G. Zachary Gund - Nov 13, 2023 Form 4 Insider Report for WK Kellogg Co (KLG)

Role: Director
Signature: /s/ Gordon Paulson, Attorney-in-Fact
Stock symbol: KLG
Transactions as of: Nov 13, 2023
Transactions value $: $0
Form type: 4
Date filed: 11/15/2023, 05:40 PM
Previous filing: Oct 10, 2023
Next filing: Nov 14, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	KLG	Common Stock	Award	$0	+9.86K	+90%	$0.00	20.8K	Nov 13, 2023	Direct	F1
holding	KLG	Common Stock						6.22K	Nov 13, 2023	Held in Trust
holding	KLG	Common Stock						914	Nov 13, 2023	See footnote	F2
holding	KLG	Common Stock						2.3K	Nov 13, 2023	See footnote	F3
holding	KLG	Common Stock						405K	Nov 13, 2023	See footnote	F4

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Represents shares of the Issuer's common stock granted to the Reporting Person under the WK Kellogg Co 2023 Long-Term Incentive Plan pursuant to the Issuer's non-employee director compensation program. Shares granted under the Issuer's non-employee director compensation program are automatically deferred and distributable to the Reporting Person or his beneficiary only upon the Reporting Person's "separation of service" with the Issuer (within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended).
F2	These shares are held in a trust for the benefit of the Reporting Person and certain members of his family. The Reporting Person is one of several trustees and, in such capacity, may have voting and dispositive power over all such shares. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose.
F3	These shares are held by a limited liability company that is owned by a trust for the benefit of certain members of the Reporting Person's family. A family member of the Reporting Person is the trustee of the trust, and the Reporting Person is the manager of the limited liability company. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose.
F4	These shares are held in family partnerships, the partners of which include a trust for the benefit of the Reporting Person. The Reporting Person serves as a manager of these partnerships and, in such capacity, may have voting and dispositive power over all such shares. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest, and the filing of this report is not an admission that the reporting person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose.