KELLOGG W K FOUNDATION TRUST - 11 Dec 2025 Form 4 Insider Report for KELLANOVA (K)

Reporting relationship: 10%+ Owner
Issuer ticker: K
Reported as of: 11 Dec 2025
Net transaction value: -$3,765,636,073
SEC form: 4
Accepted by SEC: 12 Dec 2025, 16:30:07 UTC
Prior SEC filing: 30 Sep 2025
Source filing: View source filing
Reporting owner signature: /s/ Craig R. Carberry, Associate General Counsel, The Northern Trust Company, as Corporate Trustee of the W.K. Kellogg Foundation Trust and signing for the W.K. Kellogg Foundation pursuant to a Power of Attorney dated...

Open signature details

/s/ Craig R. Carberry, Associate General Counsel, The Northern Trust Company, as Corporate Trustee of the W.K. Kellogg Foundation Trust and signing for the W.K. Kellogg Foundation pursuant to a Power of Attorney dated August 30, 2017

Key filing fact

KELLOGG W K FOUNDATION TRUST filed Form 4 for KELLANOVA (K) on 12 Dec 2025.

Key facts

This page summarizes KELLOGG W K FOUNDATION TRUST's Form 4 filing for KELLANOVA (K).
1 reported transaction and 0 derivative rows are listed below.
Accepted by SEC: 12 Dec 2025, 16:30.

Change

Previous filing in this sequence was filed on 30 Sep 2025.
Current net transaction value: -$3,765,636,073.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reporting Owners (2)

CIK 0001197921 Primary reporting owner

KELLOGG W K FOUNDATION TRUST

Relationship: 10%+ Owner
Address: ONE MICHIGAN AVENUE EAST, BATTLE CREEK
Signature: /s/ Craig R. Carberry, Associate General Counsel, The Northern Trust Company, as Corporate Trustee of the W.K. Kellogg Foundation Trust and signing for the W.K. Kellogg Foundation pursuant to a Power of Attorney dated August 30, 2017
Signature date: 12 Dec 2025

CIK 0001197916

KELLOGG W K FOUNDATION

Relationship: 10%+ Owner
Address: ONE MICHIGAN AVENUE EAST, BATTLE CREEK
Signature: /s/ Craig R. Carberry, Associate General Counsel, The Northern Trust Company, as Corporate Trustee of the W.K. Kellogg Foundation Trust and signing for the W.K. Kellogg Foundation pursuant to a Power of Attorney dated August 30, 2017
Signature date: 12 Dec 2025

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

K transaction

Common Stock

Sale

Transaction value: $3,765,636,073
Shares: -45,097,438
Change %: -100%
Price: $83.50
Shares after: 0
Date: 11 Dec 2025
Ownership: Direct
Footnotes: F1, F2

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

KELLOGG W K FOUNDATION TRUST is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 2 footnotes

Footnote F1

On December 11, 2025, pursuant to a certain Agreement and Plan of Merger, dated as of August 13, 2024, entered into by and among the Issuer, Acquiror 10VB8, LLC ("Acquiror"), Merger Sub 10VB8, LLC, a wholly owned subsidiary of Acquiror ("Merger Sub"), and, solely for the limited purposes specified in the Merger Agreement, Mars, Incorporated (the "Merger Agreement"), Merger Sub merged with and into the Issuer, with the Issuer surviving such merger as a wholly-owned subsidiary of Acquiror (the "Merger"). At the effective time of the Merger (the "Effective Time"), each share of Issuer common stock issued and outstanding immediately prior to the Effective Time (other than certain excluded shares) was cancelled and converted into the right to receive $83.50, in cash, without interest.

Footnote F2

These shares were owned by the W.K. Kellogg Foundation Trust (the "Trust") of which Steven A. Cahillane, La June Montgomery Tabron, Richard M. Tsoumas and The Northern Trust Company are Trustees with investment and voting power over the Issuer common stock held by the Trust, and the W.K. Kellogg Foundation is the sole beneficiary.