KORN FERRY — Director's Dealing 2021

Jul 12, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KORN FERRY (KFY)
CIK: 0000056679
Period of Report: 2021-07-08

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-07-08	Common Stock, par value $0.01 per share	F	15006	$66.93	Disposed	119593	Direct
2021-07-09	Common Stock, par value $0.01 per share	A	14570	$0.00	Acquired	134163	Direct
2021-07-09	Common Stock, par value $0.01 per share	F	7224	$69.02	Disposed	126939	Direct
2021-07-09	Common Stock, par value $0.01 per share	F	3414	$69.02	Disposed	123525	Direct
2021-07-09	Common Stock, par value $0.01 per share	S	10681	$68.4089	Disposed	112844	Direct
2021-07-09	Common Stock, par value $0.01 per share	A	7820	$0.00	Acquired	120644	Direct

Footnotes

F1: Represents a reduction in shares to satisfy the tax withholding obligations of the Issuer with respect to the vesting, on July 8, 2021, of 30,264 shares of restricted stock held by the Reporting Person.

F2: Acquired upon the settlement of Relative TSR performance units granted on July 9, 2018 under the Korn Ferry Third Amended and Restated 2018 Stock Incentvie Plan as a result of the satisfaction of the criteria underlying the award.

F3: Granted as compensation for services.

F4: Represents a reduction in shares to satisfy the tax withholding obligations of the Issuer with respect to the settlement, on July 9, 2021, of 14,570 Relatvie TSR performance units described in footnote (2) above.

F5: Represents a reduction in shares to satisfy the tax withholding obligations of the Issuer with respect to the vesting, on July 9, 2021, of 6,884 shares of restricted stock held by the Reporting Person.

F6: Sales of shares purusant to Rule 10b5-1 trading plan.

F7: This transaction was executed in multiple trades at prices ranging from $68.17 to $68.75. 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.

F8: Represents restricted stock that vests in four equal annual installments commencing on July 9, 2022.