SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* SMITH RICHARD STANLEY JR (Last) (First) (Middle) C/O KAMAN CORPORATION 1332 BLUE HILLS AVENUE (Street) BLOOMFIELD CT 06002 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol KAMAN Corp [ KAMN ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) SVP GEN COUNSEL & SECRETARY
	3. Date of Earliest Transaction (Month/Day/Year) 02/20/2024
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person
	Rule 10b5-1(c) Transaction Indication Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Kaman Common Stock	02/20/2024		A		4,950(1)	A	$0.00	33,968	D
Kaman Common Stock	02/20/2024		M		789(2)	A	$45.28	34,757	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Performance-Based Restricted Stock Unit	$0.00	02/20/2024		A		4,950		(3)	12/31/2026	Kaman Common Stock	4,950	$0.00	4,950	D
Performance-Based Restricted Stock Unit	$0.00	02/20/2024		M			789	(2)	12/31/2023	Kaman Corporation	789	$0.00	0.00	D
Performance-Based Restricted Stock Unit	$0.00							(4)	12/31/2025	Kaman Common Stock	12,995		12,995	D
Performance-Based Restricted Stock Unit	$0.00							(5)	12/31/2024	Kaman Common Stock	2,120		2,120	D
Stock Options (Right to buy)	$64.48							(6)	02/17/2030	Kaman Common Stock	7,635		7,635	D
Stock Options (Right to buy)	$61.02							(6)	02/18/2029	Kaman Common Stock	7,045		7,045	D
Stock Options (Right to buy)	$62.46							(6)	02/20/2028	Kaman Common Stock	7,575		7,575	D
Stock Options (Right to buy)	$51.97							(6)	02/17/2027	Kaman Common Stock	8,430		8,430	D
Stock Options (Right to buy)	$42.86							(6)	02/23/2026	Kaman Common Stock	8,095		8,095	D
Stock Options (Right to buy)	$39.54							(6)	02/17/2025	Kaman Common Stock	4,310		4,310	D

Explanation of Responses:

1. Represents a restricted stock award granted under the Kaman Corporation Second Amended and Restated 2013 Management Incentive Plan, a Rule 16b-3 qualified plan. Restrictions lapse at the rate of 33 1/3% per year, beginning March 1 of the year following the grant date.

2. Represents the settlement of performance-based restricted share units ("PSUs") under the Kaman Corporation Amended and Restated 2013 Management Incentive Plan, a Rule 16b-3 qualified plan. The number of PSUs was previously reported as 1,450 at 100% target and the amount herein reflects the final number of PSUs earned based on ROIC and relative TSR performance over the three-year performance period ending on December 31, 2023.

3. Represents PSUs granted under the Kaman Corporation Second Amended and Restated 2013 Management Incentive Plan, a Rule 16b-3 qualified plan. Each PSU represents a contingent right to receive one share of the common stock, par value $1.00 per share, of the Company. The number of PSUs that may be earned is between 0% and 200% of the target number of PSUs and shall vest based on ROIC and relative TSR performance over the three-year performance period ending on December 31, 2026. The indicated number of PSUs assumes 100% vesting at target. The actual number of shares issued in settlement of the PSUs may be more or less than the indicated number.

4. Represents PSUs granted under the Kaman Corporation Amended and Restated 2013 Management Incentive Plan, a Rule 16b-3 qualified plan. Each PSU represents a contingent right to receive one share of the common stock, par value $1.00 per share, of the Company. The number of PSUs that may be earned is between 0% and 200% of the target number of PSUs and shall vest based on ROIC and relative TSR performance over the three-year performance period ending on December 31, 2025. The indicated number of PSUs assumes 100% vesting at target. The actual number of shares issued in settlement of the PSUs may be more or less than the indicated number.

5. Represents PSUs granted under the Kaman Corporation Amended and Restated 2013 Management Incentive Plan, a Rule 16b-3 qualified plan. Each PSU represents a contingent right to receive one share of the common stock, par value $1.00 per share, of the Company. The number of PSUs that may be earned is between 0% and 200% of the target number of PSUs and shall vest based on ROIC and relative TSR performance over the three-year performance period ending on December 31, 2024. The indicated number of PSUs assumes 100% vesting at target. The actual number of shares issued in settlement of the PSUs may be more or less than the indicated number.

6. Exercisable at the rate of 20% per year, generally beginning one year after grant date; expires ten (10) years after grant. All options are issued under the Corporation's 16b-3 qualified stock incentive plans. The Plans include a feature which permits the exercise price for an option to be paid by withholding a portion of the shares otherwise issuable upon exercise.

Remarks:

	/s/ Richard S. Smith, Jr.	02/21/2024
	** Signature of Reporting Person	Date
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* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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