KFORCE INC — Director's Dealing 2019

Mar 15, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KFORCE INC (KFRC)
CIK: 0000930420
Period of Report: 2019-03-15

Reporting Person: Dunwoody Ann E. (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-03-15	Common Stock	M	4589	—	Acquired	10004	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-03-15	Restricted Stock Units	$	M	4589	Disposed		Common Stock (4589.0)	Direct

Footnotes

F1: These shares were issued and distributed to the Reporting Person due to the settlement of RSUs on March 15, 2019.

F2: The Restricted Stock Units ("RSUs") were granted under the Company's 2017 Stock Incentive Plan ("Plan") in consideration of the Reporting Person's service as a director. Each RSU represents a contingent right to receive one share of Kforce Inc. common stock at settlement. The number of RSUs includes additional RSUs received as dividend equivalent rights when dividends are paid on Kforce Inc. common stock.

F3: The RSUs vest as follows: 4,405 granted on 4/28/2017, as well as additional units received as dividend equivalent rights, that vested on 4/28/2018; and 3,717 units granted on 4/27/2018, as well as additional units received as dividend equivalent rights, that will vest on 4/27/2019. Once vested, RSUs are subject to deferral as elected by the reporting person under the Kforce Inc. Director's Restricted Stock Unit Deferral Plan.