Kodiak Gas EVP Covers Taxes by Surrendering 2.2K Shares

Rhea-AI Filing Summary

Kodiak Gas Services, Inc. (KGS) has filed a Form 4 disclosing that Executive Vice President & Chief Accounting Officer Ewan William Hamilton had 2,214 common shares withheld on 07/03/2025 (Transaction Code F) at $33.81 per share to satisfy tax-withholding obligations triggered by the vesting of restricted stock.

Following the transaction, Hamilton’s direct ownership stands at 34,829 common shares. No open-market purchases or sales and no derivative transactions were reported, indicating this is a routine administrative entry rather than a discretionary insider trade. Consequently, the filing does not materially alter the executive’s equity exposure or provide a directional signal to investors.

Insights

Corporate Governance Analyst

TL;DR: Routine tax-withholding entry; negligible impact on insider ownership or investor outlook.

The Form 4 shows a compulsory share surrender to cover taxes on restricted-stock vesting. Because Transaction Code F denotes a non-discretionary disposal, the move is generally regarded as neutral for market sentiment. Hamilton still holds nearly 35 k shares, reflecting continued alignment with shareholders. No derivatives, sales for personal liquidity, or unusual timing cues are present. From a governance standpoint, the filing meets Section 16 requirements and raises no red flags.

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

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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^*

Hamilton Ewan William

(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 & Chief Accounting Officer

3. Date of Earliest Transaction (Month/Day/Year)
07/03/2025

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(1)	07/03/2025		F		2,214	D	$33.81	34,829	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.

	/s/ Kelly M. Battle, attorney-in-fact	07/07/2025
	** 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 did Kodiak Gas Services (KGS) report in the latest Form 4?

The company reported that EVP & CAO Ewan Hamilton surrendered 2,214 shares to cover tax obligations tied to RSU vesting.

At what price were the 2,214 KGS shares withheld?

The shares were valued at $33.81 each.

Why were Ewan Hamilton's KGS shares disposed of?

They were withheld by the issuer to satisfy tax-withholding requirements on vested restricted stock, per Transaction Code F.

How many KGS shares does Hamilton own after the transaction?

He directly owns 34,829 common shares.

Were any derivative securities involved in this Form 4 filing?

No. The filing lists no derivative securities acquired or disposed of.