Welcome to our dedicated page for Kennedy-Wilson Holdings SEC filings (Ticker: KW), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Kennedy-Wilson Holdings, Inc. filings document the regulatory record of a real estate investment company with owned real estate assets and an investment management platform. Its 8-K reports furnish operating results and supplemental financial information, including consolidated statements, non-GAAP metrics, capitalization summaries, components of value, stabilized portfolio data, debt schedules and segment investment summaries.
The filing record also covers multifamily, office, industrial, loan investment, lease-up and development project disclosures, same-property metrics, real estate investment transactions and investment management activity. Other material-event filings address material agreements, capital-structure matters, governance and shareholder voting topics, including disclosures tied to completed platform and property-interest acquisitions.
Kennedy-Wilson Holdings, Inc. reports that its subsidiary Kennedy-Wilson, Inc. completed a private offering of $1.8 billion in senior notes, split between $1.1 billion of 7.000% notes due 2031 and $700 million of 7.250% notes due 2033, sold under Rule 144A and Regulation S.
The gross proceeds have been placed in escrow to support a pending merger in which an affiliate of a management-led consortium, including Fairfax, would acquire the company. If that merger closes, the funds are expected to redeem existing 4.750% notes due 2029 and 2030, fund an offer to purchase 5.000% notes due 2031, and repay part of an unsecured credit facility or be used for general corporate purposes.
If the merger is not consummated by November 16, 2026 (or a later agreed date), the notes will be subject to a special mandatory redemption at 100% of their initial issue price plus accrued interest, with Fairfax committing to cover any shortfall in the escrowed funds.
Kennedy-Wilson, Inc., a subsidiary of Kennedy-Wilson Holdings, has launched a cash tender offer to repurchase any and all of its 5.000% Senior Notes due 2031, with $600,000,000 aggregate principal amount outstanding, at $1,010 per $1,000 of principal plus accrued interest.
The offer runs until 5:00 p.m. New York City time on or around June 15, 2026, with settlement expected June 16, 2026, and is conditioned on completion of a merger that is expected to constitute a Fundamental Change under the notes indenture.
The issuer has also issued conditional notices of redemption to fully redeem its 4.750% senior notes due 2029 and 2030 on June 16, 2026, funded by a privately placed $1.8 billion senior notes offering, split between $1.1 billion of 7.000% notes due 2031 and $700 million of 7.250% notes due 2033.
Kennedy-Wilson Holdings, Inc. reported that subsidiary Kennedy-Wilson, Inc. has priced a private Offering of $1.8 billion in senior notes, split between $1.1 billion of 7.000% notes due 2031 and $700 million of 7.250% notes due 2033 under Rule 144A and Regulation S.
If the pending management-led Merger closes, the company expects to use the net proceeds mainly to redeem existing 4.750% notes due 2029 and 2030, make an offer to purchase 5.000% notes due 2031, and repay borrowings on its unsecured credit facility, with any balance for general corporate purposes. If the Offering closes before the Merger, proceeds go into escrow and the notes must be redeemed at 100% of issue price plus accrued interest if the Merger is not completed by November 16, 2026, with Fairfax committed to cover any escrow shortfall.
Kennedy-Wilson, Inc., a subsidiary of Kennedy-Wilson Holdings, is launching a private Offering of $1.8 billion in senior notes due 2031 and 2033 to institutional and non-U.S. investors under Rule 144A and Regulation S. If the pending management-led Merger is completed, the company expects to use the net proceeds to redeem its 4.750% senior notes due 2029 and 2030, offer to purchase its 5.000% senior notes due 2031 under fundamental change provisions, and apply any remaining funds toward its unsecured credit facility or general corporate purposes. If the Offering closes before the Merger and the Merger is not consummated by November 16, 2026 (or a later agreed date), the notes must be redeemed at 100% of their initial issue price plus accrued interest, with Fairfax committing to cover any escrow shortfall. Upon Merger completion, the notes will be fully and unconditionally guaranteed on an unsecured basis by the company and certain subsidiaries.
Kennedy-Wilson Holdings, Inc. supplements a June 11, 2010 prospectus covering an Offering by certain selling security holders registering 20,278,690 shares of common stock and 4,993,471 warrants under a Form S-1 (No. 333-164926) declared effective June 11, 2010. The filing includes the Company's Quarterly Report on Form 10-Q for the three months ended March 31, 2026. Consolidated assets were $6,847.4 million and consolidated shareholders' equity was $1,517.5 million at March 31, 2026. Shares outstanding were 139,303,275 as of May 4, 2026. The prospectus supplement is for resale by selling holders; proceeds treatment is by the selling holders.
Kennedy-Wilson Holdings, Inc. reported a profitable quarter, with net income of $24.5 million for the three months ended March 31, 2026, compared with a net loss of $29.6 million a year earlier. Earnings attributable to common shareholders were $13.7 million, or $0.10 per diluted share, versus a loss of $0.30 per share in 2025.
Total revenue declined to $117.2 million from $128.3 million, mainly as rental revenue fell, but this was more than offset by stronger results from unconsolidated investments, which generated $58.5 million of income versus $11.4 million last year and a net gain on real estate transactions. Operating cash flow was negative at $(87.9) million, while investing activities provided $81.2 million, largely from real estate sales, and cash and cash equivalents ended the quarter at $184.6 million.
