STOCK TITAN

Kratos exec Carrai sells 6,500 shares at ~$48

A Kratos STC Division president sold 6,500 shares under a pre-arranged 10b5-1 plan while retaining an indirect trust and benefit-plan position.

(High)
(Negative)
Form Type
4

Rhea-AI Filing Summary

KRATOS DEFENSE & SECURITY SOLUTIONS, INC. (KTOS) reported that Phillip D. Carrai, President of the STC Division, sold a total of 6,500 shares of common stock on September 15, 2026 in open-market transactions under a Rule 10b5-1 trading plan adopted on August 26, 2025.

The shares were sold in three weighted-average price groups, with sale prices ranging from $46.72 to $49.14 per share. Following these transactions, he has 46,644 shares reported as indirectly held by a trust, including 1,232 shares acquired through the Employee Stock Purchase Plan and approximately 4,606 shares held through the company 401(k) plan.

Positive

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Negative

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Insights

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Insider Carrai Phillip D
Role President, STC Division
Sold 6,500 shs ($311K)
Type Security Shares Price Value
Sale Common Stock F1, F2, F5 2,700 $47.2425 $128K
Sale Common Stock F1, F3, F5 3,380 $48.169 $163K
Sale Common Stock F1, F4, F5 420 $48.8919 $21K
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 175,653 shares (Direct); Common Stock — 46,644 shares (Indirect, by trust)
Footnotes (5)
  1. F1. This transaction was effected pursuant to a 10b5-1 trading plan adopted by the reporting person on August 26, 2025.
  2. F2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $46.72 to $47.69 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. F3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $47.72 to $48.65 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. F4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $48.73 to $49.14 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. F5. Includes 1,232 shares purchased through Issuer's Employee Stock Purchase Plan and approximately 4,606 shares held through Issuer's 401(k) Plan.
Shares sold 6,500 shares Total common shares sold by Phillip D. Carrai on September 15, 2026
First sale tranche 2,700 shares at $47.2425 Weighted-average sale price within a $46.72–$47.69 range
Second sale tranche 3,380 shares at $48.1690 Weighted-average sale price within a $47.72–$48.65 range
Third sale tranche 420 shares at $48.8919 Weighted-average sale price within a $48.73–$49.14 range
Indirect trust holdings 46,644 shares Common shares reported as indirectly held by trust after the transactions
Employee Stock Purchase Plan shares 1,232 shares Included within the reported indirect holdings
401(k) Plan shares Approximately 4,606 shares Held through the issuer’s 401(k) plan within the indirect holdings
Rule 10b5-1 trading plan regulatory
"This transaction was effected pursuant to a 10b5-1 trading plan adopted by the reporting person on August 26, 2025."
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
weighted average price financial
"The price reported in Column 4 is a weighted average price."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
Employee Stock Purchase Plan financial
"Includes 1,232 shares purchased through Issuer's Employee Stock Purchase Plan"
An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.
401(k) Plan financial
"and approximately 4,606 shares held through Issuer's 401(k) Plan."
A 401(k) plan is a workplace retirement account that lets employees set aside part of their pay into a tax-advantaged savings pot, often with employers adding matching contributions — like a workplace piggy bank for future income. It matters to investors because the amount people save and how employers fund these plans influence consumer spending, corporate payroll costs and the flow of money into financial markets, which can affect stock prices and company valuations.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did KTOS report for Phillip D. Carrai?

KTOS reported that Phillip D. Carrai sold 6,500 shares of common stock on September 15, 2026 in open-market transactions executed under a Rule 10b5-1 trading plan adopted on August 26, 2025.

At what prices were the KTOS shares sold in this Form 4?

The 6,500 KTOS shares were sold at weighted-average prices within ranges of $46.72–$47.69, $47.72–$48.65, and $48.73–$49.14 per share, with reported average prices of $47.2425, $48.1690, and $48.8919, respectively.

How many KTOS shares did Phillip D. Carrai sell in each trade?

Phillip D. Carrai sold 2,700 shares at a weighted-average price of $47.2425, 3,380 shares at $48.1690, and 420 shares at $48.8919, all on September 15, 2026, for a combined total of 6,500 shares.

Does Phillip D. Carrai still hold KTOS shares after these sales?

Yes. After the reported sales, there are 46,644 shares of KTOS common stock reported as indirectly held by a trust associated with him, including 1,232 shares from the Employee Stock Purchase Plan and about 4,606 shares in the 401(k) plan.

Was the KTOS insider sale made under a Rule 10b5-1 plan?

Yes. The filing states the transactions were effected pursuant to a Rule 10b5-1 trading plan adopted by Phillip D. Carrai on August 26, 2025, indicating the sales were pre-arranged under that plan.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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
Estimated average burden
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).
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 CALIFORNIA 92131

(City)(State)(Zip)

UNITED STATES

(Country)
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)
Director10% Owner
XOfficer (give title below)Other (specify below)
President, STC Division
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/15/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock09/15/2026S2,700(1)D$47.2425(2)179,453(5)D
Common Stock09/15/2026S3,380(1)D$48.169(3)176,073(5)D
Common Stock09/15/2026S420(1)D$48.8919(4)175,653(5)D
Common Stock46,644Iby 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount 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 $46.72 to $47.69 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 $47.72 to $48.65 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 $48.73 to $49.14 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. Includes 1,232 shares purchased through Issuer's Employee Stock Purchase Plan and approximately 4,606 shares held through Issuer's 401(k) Plan.
Phillip D. Carrai, by Eva Yee, Attorney-In-Fact09/17/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

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