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  4. [Form 4] KRATOS DEFENSE & SECURITY SOLUTIONS, INC. Insider Trading Activity

Kratos (NASDAQ: KTOS) exec sells 7,000 shares under 10b5-1 plan

Filing Impact
(High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

KRATOS DEFENSE & SECURITY SOLUTIONS, INC. executive Steven S. Fendley, President of the US Division, sold a total of 7,000 shares of common stock in open‑market transactions on May 26, 2026.

The shares were sold in three tranches at weighted average prices of $58.62, $57.8753, and $56.9172, with individual trades executed within stated price ranges. These sales were effected under a pre‑arranged Rule 10b5‑1 trading plan adopted on May 12, 2025.

Following these transactions, Fendley continues to hold a significant position in Kratos stock, including approximately 2,418 shares held through the company’s 401(k) plan.

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Insider Fendley Steven S.
Role President, US Division
Sold 7,000 shs ($401K)
Type Security Shares Price Value
Sale Common Stock 4,644 $56.9172 $264K
Sale Common Stock 2,336 $57.8753 $135K
Sale Common Stock 20 $58.62 $1K
Holdings After Transaction: Common Stock — 346,446 shares (Direct, null)
Footnotes (1)
  1. This transaction was effected pursuant to a 10b5-1 trading plan adopted by the reporting person on May 12, 2025. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $56.46 to $57.38 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 $57.46 to $58.45 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 approximately 2,418 shares held through Issuer's 401(k) Plan.
Shares sold 7,000 shares Total common shares sold on May 26, 2026
Weighted average sale price 1 $58.62 per share One tranche of common stock sold on May 26, 2026
Weighted average sale price 2 $57.8753 per share One tranche of common stock sold on May 26, 2026
Weighted average sale price 3 $56.9172 per share One tranche of common stock sold on May 26, 2026
Price range tranche A $56.46–$57.38 Multiple trades within this range for one sale tranche
Price range tranche B $57.46–$58.45 Multiple trades within this range for one sale tranche
401(k) holdings 2,418 shares Approximate shares held through Kratos’ 401(k) Plan
Rule 10b5-1 trading plan regulatory
"This transaction was effected pursuant to a 10b5-1 trading plan adopted by the reporting person on May 12, 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.
open-market sale financial
"transaction_action": "open-market sale""
An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.
401(k) Plan financial
"Includes approximately 2,418 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.
Form 4 regulatory
"within the ranges set forth in this footnote to this Form 4."
Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.
Form 4 Insider Transactions: What Each Field Means →
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*
Fendley Steven S.
(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, US Division
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/26/2026		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 Stock05/26/2026S4,644(1)D$56.9172(2)346,446(4)D
Common Stock05/26/2026S2,336(1)D$57.8753(3)344,110(4)D
Common Stock05/26/2026S20(1)D$58.62344,090(4)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)
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 May 12, 2025.
2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $56.46 to $57.38 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 $57.46 to $58.45 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. Includes approximately 2,418 shares held through Issuer's 401(k) Plan.
Steven S. Fendley, by Eva Yee, Attorney-In-Fact05/28/2026
** 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)

Source: View Original Filing on SEC EDGAR

FAQ

How many Kratos (KTOS) shares did Steven S. Fendley sell?

Steven S. Fendley sold a total of 7,000 shares of Kratos common stock. The sales occurred in three separate open‑market transactions on May 26, 2026, as disclosed in the Form 4 insider trading report.

At what prices were the Kratos (KTOS) shares sold by Steven S. Fendley?

The reported weighted average sale prices were $58.62, $57.8753, and $56.9172. Footnotes note individual trades within price ranges of $56.46–$57.38 and $57.46–$58.45 during the May 26, 2026 transactions.

Were Steven S. Fendley’s Kratos (KTOS) stock sales made under a trading plan?

Yes, the Form 4 states the sales were made under a Rule 10b5‑1 trading plan. This pre‑arranged plan was adopted by Fendley on May 12, 2025, indicating the transactions were scheduled in advance.

What is Steven S. Fendley’s role at Kratos (KTOS)?

Steven S. Fendley is identified as an officer of Kratos, serving as President, US Division. His position makes his Kratos stock transactions reportable under SEC insider trading disclosure rules via Form 4 filings.

Does Steven S. Fendley still hold Kratos (KTOS) shares after these sales?

Yes, the Form 4 indicates that Fendley continues to hold Kratos shares after the sales. A footnote specifies that his holdings include approximately 2,418 shares held through Kratos’ 401(k) Plan.