Kennedy-Wilson Holdings, Inc. reported a profitable quarter, with net income of $24.5 million for the three months ended March 31, 2026, compared with a net loss of $29.6 million a year earlier. Earnings attributable to common shareholders were $13.7 million, or $0.10 per diluted share, versus a loss of $0.30 per share in 2025.
Total revenue declined to $117.2 million from $128.3 million, mainly as rental revenue fell, but this was more than offset by stronger results from unconsolidated investments, which generated $58.5 million of income versus $11.4 million last year and a net gain on real estate transactions. Operating cash flow was negative at $(87.9) million, while investing activities provided $81.2 million, largely from real estate sales, and cash and cash equivalents ended the quarter at $184.6 million.
Kennedy-Wilson Holdings, Inc. reported a return to profitability for Q1 2026. Net income attributable to common shareholders was $13.7 million, or $0.10 per diluted share, compared with a loss of $40.8 million or $(0.30) a year earlier.
Non-GAAP performance also improved. Adjusted EBITDA rose to $141.8 million from $98.2 million, and Adjusted Net Income was $50.5 million versus a slight loss in Q1 2025. Investment management fees reached $28 million, up 11%, supported by $11.2 billion of fee-bearing capital and total real estate AUM of $36 billion.
The stabilized portfolio generated estimated annual NOI of $425 million at the company’s share, primarily from multifamily assets. Multifamily same-property NOI increased 2.0% year over year, with stronger growth in the affordable segment. As of March 31, 2026, the company held $185 million in cash and cash equivalents and had $368 million drawn on its $550 million revolver.
The company continues to advance a previously announced merger, with a special shareholders meeting scheduled for June 10, 2026. In connection with the merger, it currently anticipates repaying or offering to repay all outstanding senior unsecured notes due 2029, 2030 and 2031, subject to completing the related transactions.
Kennedy-Wilson Holdings, Inc. reported a return to profitability for Q1 2026. Net income attributable to common shareholders was $13.7 million, or $0.10 per diluted share, compared with a loss of $40.8 million or $(0.30) a year earlier.
Non-GAAP performance also improved. Adjusted EBITDA rose to $141.8 million from $98.2 million, and Adjusted Net Income was $50.5 million versus a slight loss in Q1 2025. Investment management fees reached $28 million, up 11%, supported by $11.2 billion of fee-bearing capital and total real estate AUM of $36 billion.
The stabilized portfolio generated estimated annual NOI of $425 million at the company’s share, primarily from multifamily assets. Multifamily same-property NOI increased 2.0% year over year, with stronger growth in the affordable segment. As of March 31, 2026, the company held $185 million in cash and cash equivalents and had $368 million drawn on its $550 million revolver.
The company continues to advance a previously announced merger, with a special shareholders meeting scheduled for June 10, 2026. In connection with the merger, it currently anticipates repaying or offering to repay all outstanding senior unsecured notes due 2029, 2030 and 2031, subject to completing the related transactions.
Kennedy-Wilson (KW) is asking stockholders to approve a merger under which Kona Bidco, LLC (Parent) will acquire the company for $10.90 per share in cash. The price represents a ~45.9% premium to the Company’s unaffected closing price on November 4, 2025. Fairfax Financial has provided an equity commitment of $1,650,000,000 to fund the Merger Consideration and related amounts. If approved, Kennedy-Wilson will be taken private, its common stock delisted from the NYSE, and certain insiders will roll equity into Parent under Rollover Agreements. The Special Meeting is scheduled for June 10, 2026; approval requires both a simple majority and a supermajority condition tied to Delaware General Corporation Law Section 203 exclusions. The proxy summarizes voting mechanics, treatments of preferred stock and warrants, appraisal rights under DGCL Section 262, litigation already filed challenging aspects of the transaction, and a termination fee of $42.7 million in certain circumstances.
Kennedy-Wilson Holdings, Inc. filed an amendment to its annual report to add detailed Part III disclosures on directors, executive officers, governance and 2025 executive compensation.
The filing lists a 2025 non‑affiliate market value of $772,170,369 and 139,303,275 shares outstanding as of April 27, 2026. Named executive officers kept 2025 base salaries flat, including $1,500,000 for the CEO and $1,000,000 for the President.
2025 cash bonuses totaled $2,850,000 for the CEO, $2,000,000 for the President, and between $1,125,000 and $1,375,000 for other NEOs, driven by metrics such as Baseline EBITDA, cash from asset sales, investment management fee growth and absolute total shareholder return. Long‑term incentives were granted as performance‑based and retentive RSUs, with the CEO receiving a target of 1,096,473 RSUs (grant‑date fair value about $8.8 million).
The company reports 16% growth in investment management fees to $115 million, Real Estate AUM up 30% to $36 billion, about $610 million of cash from asset sales and related transactions, and full redemption of €300 million 3.25% notes in 2025. A Special Committee of independent directors was formed in November 2025 to evaluate a management‑led acquisition proposal. The filing also outlines board committee structures, ESG oversight, insider trading and ownership policies, and confirms approximately 66% support for the 2025 say‑on‑pay vote.
Kennedy-Wilson Holdings Inc beneficial ownership disclosure: Vanguard Portfolio Management reports beneficially owning 10,616,421 shares of Common Stock, representing 7.66% of the class as of 03/31/2026. The filing shows sole dispositive power over 10,616,421 shares and sole voting power over 46,529 shares. The filing is signed by Vanguard's Head of Global Fund Administration on 04/29/2026.