Kennedy-Wilson (KW) EVP In Ku Lee has shares withheld for taxes

Rhea-AI Filing Summary

Kennedy-Wilson Holdings executive In Ku Lee, EVP and General Counsel, reported an automatic share withholding related to equity compensation. On January 29, 2026, 11,506 shares of common stock at $9.86 per share were withheld by the company to cover tax obligations upon vesting of time-based restricted stock awards.

After this tax withholding event, Lee beneficially owned 298,927 shares of Kennedy-Wilson common stock in direct ownership. The footnote clarifies that no shares were sold by the reporting person in the open market; the shares were retained by the issuer solely to satisfy applicable tax withholding requirements.

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

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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^*

Lee In Ku

(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)
	EVP, General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
01/29/2026

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	01/29/2026		F		11,506(1)	D	$9.86	298,927	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. Shares held by Registrant to satisfy applicable tax withholding requirements on vesting of time-based vesting restricted stock awards. No shares were sold by the reporting person.

Remarks:

	/s/In Ku Lee	01/30/2026
	** 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.
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FAQ

What insider transaction did Kennedy-Wilson (KW) report for In Ku Lee?

Kennedy-Wilson reported that EVP and General Counsel In Ku Lee had 11,506 common shares withheld by the company to cover taxes due on vesting restricted stock awards, at a price of $9.86 per share, rather than executing an open market sale.

Did the Kennedy-Wilson (KW) executive sell any shares in this Form 4 filing?

No actual market sale occurred. The filing states that 11,506 shares were held back by Kennedy-Wilson to satisfy tax withholding requirements on vesting restricted stock awards, and explicitly notes that no shares were sold by the reporting person.

How many Kennedy-Wilson (KW) shares does In Ku Lee own after this transaction?

Following the reported tax withholding transaction, EVP and General Counsel In Ku Lee beneficially owned 298,927 shares of Kennedy-Wilson common stock in direct ownership, as disclosed in the Form 4’s post-transaction holdings column.

What does transaction code F mean in the Kennedy-Wilson (KW) Form 4?

Transaction code F indicates a tax-related transaction. In this case, Kennedy-Wilson withheld 11,506 shares from In Ku Lee upon vesting of time-based restricted stock awards to cover applicable tax withholding obligations, rather than the executive selling shares into the market.

What role does In Ku Lee hold at Kennedy-Wilson (KW) in this Form 4?

In the filing, the reporting person, In Ku Lee, is identified as an officer of Kennedy-Wilson, serving as Executive Vice President and General Counsel, and is not listed as a director or 10% owner of the company’s common stock.