Kratos Insider Filing: 50,000-Share Gift by Director, LLC and Trust Holdings

Rhea-AI Filing Summary

William A. Hoglund, a director of Kratos Defense & Security Solutions (KTOS), reported a non-derivative transaction dated 09/02/2025 where 50,000 shares of common stock were disposed of under transaction code G, which the filing explains represents a bona fide charitable gift to a Donor Advised Fund. After the reported transaction the filing shows 222,193 shares held indirectly by a limited liability company over which the reporting person and spouse share voting and investment power, and 135,807 shares held indirectly by a trust.

The Form 4 identifies the reporting person as a director and indicates the transaction was reported by an attorney-in-fact. No derivative transactions, option exercises, or purchases are disclosed in this filing.

Positive

• Clear disclosure of a charitable gift transaction (Code G) with explicit explanation
• Transparency in indirect holdings showing shares held by an LLC and a trust
• Use of attorney-in-fact demonstrates formal compliance procedures for reporting

Negative

• None.

Insights

Financial Analyst

TL;DR: A director donated 50,000 shares to charity; holdings remain concentrated in indirect vehicles, indicating limited change to economic exposure.

The 50,000-share disposition is coded as a charitable gift and therefore is not a sale for liquidity. Material ownership remains via an LLC (222,193 shares) and a trust (135,807 shares), which suggests continued indirect economic and voting exposure despite the gift. For investors, this is a routine insider disclosure that does not signal a change in control, financing, or operational outlook.

Corporate Governance Expert

TL;DR: Internal governance appears intact; the director's use of indirect holdings and an attorney-in-fact for filing denotes standard estate and compliance arrangements.

The reporting structure—indirect holdings through an LLC and a trust—reflects common estate planning and ownership concentration among insiders. The use of an attorney-in-fact to sign the Form 4 indicates delegated administrative compliance. The charitable gift is explicitly disclosed, meeting Section 16 transparency requirements; there is no indication of related-party transactions or governance irregularities in 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
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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^*

HOGLUND WILLIAM A

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

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		G		50,000(1)	D	$0	222,193(2)	I	by LLC
Common Stock								135,807	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. Represents a bona fide charitable gift of common stock to a Donor Advised Fund.

2. Held by a limited liability company over which the Reporting Person and Reporting Person's spouse share voting and investment power.

	William A. Hoglund, 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.
* 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 transaction did William A. Hoglund report on Form 4 for KTOS?

The Form 4 reports a disposition of 50,000 common shares on 09/02/2025 coded as a charitable gift to a Donor Advised Fund.

How many KTOS shares does Hoglund beneficially own after the reported transaction?

The filing shows 222,193 shares held indirectly by an LLC and 135,807 shares held indirectly by a trust following the reported transaction.

Does the Form 4 show any purchases or option exercises by Hoglund?

No. The filing discloses only a non-derivative disposition coded as a charitable gift and lists no derivative transactions, purchases, or exercises.

What does transaction code 'G' mean on this Form 4?

The filing states the disposition coded G represents a bona fide charitable gift of common stock to a Donor Advised Fund.

Is the reporting person an insider at KTOS?

Yes. The Form 4 identifies William A. Hoglund as a director of Kratos Defense & Security Solutions (KTOS).