TLS insider update: RSU vesting, $7.1 tax withholding noted

Rhea-AI Filing Summary

Telos (TLS) reported insider equity activity by an officer (EVP, CFO) on 10/20/2025. The filing shows 114,663 shares of common stock acquired at $0 upon vesting of performance stock units and 243,362 performance‑based RSUs that vested and settled into common stock after the stock traded at or above $6.00 for 50 consecutive days.

To satisfy taxes, 161,471 shares were withheld at $7.1; the filing notes no shares were sold to a third party as part of this transaction. Following these events, the officer held 937,574 shares directly and 8,482.77 shares indirectly via a 401(k) plan.

Insider Trade Summary

243,362 shares exercised/converted

Mixed 5 txns

Insider Bendza Gary Mark

Role EVP, CFO

Type	Security	Shares	Price	Value
Exercise	Performance-Based RSUs	243,362	$0.00	--
Grant/Award	Common Stock	114,663	$0.00	--
Exercise	Common Stock	243,362	$0.00	--
Tax Withholding	Common Stock	161,471	$7.10	$1.15M
holding	Common Stock	--	--	--

Holdings After Transaction: Performance-Based RSUs — 1,095,127 shares (Direct); Common Stock — 855,683 shares (Direct); Common Stock — 8,482.77 shares (Indirect, By 401k plan)

Footnotes (1)

1. The reporting person acquired these shares upon the vesting of certain performance stock units. Each performance-based RSU presents a contingent right to receive one share of Telos common stock. These performance-based RSUs vested and settled in shares of Telos common stock once Telos' common stock traded at or above $6.00 per share for 50 consecutive calendar days on the NASDAQ Global Market. Telos withheld 161,471 shares of its common stock to satisfy the reporting person's tax withholding obligation resulting from the vesting of the performance stock units. The reporting person did not sell any shares of Telos stock to a third party as part of this transaction.

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^*

Bendza Gary Mark

(Last) (First) (Middle)

C/O TELOS CORPORATION

19886 ASHBURN ROAD

(Street)

ASHBURN VA 20147

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
TELOS CORP [ TLS ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, CFO

3. Date of Earliest Transaction (Month/Day/Year)
10/20/2025

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	10/20/2025		A		114,663(1)	A	$0	855,683	D
Common Stock	10/20/2025		M		243,362	A	(2)	1,099,045	D
Common Stock	10/20/2025		F		161,471(3)	D	$7.1	937,574	D
Common Stock								8,482.77	I	By 401k plan

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
Performance-Based RSUs	(2)	10/20/2025		M			243,362	(2)	12/31/2026	Common Stock	243,362	(2)	1,095,127	D

Explanation of Responses:

1. The reporting person acquired these shares upon the vesting of certain performance stock units.

2. Each performance-based RSU presents a contingent right to receive one share of Telos common stock. These performance-based RSUs vested and settled in shares of Telos common stock once Telos' common stock traded at or above $6.00 per share for 50 consecutive calendar days on the NASDAQ Global Market.

3. Telos withheld 161,471 shares of its common stock to satisfy the reporting person's tax withholding obligation resulting from the vesting of the performance stock units. The reporting person did not sell any shares of Telos stock to a third party as part of this transaction.

Remarks:

	/s/ Helen M. Oh, attorney-in-fact	10/21/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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