Item 5. Other Information
Item 5. Other Information
During the three months ended June 30, 2026, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.
Item 6. Exhibits
See the index to exhibits immediately preceding the signature page to this report.
40
Index
Exhibits Index
Incorporated by Reference
Exhibit Number Exhibit Description Filed
Herewith Furnished
Herewith
Form Period
Ended Exhibit Filing
Date File Number
3.1
Second Amended and Restated Certificate of Incorporation of Knife River Corporation
8-K 3.1 5/28/25 1-41642
3.2
Second Amended and Restated Bylaws of Knife River Corporation
8-K 3.2 5/28/25 1-41642
4.1 Fourth Supplemental Indenture, dated as of April 20, 2026, by and among the parties that are signatories hereto as Guarantors, Knife River Corporation and U.S. Bank Trust Company, National Association
X
4.2 Second Amendment, dated as of May 15, 2026, among Knife River Corporation, as borrower, the guarantors party thereto, the lenders and other parties party thereto, and JPMorgan Chase Bank, N.A., as administrative agent
8-K 10.1 5/18/26 1-41642
10.1+
Knife River Corporation Director Compensation Policy, as amended May 20, 2026
X
10.2+
Offer Letter, dated May 20, 2026, between Knife River Corporation and Peggy S. Rebstock
8-K 10.1 5/21/26 1-41642
31.1
Certification of Chief Executive Officer filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
X
31.2
Certification of Chief Financial Officer filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
X
32 Certification of Chief Executive Officer and Chief Financial Officer furnished pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
X
95 Mine Safety Disclosures
X
101.INS XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
101.SCH XBRL Taxonomy Extension Schema Document
101.CAL XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF XBRL Taxonomy Extension Definition Linkbase Document
101.LAB XBRL Taxonomy Extension Label Linkbase Document
101.PRE XBRL Taxonomy Extension Presentation Linkbase Document
104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
+ Management contract, compensatory plan or arrangement.
41
Index
Signatures
Pursuant to the requirements of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Knife River Corporation
DATE: August 4, 2026 BY: /s/ Nathan W. Ring
Nathan W. Ring
Vice President and Chief Financial Officer
BY: /s/ Peggy S. Rebstock
Peggy S. Rebstock
Vice President, Chief Accounting Officer and Controller
42
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.