KRATOS DEFENSE & SECURITY SOLUTIONS, INC. — Director's Dealing 2021

Jan 6, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KRATOS DEFENSE & SECURITY SOLUTIONS, INC. (KTOS)
CIK: 0001069258
Period of Report: 2021-01-03

Reporting Person: Goodwin Benjamin M. (SVP, Corp. Dev. & Gov. Affairs)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-01-03	Common Stock	M	2500	—	Acquired	13268	Direct
2021-01-03	Common Stock	F	1027	$27.43	Disposed	12241	Direct
2021-01-04	Common Stock	M	15000	—	Acquired	27241	Direct
2021-01-04	Common Stock	F	5343	$26.37	Disposed	21898	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-01-03	Restricted Stock Units	$	M	2500	Disposed		Common Stock (2500)	Direct
2021-01-04	Restricted Stock Units	$	M	15000	Disposed		Common Stock (15000)	Direct
2021-01-04	Restricted Stock Units	$	A	12500	Acquired		Common Stock (12500)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	13105	Indirect

Footnotes

F1: Each Restricted Stock Unit (RSU) represents a contingent right to receive one share of Issuer's common stock.

F2: RSUs were granted and previously reported on a Form 4 filed January 6, 2020, where 12,500 RSUs vest ratably on each of the first five anniversaries of the January 3, 2020 date of grant.

F3: RSUs were granted and previously reported on a Form 4 filed January 5, 2016, where 15,000 RSUs vest on January 4, 2021

F4: RSUs vest ratably on each of the first five anniversaries of the date of grant, unless earlier vested or terminated pursuant to the terms of the RSU agreement.

F5: Shares withheld in a net transaction to satisfy the minimum tax liability, in accordance with Issuer's trading policies, in connection with shares vested as reported in this Form 4.

F6: Includes 187 shares purchased through Issuer's Employee Stock Purchase Plan.