SEC Form 4 · accession 0001509409-16-000011
KRATOS DEFENSE & SECURITY SOLUTIONS, INC. · KTOS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Phillip D Carrai
Officer — President, TTS Division
Period of report
Jan 3, 2016
Accepted (ET)
Jan 5, 2016 · 7:43 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001069258
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F4 | Jan 3, 2016 | M | 15,000 | $0.00 | A | 80,870 | D | |
| Common Stock | holding | — | — | — | 23,394 | I | by trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF3,F1 | — | Jan 3, 2016 | M | 15,000 | D | — | — | Common Stock | 15,000 | 0 | D |
| Restricted Stock UnitsF3,F2 | — | Jan 4, 2016 | A | 80,000 | A | — | — | Common Stock | 80,000 | 80,000 | D |
Explanation of responses
- F1Common Stock issued to reporting person pursuant to settlement of vested shares under Restricted Stock Unit (RSU) granted on January 3, 2011, which vest 100% on the five year anniversary of the date of grant, unless earlier vested pursuant to the terms of the RSU agreement.
- F240,000 RSUs vest 100% on the five year anniversary of the date of grant, unless earlier vested or terminated pursuant to the terms of the RSU agreement. The other 40,000 RSUs vest 20% upon each 10% increase in the closing market price of the Issuer's common stock measured from the RSU grant date through the 10-year anniversary of the RSU grant date, unless earlier vested or terminated pursuant to the terms of the RSU agreement.
- F3Each RSU represents a contingent right to receive one share of Issuer's common stock.
- F4Includes 11,277 shares purchased through Issuer's Employee Stock Purchase Plan and 11,820 shares held in Issuer's 401(k) Plan.