KORN FERRY — Director's Dealing 2020

Jul 14, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KORN FERRY (KFY)
CIK: 0000056679
Period of Report: 2020-07-13

Reporting Person: MULROONEY BYRNE K (CEO-RPO, Pro. Srch. & Dig.)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-07-13	Common Stock, par value $0.01 per share	A	14130	$0.00	Disposed	200553	Direct
2020-07-13	Common Stock, par value $0.01 per share	F	7006	$28.10	Disposed	193547	Direct
2020-07-13	Common Stock, par value $0.01 per share	F	1448	$28.10	Disposed	192099	Direct
2020-07-13	Common Stock, par value $0.01 per share	S	6000	$27.5772	Disposed	186099	Direct

Footnotes

F1: Acquired upon the settlement of Relative TSR performance units granted on July 12, 2017 under the Korn Ferry Third Amended and Restated 2008 Stock Incentive Plan as a result of the satisfaction of the performance criteria underlying the award.

F2: Granted as compensation for services.

F3: Represents a reduction in shares to satisfy the tax withholding obligations of the Issuer with respect to the settlement, on July 13, 2020, of 14,130 Relative TSR performance units, as described in footnote (1) above.

F4: Represents a reduction in shares to satisfy the tax withholding obligations of the Issuer with respect to the vesting, on July 13, 2020, of 2,920 shares of restricted stock held by the Reporting Person.

F5: This transaction was executed in multiple trades at prices ranging from $27.54 to $27.61. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.