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: 2021-06-28

Reporting Person: BURNISON GARY D (Director, CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-06-28	Common Stock, par value $0.01 per share	S	118	$72.50	Disposed	317978	Direct
2021-07-08	Common Stock, par value $0.01 per share	F	25270	$66.93	Disposed	292258	Direct
2021-07-09	Common Stock, par value $0.01 per share	A	47960	$0.00	Acquired	340218	Direct
2021-07-09	Common Stock, par value $0.01 per share	F	23779	$69.02	Disposed	316439	Direct
2021-07-09	Common Stock, par value $0.01 per share	F	12130	$69.02	Disposed	304309	Direct
2021-07-09	Common Stock, par value $0.01 per share	A	26080	$0.00	Acquired	330369	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 51,875 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 2008 Stock Incentive Plan as a result of the satisfaction of the performance 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 47,960 Relative 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 24,462 shares of restricted stock held by the Reporting Person.

F6: Represents restricted stock that vests in four equal annual installments commencing on July 9, 2022.