Performance share vesting boosts Kennedy-Wilson (KW) president’s stake

Rhea-AI Filing Summary

Kennedy-Wilson Holdings, Inc. president Matthew Windisch reported stock awards tied to performance-based restricted shares. On February 25, 2026, three prior grants vested after the company met performance hurdles, resulting in acquisitions of 28,534, 52,530 and 78,226 common shares at no cost. After these vestings, he directly owns 1,738,564 common shares.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider WINDISCH MATTHEW

Role President

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	28,534	$0.00	--
Grant/Award	Common Stock	52,530	$0.00	--
Grant/Award	Common Stock	78,226	$0.00	--

Holdings After Transaction: Common Stock — 1,607,808 shares (Direct)

Footnotes (1)

1. The reporting person was previously granted performance-based restricted shares pursuant to the equity plan that vest if the registrant satisfies certain performance hurdles. On February 25, 2026, the performance hurdles were satisfied at levels which resulted in the vesting of a total of 58,091 shares, of which 29,557 shares were withheld by the registrant to satisfy tax withholding obligations. The reporting person was previously granted performance-based restricted shares pursuant to the equity plan that vest if the registrant satisfies certain performance hurdles. On February 25, 2026, the performance hurdles were satisfied at levels which resulted in the vesting of a total of 106,943 shares, of which 54,413 shares were withheld by the registrant to satisfy tax withholding obligations. The reporting person was previously granted performance-based restricted shares pursuant to the equity plan that vest if the registrant satisfies certain performance hurdles. On February 25, 2026, the performance hurdles were satisfied at levels which resulted in the vesting of a total of 159,255 shares, of which 81,029 shares were withheld by the registrant to satisfy tax withholding obligations.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED 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).

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^*

WINDISCH MATTHEW

(Last) (First) (Middle)

C/O 151 S. EL CAMINO DRIVE

(Street)

BEVERLY HILLS CA 90212

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Kennedy-Wilson Holdings, Inc. [ KW ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President

3. Date of Earliest Transaction (Month/Day/Year)
02/25/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/25/2026		A		28,534(1)	A	$0	1,607,808	D
Common Stock	02/25/2026		A		52,530(2)	A	$0	1,660,338	D
Common Stock	02/25/2026		A		78,226(3)	A	$0	1,738,564	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The reporting person was previously granted performance-based restricted shares pursuant to the equity plan that vest if the registrant satisfies certain performance hurdles. On February 25, 2026, the performance hurdles were satisfied at levels which resulted in the vesting of a total of 58,091 shares, of which 29,557 shares were withheld by the registrant to satisfy tax withholding obligations.

2. The reporting person was previously granted performance-based restricted shares pursuant to the equity plan that vest if the registrant satisfies certain performance hurdles. On February 25, 2026, the performance hurdles were satisfied at levels which resulted in the vesting of a total of 106,943 shares, of which 54,413 shares were withheld by the registrant to satisfy tax withholding obligations.

3. The reporting person was previously granted performance-based restricted shares pursuant to the equity plan that vest if the registrant satisfies certain performance hurdles. On February 25, 2026, the performance hurdles were satisfied at levels which resulted in the vesting of a total of 159,255 shares, of which 81,029 shares were withheld by the registrant to satisfy tax withholding obligations.

Remarks:

	/s/ Matthew Windisch	02/27/2026
	** Signature of Reporting Person	Date
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.

FAQ

What did Kennedy-Wilson (KW) disclose about Matthew Windisch in this Form 4?

Kennedy-Wilson reported that president Matthew Windisch acquired common stock through vesting of performance-based restricted shares. Three prior grants vested after performance hurdles were satisfied, increasing his direct ownership to 1,738,564 common shares of Kennedy-Wilson Holdings, Inc.

How many Kennedy-Wilson (KW) shares did Matthew Windisch acquire in the latest vesting?

Matthew Windisch acquired 28,534, 52,530 and 78,226 Kennedy-Wilson common shares through vesting of performance-based restricted stock. These shares were issued at $0.00 per share as they represent equity awards rather than open-market purchases.

What performance conditions affected Matthew Windisch’s Kennedy-Wilson (KW) stock awards?

Windisch’s stock came from previously granted performance-based restricted shares under an equity plan. The awards vest only if Kennedy-Wilson meets specified performance hurdles. On February 25, 2026, those hurdles were satisfied at levels that triggered vesting of several tranches of shares.

Why were some Kennedy-Wilson (KW) shares withheld from Matthew Windisch’s vesting?

For each vesting tranche, Kennedy-Wilson withheld part of the shares to cover tax withholding obligations. Specifically, 29,557, 54,413 and 81,029 shares were withheld, with the remaining shares delivered to Windisch as part of his performance-based equity compensation.

Is Matthew Windisch’s Form 4 transaction in Kennedy-Wilson (KW) a purchase or an award?

The Form 4 reflects grant/award acquisitions, not open-market purchases. The transactions are coded as “A” for awards, with shares vesting at $0.00 per share when Kennedy-Wilson’s performance conditions under the equity plan were met.

What is Matthew Windisch’s role at Kennedy-Wilson (KW) in this Form 4 filing?

In this filing, Matthew Windisch is identified as an officer of Kennedy-Wilson Holdings, Inc. with the title of President. The reported transactions detail changes in his direct ownership of Kennedy-Wilson common stock resulting from performance-based equity awards.