Kratos (KTOS) Form 4: Carrai disposes 6,000 shares; 10b5-1 plan cited
Rhea-AI Filing Summary
Phillip D. Carrai, President of the STC Division at Kratos Defense & Security Solutions, Inc. (KTOS), reported insider sales executed on 08/15/2025 pursuant to a 10b5-1 trading plan adopted on November 15, 2024. The filings show three separate dispositions totaling 6,000 shares sold at weighted-average prices of $66.5582, $67.9627 and $68.9792; the price ranges for the underlying transactions are disclosed in the footnotes. After these sales, Mr. Carrai beneficially owns 264,074 shares directly and 46,644 shares indirectly through a trust. The report was signed by an attorney-in-fact on his behalf.
Positive
- Transactions executed under a documented 10b5-1 plan, adopted November 15, 2024, which can provide affirmative defense under Rule 10b5-1
- Clear disclosure of weighted-average prices and price ranges with an undertaking to provide detailed breakdowns upon request
- Complete post-transaction beneficial ownership disclosure: 264,074 shares direct and 46,644 shares indirect
Negative
- Insider disposed of 6,000 shares on 08/15/2025, which is a non-trivial sale of executive holdings
- No purchases or offsetting acquisitions reported on this Form 4 to indicate replenishment of holdings
Insights
TL;DR: Insider sold 6,000 shares under a documented 10b5-1 plan; holdings remain material.
The Form 4 discloses routine, preplanned dispositions executed under a 10b5-1 plan dated November 15, 2024, which provides an affirmative defense against allegations of trading on material nonpublic information if the plan satisfies Rule conditions. The filing gives weighted-average prices and price ranges for the multiple trades and reports both direct and indirect holdings, offering transparency on the reporting person's position. No derivatives or purchases were reported on this Form 4.
TL;DR: Transaction is a documented insider sale with clear post-transaction ownership disclosure; materiality appears routine.
The report identifies the reporting person as an officer (President, STC Division) and provides precise counts of shares sold and remaining beneficial ownership (264,074 direct; 46,644 indirect). Footnotes detail price ranges and commit the reporting person to provide breakdowns on request, which supports regulatory transparency. There are no signs in the filing of new equity grants, options activity, or unusual derivative transactions.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Common Stock | 1,708 | $66.5582 | $114K |
| Sale | Common Stock | 3,000 | $67.9627 | $204K |
| Sale | Common Stock | 1,292 | $68.9792 | $89K |
| holding | Common Stock | -- | -- | -- |
Footnotes (1)
- This transaction was effected pursuant to a 10b5-1 trading plan adopted by the reporting person on November 15, 2024. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $66.165 to $66.915 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $67.435 to $68.39 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $68.675 to $69.115 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. Includes 11,385 shares purchased through Issuer's Employee Stock Purchase Plan and approximately 4,210 shares held through Issuer's 401(k) Plan.
