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. faces a revised merger approval hurdle tied to Fairfax’s large warrant-based stake. A Fairfax-led group filing this Schedule 13D/A Amendment No. 6 reports beneficial ownership of 30,951,179 common shares, or 19.9% of the class, through warrants subject to a 19.9% exercise cap.
Without that cap, the group would be deemed to beneficially own 38,703,549 shares, or about 23.7% on an as-converted basis. The filing discloses a March 15, 2026 Merger Agreement Amendment requiring, under Delaware law Section 203(a)(3), an affirmative vote of at least two‑thirds of the outstanding voting power of specified common and preferred stock series, excluding voting power owned by the Fairfax reporting group and its affiliates and associates.
Kennedy-Wilson Holdings, Inc. investor William J. McMorrow and the William J. McMorrow Revocable Trust filed Amendment No. 4 to their Schedule 13D. The reporting persons beneficially own 11,698,621 shares of common stock, representing about 8.4% of the 138,464,514 shares outstanding as of February 23, 2026.
The filing details that 3,199,209 shares are held directly by McMorrow, 8,400,118 shares by the revocable trust, 8,443 shares by the John & Sons Retirement Trust and 90,851 shares by McMorrow’s wife, whose shares he disclaims beneficial ownership of. It notes 352,743 unvested time-based RSUs granted to McMorrow are not included in these totals.
The amendment also describes a March 15, 2026 Merger Agreement Amendment among the company, Kona Bidco, LLC and Kona Merger Subsidiary, Inc. Completion of the merger now requires, under Section 203(a)(3) of Delaware law, the affirmative vote of at least two-thirds of the outstanding Company Voting Stock, excluding Company Voting Stock owned by specified insiders and certain Fairfax Financial Holdings Limited affiliates.
Kennedy-Wilson Holdings, Inc. entered into an amendment to its merger agreement with Kona Bidco, LLC and Kona Merger Subsidiary, Inc. The change requires, as a condition to completing the merger, an affirmative vote of at least two-thirds of the outstanding Company Voting Stock entitled to vote on adopting the merger agreement.
This two-thirds approval must be calculated in accordance with Delaware law and excludes shares owned by specified insiders and certain Fairfax Financial affiliates and their related parties. The amendment does not alter the previously described merger structure but tightens the stockholder approval standard before the company can be taken private.
Kennedy-Wilson Holdings, Inc. reports that its subsidiary Kennedy-Wilson, Inc. has launched exchange offers for any and all of its outstanding senior notes due 2029, 2030 and 2031. Holders of the $600,000,000 4.750% notes due 2029, $600,000,000 4.750% notes due 2030 and $600,000,000 5.000% notes due 2031 can exchange into new senior notes due 2032 (Option A) or 2034 (Option B).
Eligible holders who tender by 5:00 p.m. New York City time on March 13, 2026 receive total consideration of $1,000 or $1,010 principal amount of new notes per $1,000 of existing notes, while those tendering after that date but by the March 30, 2026 expiration date receive $950. The new notes carry interest of 6.125% (2032 maturity) or 6.375% (2034 maturity), payable semi-annually starting October 15, 2026.
The offers include related consent solicitations to amend the existing indentures, and are conditioned on consummation of a proposed merger under a February 16, 2026 agreement with Kona Bidco, LLC and Kona Merger Subsidiary, Inc., as well as majority consents for each note series. Certain supporting holders already represent approximately 19% of the 2029 notes, 35% of the 2030 notes and 27% of the 2031 notes.
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.
Kennedy-Wilson Holdings, Inc. Chief Financial Officer Justin Enbody reported equity compensation activity involving the company’s common stock. On February 25, 2026, he acquired three blocks of shares by grant or award totaling 16,584, 26,265 and 39,113 shares at a price of $0.0000 per share. After these transactions, his direct holdings rose through successive steps to 933,909 common shares.
Footnotes explain these awards relate to performance-based restricted shares under the equity plan that vest only if specified performance hurdles are met. On that date, hurdles were achieved for awards totaling 33,762, 53,472 and 79,628 shares, with 17,178, 27,207 and 40,515 shares, respectively, withheld by the company to cover tax obligations.
Lee In Ku reported acquisition or exercise transactions in this Form 4 filing.
Kennedy-Wilson Holdings EVP and General Counsel Lee In Ku reported the vesting of performance-based restricted stock awards that increased his direct ownership in the company’s common stock. On February 25, 2026, three tranches of previously granted performance-based restricted shares vested after the company met specified performance hurdles, with a portion of each grant withheld to cover tax obligations.
Kennedy-Wilson Holdings EVP Regina Wambold reported stock awards tied to performance goals. On February 25, 2026, performance-based restricted shares previously granted under the company’s equity plan vested after the company met specified performance hurdles.
Following tax withholding, she acquired 13,237 shares in one award and 21,228 shares in another, both at no cash cost per share. After these transactions, her directly held common stock increased to 124,009 shares, reflecting delivered shares net of amounts withheld to satisfy tax obligations.
Kennedy-Wilson Holdings, Inc. reported that Michael John Pegler, President KW Europe, acquired common stock through the vesting of previously granted performance-based restricted shares on February 25, 2026. Two grants vested after the company met specified performance hurdles, with shares delivered net of tax withholding.
One award vested 28,793 shares, of which 13,532 shares were withheld to cover taxes, leaving 15,261 shares credited to Pegler. A second award vested 46,552 shares, with 21,879 shares withheld and 24,673 shares credited. Following these acquisitions, Pegler directly owned 204,121 shares of common stock.
Kennedy-Wilson Holdings chairman and CEO William J. McMorrow reported the acquisition of common stock through equity awards. On February 25, 2026, he received grants of 53,898, 80,372, and 119,686 shares of common stock at a stated price of $0.00 per share, classified as grant or award acquisitions.
Footnotes explain these shares came from performance-based restricted stock that vested after the company met specified performance hurdles, with portions of the original awards withheld by the company to cover tax obligations. Following these transactions, his direct holdings rose to 3,952,103 common shares.
The filing also lists indirect holdings of 8,074,517 shares held by the William J. McMorrow Revocable Trust, 8,443 shares held by the John & Sons Retirement Trust, and 90,851 shares held by his wife, reflecting additional ownership reported on an indirect basis.