 10b5-1 trading plan adopted June 3, 2025. On 09/02/2025 he disposed of 5,758 shares across four transactions at weighted-average prices of approximately $63.78, $65.22, $66.27 and $67.11, reducing his direct beneficial holdings from 15,150 to 9,692 shares. The filing notes portions of the post-sale holdings include 232 shares from the Employee Stock Purchase Plan and approximately 3,702 shares held in the 401(k) plan. The Form 4 was signed by an attorney-in-fact on 09/04/2025.

Insights

Corporate Governance Expert

TL;DR: Routine director/officer sales under a pre-established 10b5-1 plan; provides liquidity but not necessarily a signal about company fundamentals.

The reported sales were executed pursuant to a 10b5-1 trading plan adopted on June 3, 2025, which typically limits the informational content of insider transactions because trades are pre-specified. The total of 5,758 shares sold in multiple tranches across narrow price ranges suggests systematic disposal rather than opportunistic timing. Post-transaction holdings still include shares from ESPP and 401(k) plans, indicating continued ownership alignment with employees. For governance review, documentation of the 10b5-1 plan adoption date and any cooling-off period are relevant; the filing discloses the adoption date but not plan terms, which is common on Form 4.

Securities Analyst

TL;DR: Insider sales are material to monitor but here appear procedural and limited in scale relative to institutional volumes.

Sales totaled 5,758 shares at weighted-average prices falling between roughly $63.24 and $67.11 per footnote ranges. The step-down in reported beneficial ownership from 15,150 to 9,692 shares is explicit. Because transactions were under a 10b5-1 plan, they likely do not reflect contemporaneous views on KTOS fundamentals; however, investors often interpret repeated officer sales as a liquidity event. The filing provides specific share counts and price ranges but does not disclose the dollar value aggregated across trades; that can be calculated from the weighted-average prices provided if needed.

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

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

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^*

MILLS THOMAS E IV

(Last) (First) (Middle)

10680 TREENA STREET, SUITE 600

(Street)

SAN DIEGO CA 92131

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
KRATOS DEFENSE & SECURITY SOLUTIONS, INC. [ KTOS ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President, C5ISR Division

3. Date of Earliest Transaction (Month/Day/Year)
09/02/2025

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	09/02/2025		S		300(1)	D	$63.7767(2)	15,150(5)	D
Common Stock	09/02/2025		S		3,375(1)	D	$65.2248(3)	11,775(5)	D
Common Stock	09/02/2025		S		1,983(1)	D	$66.2668(4)	9,792(5)	D
Common Stock	09/02/2025		S		100(1)	D	$67.11	9,692(5)	D

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

Explanation of Responses:

1. This transaction was effected pursuant to a 10b5-1 trading plan adopted by the reporting person on June 3, 2025.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $63.24 to $64.05 inclusive. The reporting person undertakes to provide to Issuer, any security holder of Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote to this Form 4.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $64.79 to $65.67 inclusive. The reporting person undertakes to provide to Issuer, any security holder of Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote to this Form 4.

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $65.90 to $66.75 inclusive. The reporting person undertakes to provide to Issuer, any security holder of Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote to this Form 4.

5. Includes 232 shares purchased through Issuer's Employee Stock Purchase Plan and approximately 3,702 shares held through Issuer's 401(k) Plan.

	Thomas E. Mills, by Eva Yee, Attorney-In-Fact	09/04/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What did Thomas E. Mills IV sell and when in the KTOS Form 4?

On 09/02/2025 Mills sold a total of 5,758 shares of KTOS common stock across four transactions pursuant to a 10b5-1 plan.

Were the sales part of a pre-established trading plan?

Yes. The transactions were effected under a 10b5-1 trading plan adopted June 3, 2025.

How many KTOS shares did Mills own after the reported sales?

Following the sales, the filing reports 9,692 shares beneficially owned by Mills.

Are any of the post-sale shares from employee benefit plans?

Yes. The filing states 232 shares from the Employee Stock Purchase Plan and approximately 3,702 shares held in a 401(k) plan are included in the holdings.

What price ranges were the shares sold at?

Footnotes disclose weighted-average sale prices and ranges: roughly $63.24–$64.05, $64.79–$65.67, $65.90–$66.75, and an individual sale at $67.11.