Kratos (KTOS) STC division president sells 6,500 shares in plan trade

Rhea-AI Filing Summary

Kratos Defense & Security Solutions executive Phillip D. Carrai, President of the STC Division, reported open-market sales of 6,500 shares of common stock on February 17, 2026. The transactions, coded as sales, were executed under a Rule 10b5-1 trading plan adopted on August 26, 2025.

The shares were sold in multiple trades at weighted average prices ranging from $87.20 to $93.11 per share. Following these sales, Carrai directly holds 213,325 shares of Kratos common stock and indirectly holds 46,644 shares through a trust.

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
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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^*

Carrai Phillip D

(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, STC Division

3. Date of Earliest Transaction (Month/Day/Year)
02/17/2026

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	02/17/2026		S		500(1)	D	$87.748(2)	219,325(6)	D
Common Stock	02/17/2026		S		1,314(1)	D	$88.602(3)	218,011(6)	D
Common Stock	02/17/2026		S		100(1)	D	$89.48	217,911(6)	D
Common Stock	02/17/2026		S		3,267(1)	D	$91.6942(4)	214,644(6)	D
Common Stock	02/17/2026		S		1,219(1)	D	$92.5247(5)	213,425(6)	D
Common Stock	02/17/2026		S		100(1)	D	$93.15	213,325(6)	D
Common Stock								46,644	I	by 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)
				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 August 26, 2025.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $87.20 to $88.16 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 $88.20 to $89.17 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 $91.15 to $92.14 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $92.15 to $93.11 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.

6. Includes 1,232 shares purchased through Issuer's Employee Stock Purchase Plan and approximately 4,230 shares held through Issuer's 401(k) Plan.

	Phillip D. Carrai, by Eva Yee, Attorney-In-Fact	02/19/2026
	** 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 insider transaction did KTOS executive Phillip D. Carrai report?

Phillip D. Carrai reported selling 6,500 KTOS common shares. The Kratos Defense & Security Solutions STC Division President executed multiple open-market sales of common stock on February 17, 2026, as reflected in his Form 4 insider trading report.

At what prices did Phillip D. Carrai sell KTOS shares in this Form 4?

Carrai’s KTOS share sales occurred between $87.20 and $93.11. The Form 4 notes weighted average sale prices across several transactions, with detailed price ranges provided in footnotes for each trade group on February 17, 2026.

Was the KTOS insider sale by Phillip D. Carrai under a 10b5-1 plan?

Yes, the KTOS insider sale was executed under a 10b5-1 plan. A footnote states the transactions were made pursuant to a Rule 10b5-1 trading plan adopted by Phillip D. Carrai on August 26, 2025, providing prearranged trading instructions.

How many KTOS shares does Phillip D. Carrai own after the reported sales?

After the sales, Carrai directly owns 213,325 KTOS shares. The Form 4 also shows an additional 46,644 Kratos shares held indirectly by trust, separate from his directly owned position, as of the reported date.

What role does Phillip D. Carrai hold at Kratos Defense (KTOS)?

Phillip D. Carrai is President of Kratos’s STC Division. The Form 4 identifies him as an officer of Kratos Defense & Security Solutions, Inc., disclosing his position alongside details of his recent open-market common stock sales.