Kodiak Gas Services (KGS) EVP reports tax withholding of vested shares

Rhea-AI Filing Summary

Kodiak Gas Services, Inc. executive reports tax-related share withholding

Hamilton Ewan William, EVP & Chief Accounting Officer of Kodiak Gas Services, Inc. (KGS), reported a routine share withholding tied 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. Following this transaction, William beneficially owned 33,855 shares of Kodiak Gas Services common stock in direct ownership. The filing characterizes the event as an administrative tax withholding rather than an open-market trade.

Insights

Equity compensation & insider transactions analyst

Routine tax withholding on vested shares; no open-market sale.

The report shows Kodiak Gas Services executive Hamilton Ewan William had 974 common shares withheld on January 5, 2026. The Form 4 uses transaction code F, and the footnote explains the issuer withheld these shares to satisfy tax obligations from the vesting of restricted stock.

This means the shares were not sold in the open market; they were retained by the issuer to cover taxes due on the vesting event. After the withholding, William directly beneficially owns 33,855 Kodiak Gas Services common shares, indicating continued equity exposure aligned with shareholders.

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)
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	33,855	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.

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.
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

Who is the insider in the latest Kodiak Gas Services (KGS) Form 4 filing?

The insider is Hamilton Ewan William, who serves as EVP & Chief Accounting Officer of Kodiak Gas Services, Inc..

What transaction did Hamilton Ewan William report for Kodiak Gas Services (KGS) on January 5, 2026?

On January 5, 2026, he reported a transaction coded F, in which 974 shares of common stock were withheld by the issuer to cover tax obligations from the vesting of restricted shares.

At what price were the Kodiak Gas Services (KGS) shares withheld in the Form 4 transaction?

The issuer withheld 974 common shares at a price of $36.54 per share in the tax-withholding transaction.

How many Kodiak Gas Services (KGS) shares does Hamilton Ewan William own after the reported transaction?

Following the tax-related withholding, Hamilton Ewan William beneficially owns 33,855 shares of Kodiak Gas Services common stock in direct ownership.

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

No. The Form 4 footnote states the issuer withheld shares to satisfy tax withholding obligations associated with the vesting of restricted shares, rather than an open-market sale initiated by the executive.

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

Transaction code "F" indicates payment of tax liability by delivering or withholding securities, here reflecting shares withheld by the issuer upon restricted stock vesting.