ERIC M. DEMARCO - 09 Jan 2026 Form 4 Insider Report for KRATOS DEFENSE & SECURITY SOLUTIONS, INC. (KTOS)

Signature
Eric M. DeMarco, by Eva Yee, Attorney-In-Fact
Issuer symbol
KTOS
Transactions as of
09 Jan 2026
Net transactions value
-$2,340,006
Form type
4
Filing time
12 Jan 2026, 19:18:47 UTC
Previous filing
06 Jan 2026
Next filing
03 Mar 2026

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
DEMARCO ERIC M President & CEO, Director 10680 TREENA STREET, SUITE 600, SAN DIEGO Eric M. DeMarco, by Eva Yee, Attorney-In-Fact 12 Jan 2026 0001082440

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction KTOS Common Stock Options Exercise $0 +75,000 +11% $0.000000 762,116 09 Jan 2026 by trust F2, F4
transaction KTOS Common Stock Tax liability $2,340,006 -29,512 -3.9% $79.29 732,604 09 Jan 2026 by trust F3, F4, F5
holding KTOS Common Stock 62,203 09 Jan 2026 Direct F5, F6

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction KTOS Restricted Stock Units Options Exercise $0 -75,000 -100% $0.000000 0 09 Jan 2026 Common Stock 75,000 Direct F1, F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each restricted stock unit (RSU) represents a contingent right to receive one share of Issuer's common stock.
F2 RSUs were granted and previously reported on a Form 4 filed January 4, 2011, which were released after a 5-year deferral period after the vest date.
F3 Shares withheld in a net transaction to satisfy the tax liability, in accordance with Issuer's trading policies, in connection with shares released as reported in this Form 4.
F4 RSUs were granted to Reporting Person, and per Reporting Person's instructions, the common stock from such released RSUs were issued to Reporting Person's trust. Due to an administrative oversight, the reporting person's number of securities beneficially owned following the reported transaction in Item 5 of Table I in prior Form 4s was overstated by one share.
F5 In addition to the 732,604 shares and 62,203 shares reported in Column 5, as of Jan. 9, 2026, 1,137,500 deferred RSUs granted to Mr. DeMarco, representing non-qualified deferred compensation, have vested but remain subject to a previously agree to 5-year deferral period before issuance and release, which substantially all subject RSUs are scheduled to be released by January 2029. An additional 600,000 RSUs granted to Mr. DeMarco are currently unvested and will only vest upon achievement of applicable vesting terms described in our proxy statement on Schedule 14A filed with the SEC on April 4, 2025. In addition, 300,000 RSUs were granted January 3, 2026, where 150,000 RSUs vest ratably over a five-year period, and 150,000 RSUs are performance-based RSUS that vest when certain performance criteria are met (similar to the vesting terms described in the April 4, 2025 proxy statement). Each RSU represents a contingent right to receive one share of the Company's common stock.
F6 Includes 43,674 shares purchased through Issuer's Employee Stock Purchase Plan and approximately 18,529 shares held through Issuer's 401(k).