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GCT Semiconductor (GCTS) director receives 22,916 RSUs vesting in 2026

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

GCT Semiconductor Holding, Inc. reported that a Class I director received an equity award of 22,916 restricted stock units (RSUs) of common stock on December 31, 2025 under the company’s 2024 Omnibus Incentive Compensation Plan. Each RSU represents one share of common stock, with no cash price on grant. The quarterly award size is based on dividing $27,500 by the fair market value per share; for this grant, the fair market value was $1.20 on December 31, 2025, resulting in 22,916 RSUs after rounding down. The RSUs are scheduled to vest on March 31, 2026, subject to continued service. Following this grant, the director beneficially owned 101,520 shares of common stock.

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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).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Chan Nelson

(Last) (First) (Middle)
C/O GCT SEMICONDUCTOR HOLDING, INC.
2290 NORTH 1ST STREET, SUITE 201

(Street)
SAN JOSE CA 95131

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
GCT Semiconductor Holding, Inc. [ GCTS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) X Other (specify below)
Class I Director
3. Date of Earliest Transaction (Month/Day/Year)
12/31/2025
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
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
Common Stock 12/31/2025 A 22,916(1)(2)(3)(4) A $0 101,520 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
Explanation of Responses:
1. Represents Restricted Stock Units ("RSUs") acquired pursuant to the terms of the GCT Semiconductor Holding, Inc. (the "Issuer") GCT 2024 Omnibus Incentive Compensation Plan. Each RSU represents the right to receive one share of common stock, par value $0.0001 per share ("Common Stock") of the Issuer following vesting.
2. The number of shares subject to and issuable under the award is determined on the last day of each calendar quarter during the period April 1, 2025 through March 31, 2026 (beginning with the quarter ending June 30, 2025) by dividing $27,500 by the fair market value per share of Common Stock, which was determined to be $1.20 on December 31, 2025, rounded down to the nearest whole share.
3. The RSUs will vest on March 31, 2026, subject to continued service through such date.
4. No expiration date is applicable to restricted stock units.
/s/ Edmond Cheng, attorney-in-fact 01/05/2026
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did GCT Semiconductor Holding, Inc. (GCTS) report?

GCT Semiconductor Holding, Inc. reported that a Class I director received an equity grant of 22,916 restricted stock units (RSUs) of common stock on December 31, 2025 under the company’s 2024 Omnibus Incentive Compensation Plan.

How were the 22,916 RSUs for the GCT Semiconductor (GCTS) director calculated?

The number of RSUs is determined on the last day of each calendar quarter from April 1, 2025 through March 31, 2026 by dividing $27,500 by the fair market value per share of common stock. For the quarter ended December 31, 2025, the fair market value was $1.20 per share, which produced 22,916 RSUs after rounding down.

When do the reported RSUs for the GCT Semiconductor (GCTS) director vest?

The RSUs granted to the director are scheduled to vest on March 31, 2026, and vesting is subject to the director’s continued service through that date.

What does each RSU represent in the GCT Semiconductor (GCTS) equity award?

Each restricted stock unit in this award represents the right to receive one share of GCT Semiconductor Holding, Inc. common stock, par value $0.0001 per share, following vesting.

Did the GCT Semiconductor (GCTS) director pay a price for the RSUs?

No cash price was paid for the RSUs. The Form 4 shows the transaction price as $0 for the 22,916 restricted stock units granted to the director.

How many GCT Semiconductor (GCTS) shares does the director own after this RSU grant?

After the reported RSU grant, the director beneficially owned 101,520 shares of GCT Semiconductor Holding, Inc. common stock, held in direct ownership.

GCT Semiconductor Holding, Inc.

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