G. Zachary Gund - Feb 23, 2024 Form 4 Insider Report for WK Kellogg Co (KLG)

Role
Director
Signature
/s/ Gordon Paulson, Attorney-in-Fact
Stock symbol
KLG
Transactions as of
Feb 23, 2024
Transactions value $
$3,329
Form type
4
Date filed
6/18/2024, 05:55 PM
Previous filing
Feb 20, 2024
Next filing
Mar 19, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction KLG Common Stock Other $0 +7.66K +838.07% $0.00 8.57K Feb 23, 2024 See footnote F1, F2
transaction KLG Common Stock Other $0 -52.5K -12.97% $0.00 352K Feb 23, 2024 See footnote F1, F3
holding KLG Common Stock 27.5K Feb 23, 2024 Direct
holding KLG Common Stock 6.22K Feb 23, 2024 Held in Trust
holding KLG Common Stock 2.3K Feb 23, 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 $644 +36.1 +0.9% $17.82 4.06K Jun 14, 2024 Common Stock 36.1 Direct F5
transaction KLG Phantom Stock Award $2.69K +151 +67.72% $17.75 375 Jun 17, 2024 Common Stock 151 Direct F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents 52,500 shares of the common stock of the Issuer (Common Stock) distributed by a family partnership on a pro rata basis to its limited partners, including 7,660 shares to a trust held for the benefit of the Reporting Person and certain members of his family.
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 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.
F4 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.
F5 Represents additional deferred stock units granted under the WK Kellogg Co 2023 Long-Term Incentive Plan in connection with the dividend paid on shares of the WK Kellogg Co common stock (Common Stock). Each deferred stock unit is the economic equivalent of one share of 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 service of the Reporting Person as a Director terminates.
F6 Represents shares of the WK Kellogg Co common stock acquired for the benefit of the Reporting Person under the WK Kellogg Co non-employee director compensation program in connection with a cash dividend paid on shares of the common stock. Each share of phantom stock is the economic equivalent of one share of the WK Kellogg Co common stock. The shares become distributable to the Reporting Person or their beneficiary only upon the Separation of Service (within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended) of the Reporting Person from the Issuer.