Kodiak Gas CEO reports tax share withholding

Kodiak Gas Services, Inc. President & CEO Robert Michael McKee reported a routine tax-withholding share disposition.

Accepted by SEC EDGAR 07/07/2026 - 04:14 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

Kodiak Gas Services, Inc. President & CEO Robert Michael McKee reported a routine tax-withholding share disposition. The company withheld 9,838 shares of Common Stock at $66.23 per share to satisfy tax obligations tied to vesting restricted shares, not an open-market sale.

After this event, McKee holds 304,597 shares of Common Stock directly. He also has 16,180 shares held indirectly through StarMac Investments, Ltd., and his current position includes 710 shares acquired since his last insider report through the company’s Employee Stock Purchase Plan.

Insider Trade Summary

Exercise Price or Tax Liability: 9,838 shares

Exercise Price or Tax Liability 1 txn

Insider McKee Robert Michael

Role President & CEO

Type	Security	Shares	Price	Value
Holding	Common Stock	--	--	--
Exercise Price or Tax Liability	Common Stock	9,838	$66.23	$652K

Holdings After Transaction: Common Stock — 304,597 shares (Direct); Common Stock — 16,180 shares (Indirect, By StarMac Investments, Ltd.)

Holdings Before and After: Common Stock, 314,435 to 304,597 shares (Direct)

Footnotes (2)

1. F1. Issuer withheld shares to satisfy the tax withholding obligations associated with the vesting of restricted shares.
2. F2. Includes 710 shares of Common Stock acquired since the Reporting Person's last Form 4 through participation in the Issuer's Employee Stock Purchase Plan.

Key Figures

Tax-withheld shares: 9,838 shares Withholding price: $66.23 per share Direct holdings after transaction: 304,597 shares +2 more

5 metrics

Tax-withheld shares 9,838 shares Common Stock withheld to satisfy tax obligations on vesting restricted shares

Withholding price $66.23 per share Price applied to the 9,838 tax-withheld shares of Common Stock

Direct holdings after transaction 304,597 shares Common Stock directly held by Robert McKee following the tax withholding

Indirect holdings via StarMac 16,180 shares Common Stock indirectly owned through StarMac Investments, Ltd.

Shares via ESPP 710 shares Common Stock acquired since last report through Employee Stock Purchase Plan

Key Terms

restricted shares, Employee Stock Purchase Plan, tax withholding obligations, indirect ownership, +1 more

5 terms

restricted shares financial

"Issuer withheld shares to satisfy the tax withholding obligations associated with the vesting of restricted shares."

Restricted shares are company stock that cannot be sold or transferred immediately because they are subject to legal or contractual limits, such as a required holding period or performance conditions. They matter to investors because these locked-up shares can affect a company’s available stock for trading, future dilution, and insider incentives—imagine a gift that can’t be cashed until certain conditions are met, which changes when and how much supply can suddenly enter the market.

Employee Stock Purchase Plan financial

"Includes 710 shares of Common Stock acquired since the Reporting Person's last Form 4 through participation in the Issuer's Employee Stock Purchase Plan."

An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.

tax withholding obligations financial

"Issuer withheld shares to satisfy the tax withholding obligations associated with the vesting of restricted shares."

indirect ownership financial

"Common Stock, total shares following transaction 16180.0000, indirect, nature of ownership By StarMac Investments, Ltd."

tax-withholding disposition financial

"transaction_action tax-withholding disposition, transaction_code_description Payment of exercise price or tax liability by delivering securities"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Kodiak Gas (KGS) CEO Robert McKee report?

Robert McKee reported a tax-withholding disposition of 9,838 Kodiak Gas common shares. The issuer withheld these shares at $66.23 each to cover tax obligations from vesting restricted stock, rather than McKee selling shares in the open market.

Was the Kodiak Gas (KGS) CEO’s 9,838-share transaction an open-market sale?

No, the 9,838-share event was a tax-withholding transaction, not an open-market sale. Kodiak Gas withheld shares at $66.23 to satisfy taxes on vesting restricted shares, so McKee did not choose to sell these shares into the market.

How many Kodiak Gas (KGS) shares does CEO Robert McKee hold after this filing?

Following the reported transaction, Robert McKee directly holds 304,597 shares of Kodiak Gas common stock. He also has 16,180 shares held indirectly through StarMac Investments, Ltd., and this total includes 710 shares acquired via the Employee Stock Purchase Plan.

What does the F transaction code mean in the Kodiak Gas (KGS) Form 4?

The F code indicates a tax-withholding disposition. In this case, 9,838 shares of Kodiak Gas common stock were delivered back to the issuer to pay taxes related to vesting restricted shares, rather than being voluntarily sold in the open market.

What is the significance of StarMac Investments, Ltd. in Kodiak Gas (KGS) CEO’s holdings?

StarMac Investments, Ltd. holds 16,180 shares of Kodiak Gas common stock indirectly for Robert McKee. The filing lists these shares as indirectly owned, separate from his 304,597 directly held shares, clarifying how his total economic interest is structured.

How did Kodiak Gas (KGS) CEO acquire additional shares through the Employee Stock Purchase Plan?

The filing notes that McKee’s holdings include 710 shares acquired since his last insider report via Kodiak Gas’s Employee Stock Purchase Plan. This plan allows employees to buy company shares, typically through payroll contributions at a favorable price.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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^*

McKee Robert Michael

(Last) (First) (Middle)

9950 WOODLOCH FOREST DRIVE

SUITE 1900

(Street)

THE WOODLANDS TEXAS 77380

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Kodiak Gas Services, Inc. [ KGS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President & CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/06/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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(1)	07/03/2026		F		9,838	D	$66.23	304,597(2)	D
Common Stock								16,180	I	By StarMac Investments, Ltd.

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. Issuer withheld shares to satisfy the tax withholding obligations associated with the vesting of restricted shares.

2. Includes 710 shares of Common Stock acquired since the Reporting Person's last Form 4 through participation in the Issuer's Employee Stock Purchase Plan.

	/s/ Jennifer LeGrand Howard, attorney-in-fact	07/07/2026
	** 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.
* Form 4: SEC 1474 (03-26)