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Kodiak Gas (KGS) EVP stock withheld to cover tax on vested shares

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

Rhea-AI Filing Summary

Kodiak Gas Services, Inc. executive Ewan William Hamilton, EVP & Chief Accounting Officer, reported a tax-related share disposition. The issuer withheld 2,214 shares of common stock at $66.23 per share to satisfy tax withholding obligations tied to vesting of restricted shares. After this non‑market transaction, Hamilton directly holds 29,403 common shares.

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Insider Hamilton Ewan William
Role EVP & Chief Accounting Officer
Type Security Shares Price Value
Tax Withholding Common Stock 2,214 $66.23 $147K
Holdings After Transaction: Common Stock — 29,403 shares (Direct, null)
Footnotes (1)
  1. [object Object]
Shares withheld for taxes 2,214 shares Tax withholding on vesting of restricted shares
Withholding price per share $66.23 per share Value used for tax-withholding disposition
Shares held after transaction 29,403 shares Direct common stock ownership following withholding
Transaction code F Payment of tax liability by delivering securities
tax withholding obligations financial
"Issuer withheld shares to satisfy the tax withholding obligations associated with the vesting of restricted shares."
restricted shares financial
"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.
Common Stock financial
"security_title": "Common Stock""
Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.
Form 4 regulatory
"INSIDER FILING DATA (Form 4):"
Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.
transaction code F regulatory
"transaction_code": "F""
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FAQ

What insider transaction did Kodiak Gas Services (KGS) report for Ewan William Hamilton?

Kodiak Gas Services reported that EVP & Chief Accounting Officer Ewan William Hamilton had 2,214 common shares withheld by the issuer. The shares were withheld to satisfy tax obligations arising from the vesting of restricted shares, rather than sold in the open market.

How many Kodiak Gas Services (KGS) shares were withheld for taxes in this Form 4?

The filing shows 2,214 common shares were withheld at a price of $66.23 per share. This withholding covered tax liabilities associated with the vesting of restricted shares, a common mechanism for handling equity-based compensation tax obligations.

Did the Kodiak Gas Services (KGS) EVP sell shares in the open market?

The Form 4 indicates no open-market sale occurred. Instead, 2,214 shares were disposed of through issuer withholding, coded as an F transaction, to pay tax withholding obligations linked to restricted share vesting, which is a compensation-related administrative event.

How many Kodiak Gas Services (KGS) shares does the EVP hold after this transaction?

After the tax-withholding disposition, EVP & Chief Accounting Officer Ewan William Hamilton directly holds 29,403 common shares. This figure reflects his position following the issuer’s withholding of 2,214 shares to cover the tax obligations on vested restricted shares.

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

Transaction code F represents payment of an exercise price or tax liability by delivering securities. In this case, the issuer withheld 2,214 shares to satisfy tax withholding obligations tied to restricted share vesting, rather than executing a traditional market sale.
SEC Form 4
FORM 4UNITED 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*
Hamilton Ewan William

(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP & Chief Accounting Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/06/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock(1)07/06/2026F2,214D$66.2329,403D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Issuer withheld shares to satisfy the tax withholding obligations associated with the vesting of restricted shares.
/s/ Jennifer LeGrand Howard, attorney-in-fact07/07/2026
** Signature of Reporting PersonDate
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)