KRATOS DEFENSE & SECURITY SOLUTIONS, INC. — Director's Dealing 2016

Nov 28, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KRATOS DEFENSE & SECURITY SOLUTIONS, INC. (KTOS)
CIK: 0001069258
Period of Report: 2016-11-23

Reporting Person: CARANO BANDEL L (Director, 10% Owner)
Reporting Person: Oak Investment Partners XIII, Limited Partnership (10% Owner)
Reporting Person: OAK INVESTMENT PARTNERS X LTD PARTNERSHIP (10% Owner)
Reporting Person: OAK X AFFILIATES FUND LP (10% Owner)
Reporting Person: OAK INVESTMENT PARTNERS IX L P (10% Owner)
Reporting Person: OAK IX AFFILIATES FUND LP (10% Owner)
Reporting Person: OAK IX AFFILIATES FUND A LP (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-11-23	Common Stock	P	833000	$6.00	Acquired	13264443	Indirect

Footnotes

F1: The 13,264,443 shares of Common Stock are directly owned as follows:(i)11,000,000 shares directly owned by Oak Investment Partners XIII, Limited Partnership ("Oak XIII"), (ii)267,786 shares directly owned by Oak Investment Partners IX, Limited Partnership ("Oak IX"), (iii)2,853 shares directly owned by Oak IX Affiliates Fund, Limited Partnership ("Oak IX Affiliates"), (iv)6,427 shares directly owned by Oak IX Affiliates Fund-A, Limited Partnership ("Oak IX Affiliates-A"), (v)1,359,457 shares directly owned by Oak Investment Partners X, Limited Partnership ("Oak X") of which 819,839 shares were purchased pursuant to a public offering of the Issuer that closed on November 23, 2016, (vi)21,822 shares directly owned by Oak X Affiliates Fund, Limited Partnership of which 13,161 shares were purchased pursuant to a public offering of the Issuer that closed on November 23, 2016 ("Oak X Affiliates", together with Oak XIII, Oak IX, Oak IX Affiliates, Oak IX Affiliates-A, and Oak X, "Oak Funds").

F2: Continuation of Footnote 1 - (vii) 606,098 shares directly owned by Bandel L. Carano, a Director of Kratos Defense & Security Solutions, Inc. No other reporting person has any pecuniary interest in these shares.

F3: Mr. Carano a Managing Member of (i) Oak Associates XIII, LLC, the General Partner of Oak XIII, (ii) Oak Associates IX, LLC, the General Partner of Oak IX, (iii) Oak IX Affiliates, LLC, the General Partner of each of Oak IX Affiliates and Oak IX Affiliates-A, (iv) Oak Associates X, LLC, the General Partner of Oak X, and (v) Oak X Affiliates, LLC, the General Partner of Oak X Affiliates.