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Kellanova (K) 鈥� Form 4 insider transaction

On 07/28/2025 the W.K. Kellogg Foundation Trust, a designated 10 % owner, sold 114,583 common shares of Kellanova at an average price of $79.7883, raising about $9.1 million. After the sale the Trust still controls 45,555,786 shares, so the disposition reduced its position by roughly 0.25 %. The trade was executed under a Rule 10b5-1 plan adopted 05/07/2024, implying it was pre-programmed rather than opportunistic.

No derivative securities were reported and no other insiders filed concurrent transactions. Given the Trust鈥檚 large residual stake, the sale appears routine portfolio management and does not meaningfully alter Kellanova鈥檚 insider ownership profile.

SEC Form 4 filing: On 07/07/2025, the W.K. Kellogg Foundation Trust, a designated 10 % beneficial owner of Kellanova (ticker: K), disclosed the sale of 114,583 shares of Kellanova common stock at an average price of $79.6789 per share.

Following the disposition, the Trust continues to hold 45,899,535 shares, indicating the transaction reduced its position by roughly 0.25 %. The filing states that these trades were executed under pre-arranged Rule 10b5-1(c) instructions established on 05/07/2024, which limits the possibility of opportunistic trading based on material non-public information.

• The Trust remains one of Kellanova鈥檚 largest shareholders, preserving substantial alignment with other investors.
• No derivative securities were reported, and there were no new option grants or exercises.
• No other insiders or trustees disclosed concurrent transactions in this filing.

Investment take-away: The sale is relatively small versus the Trust鈥檚 overall stake, but continues a pattern of periodic share disposals. Because it was executed within a 10b5-1 plan, the signal is generally neutral to mildly negative rather than an overt bearish indicator. Investors may nonetheless monitor future filings to determine if selling volume accelerates.

Form 144 filing for Kellanova (NYSE: K) discloses that the W.K. Kellogg Foundation Trust intends to sell 458,332 common shares through BofA Securities on or about 7 July 2025. At the stated aggregate market value of $36.52 million, the implied price is roughly $79.66 per share. Kellanova reports 346.94 million shares outstanding, so the planned sale equals only 0.13 % of shares outstanding.

The Trust has been an active seller: the filing lists 12 separate sales during the past three months, each of 114,583 shares, totalling 1,374,996 shares for 鈮�$112.06 million in gross proceeds. Adding the proposed sale raises the Trust鈥檚 disclosed 4-month liquidation to roughly 1.83 million shares, or 0.53 % of current float.

Because the Trust is a long-time, non-management holder, the disposition appears to be part of an ongoing diversification/liquidity strategy rather than a management-driven signal. Nevertheless, sustained insider-related supply can create a share-price overhang, especially if market volumes are thin. Investors should monitor:

• Whether additional Form 144 notices follow, indicating continued systematic selling.
• The execution price relative to market; a large block at a discount could pressure near-term trading.
• Any concurrent disclosures that might alter the fundamental outlook (earnings, guidance, buybacks).

The filing contains no new operational or financial information about Kellanova and does not alter its publicly reported fundamentals, but it does provide insight into near-term share-supply dynamics.