STOCK TITAN

Executive at Kratos (NASDAQ: KTOS) trims stake by 7,000 shares

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 on March 30, 2026 in a series of open-market transactions.

The sales were executed at weighted average prices of $68.2803, $69.3932, $70.4785, and $71.6439 per share, with each price representing multiple trades within stated ranges. The transactions were made under a pre-arranged Rule 10b5-1 trading plan adopted on May 12, 2025.

Following these sales, Fendley directly holds 358,023 shares of Kratos common stock, including approximately 2,351 shares held through the company’s 401(k) plan, indicating he retains a substantial ownership position.

Positive

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Insider Fendley Steven S.
Role President, US Division
Sold 7,000 shs ($487K)
Type Security Shares Price Value
Sale Common Stock 1,512 $68.2803 $103K
Sale Common Stock 3,644 $69.3932 $253K
Sale Common Stock 944 $70.4785 $67K
Sale Common Stock 900 $71.6439 $64K
Holdings After Transaction: Common Stock — 363,511 shares (Direct)
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 $68.00 to $68.89 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 $69.01 to $69.96 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 $70.005 to $70.90 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 $71.34 to $71.85 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 2,351 shares held through Issuer's 401(k) Plan.
Shares sold 7,000 shares Total common shares sold on March 30, 2026
Sale prices $68.2803–$71.6439 per share Four weighted average sale prices across multiple trades
Shares owned after sale 358,023 shares Direct common stock holdings following transactions
401(k) plan shares Approximately 2,351 shares Included within Fendley’s direct ownership total
Rule 10b5-1 trading plan regulatory
"This transaction was effected pursuant to a 10b5-1 trading plan adopted by the reporting person"
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 2,351 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.
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)
03/30/2026
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 Stock03/30/2026S1,512(1)D$68.2803(2)363,511(6)D
Common Stock03/30/2026S3,644(1)D$69.3932(3)359,867(6)D
Common Stock03/30/2026S944(1)D$70.4785(4)358,923(6)D
Common Stock03/30/2026S900(1)D$71.6439(5)358,023(6)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 $68.00 to $68.89 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 $69.01 to $69.96 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 $70.005 to $70.90 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 $71.34 to $71.85 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 approximately 2,351 shares held through Issuer's 401(k) Plan.
Steven S. Fendley, by Eva Yee, Attorney-In-Fact04/01/2026
** 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)

FAQ

What insider transaction did KRATOS (KTOS) executive Steven S. Fendley report?

Steven S. Fendley reported selling 7,000 shares of Kratos common stock in open-market transactions on March 30, 2026. The trades were executed in several blocks at different weighted average prices under a pre-arranged Rule 10b5-1 trading plan.

How many KTOS shares did Steven S. Fendley sell and at what prices?

Fendley sold a total of 7,000 KTOS shares across four transactions. The weighted average sale prices were $68.2803, $69.3932, $70.4785, and $71.6439 per share, each representing multiple trades within specified price ranges on March 30, 2026.

How many KTOS shares does Steven S. Fendley still own after the reported sales?

After the March 30, 2026 sales, Fendley directly owns 358,023 shares of Kratos common stock. This total includes approximately 2,351 shares held through the company’s 401(k) plan, showing he maintains a significant ongoing equity stake in the company.

Was the KTOS insider sale by Steven S. Fendley under a Rule 10b5-1 plan?

Yes. The filing states the transactions were effected under a Rule 10b5-1 trading plan adopted by Fendley on May 12, 2025. Such plans pre-schedule trades, helping separate routine portfolio diversification from discretionary, market-timed insider selling activity.

What does “weighted average price” mean in the KTOS Form 4 for Steven S. Fendley?

The Form 4 notes that each reported price is a weighted average across multiple trades within a price range. Fendley undertakes to provide exact share counts at each individual price upon request to Kratos, its security holders, or SEC staff.

How are Steven S. Fendley’s KTOS 401(k) holdings reflected in the Form 4 filing?

A footnote explains that Fendley’s reported holdings include approximately 2,351 shares held through Kratos’s 401(k) plan. These shares are counted within his total direct ownership figure of 358,023 shares following the March 30, 2026 transactions.