Kodiak Gas Services (KGS) EVP & CHRO reports 974-share tax withholding

Rhea-AI Filing Summary

Kodiak Gas Services, Inc. executive Cory Anne Roclawski, EVP & CHRO, reported an automatic share withholding related to equity compensation. On January 5, 2026, the issuer withheld 974 shares of Common Stock at a price of $36.54 per share to cover tax obligations arising from the vesting of restricted shares. After this tax withholding, Roclawski beneficially owns 42,992 shares of Kodiak Gas Services common stock. This total includes 194 shares acquired since the last Form 4 through participation in the company’s Employee Stock Purchase Plan.

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

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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^*

Roclawski Cory Anne

(Last) (First) (Middle)

9950 WOODLOCH FOREST DRIVE

SUITE 1900

(Street)

THE WOODLANDS TX 77380

(City) (State) (Zip)

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

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP & CHRO

3. Date of Earliest Transaction (Month/Day/Year)
01/05/2026

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(1)	01/05/2026		F		974	D	$36.54	42,992(2)	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. Issuer withheld shares to satisfy the tax withholding obligations associated with the vesting of restricted shares.

2. Includes 194 shares of Common Stock acquired since the Reporting Person's last Form 4 through participation in the Issuer's Employee Stock Purchase Plan.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Jennifer LeGrand Howard, attorney-in-fact	01/07/2026
	** 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.
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FAQ

What insider transaction did Kodiak Gas Services (KGS) report for Cory Anne Roclawski?

The company reported that Cory Anne Roclawski, EVP & CHRO, had 974 shares of Common Stock withheld by the issuer on January 5, 2026 to satisfy tax withholding obligations tied to the vesting of restricted shares.

Was the Kodiak Gas Services (KGS) Form 4 transaction an open-market sale?

No. The footnotes state the issuer withheld shares to satisfy tax withholding obligations from restricted share vesting, which is different from a discretionary open-market sale.

How many Kodiak Gas Services (KGS) shares does Cory Anne Roclawski own after this transaction?

Following the reported tax withholding transaction, Cory Anne Roclawski beneficially owns 42,992 shares of Common Stock.

At what price were the withheld Kodiak Gas Services (KGS) shares valued?

The 974 withheld shares were valued at $36.54 per share for purposes of the reported transaction.

Does the Form 4 mention shares acquired through an employee stock purchase plan at Kodiak Gas Services (KGS)?

Yes. A footnote explains that the reported holdings include 194 shares of Common Stock acquired since the last Form 4 through participation in the issuer’s Employee Stock Purchase Plan.

What is Cory Anne Roclawski’s role at Kodiak Gas Services (KGS)?

Cory Anne Roclawski is reported as an officer of Kodiak Gas Services with the title EVP & CHRO.