G. Zachary Gund - 15 May 2024 Form 4 Insider Report for WK Kellogg Co (KLG)

Role
Director
Signature
/s/ Gordon Paulson, Attorney-in-Fact
Issuer symbol
KLG
Transactions as of
15 May 2024
Net transactions value
+$34,987
Form type
4
Filing time
17 May 2024, 16:59:09 UTC
Previous filing
15 May 2024
Next filing
14 Aug 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction KLG Common Stock Award $0 +6,699 +32% $0.000000 27,515 15 May 2024 Direct F1
holding KLG Common Stock 6,218 15 May 2024 Held in Trust
holding KLG Common Stock 914 15 May 2024 See footnote F2
holding KLG Common Stock 2,300 15 May 2024 See footnote F3
holding KLG Common Stock 404,750 15 May 2024 See footnote F4

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 KLG Deferred Stock Units Award $34,987 +1,674 +71% $20.90 4,024 15 May 2024 Common Stock 1,674 Direct F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents shares of Issuer common stock granted to the Reporting Person under the Amended and Restated WK Kellogg Co 2023 Long-Term Incentive Plan pursuant to the non-employee director compensation program of the Issuer. Shares granted under by the Issuer under the non-employee director compensation program are automatically deferred and distributable to the Reporting Person or his beneficiary only upon the "separation of service" of the Reporting Person from 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.
F5 Represents deferred stock units granted under the WK Kellogg Co 2023 Long-Term Incentive Plan pursuant to an election made by the Reporting Person under the Issuer non-employee director compensation program. Each deferred stock unit is the economic equivalent of one share of the common stock of the Issuer (Common Stock). The deferred stock units are payable in shares of Common Stock, either in a lump sum or in ten annual installments, commencing on the date on which the the service of the Reporting Person as a Director terminates.