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[Form 4] SITIME Corp Insider Trading Activity

Filing Impact
(High)
Filing Sentiment
(Very Negative)
Form Type
4
Rhea-AI Filing Summary

SITIME Corp (SITM) insider MegaChips Corporation, through its CEO Tetsuo Hikawa, reported a significant stock sale. On 11/20/2025, the reporting person, identified as a director and 10% owner of SITIME, sold 400,000 shares of common stock in a single transaction coded "S" (sale) at a price of $255.6 per share.

After this transaction, the reporting person beneficially owned 3,420,000 shares of SITIME common stock, held in direct ownership form. The filing indicates the form was filed by one reporting person and includes an option to flag transactions made under a Rule 10b5-1 trading plan, although the excerpt does not show that box as checked.

Positive
  • None.
Negative
  • None.

Insights

Large insider sale by a 10% owner and director, reducing but not exiting a substantial common stock position.

The filing reports that **MegaChips Corporation’s CEO, Tetsuo Hikawa**, as reporting person and a **director** of **SiTime Corp (SITM)** and a **10% owner**, sold **400,000 shares of common stock** on 11/20/2025. The transaction code is “S,” which indicates an open-market or private sale of non-derivative securities. The reported sale price is $255.6 per share, making this a sizable disposition in absolute terms.

After this transaction, the reporting person beneficially owns **3,420,000 shares** of SiTime common stock in direct form. That means the position decreased from 3,820,000 shares before the sale but remains very large for a single holder. The form does not indicate any derivative security activity in Table II, so the reported change is entirely in common stock.

This kind of Form 4 is relevant because it discloses a material change in holdings by a major shareholder and board member. The sale date of 11/20/2025 and filing date of 11/21/2025 give a clear recent timeline. Going forward, any additional Form 4 filings from this holder, especially further sizeable sales or a shift to indirect ownership structures, would be key items to watch over the coming quarters.

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*
MEGACHIPS CORP /FI

(Last) (First) (Middle)
1-1-1 MIYAHARA, YODOGAWA-KU

(Street)
OSAKA M0 0

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
SITIME Corp [ SITM ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
11/20/2025
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 11/20/2025 S 400,000 D $255.6 3,420,000 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:
/s/ Tetsuo Hikawa, CEO of MegaChips Corporation 11/21/2025
** 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 insider transaction did SITIME Corp (SITM) disclose in this Form 4?

The filing reports that an insider sold 400,000 shares of SITIME common stock on 11/20/2025 in a transaction coded "S" for sale.

Who is the reporting person in the SITIME (SITM) Form 4 filing?

The reporting person is MegaChips Corporation, with the Form 4 signed by /s/ Tetsuo Hikawa, CEO of MegaChips Corporation, indicating its role in the transaction.

At what price were the SITIME (SITM) shares sold in this insider transaction?

The 400,000 shares of SITIME common stock were sold at a price of $255.6 per share, as disclosed in the transaction table.

How many SITIME (SITM) shares does the insider own after the reported sale?

Following the reported sale, the insider beneficially owns 3,420,000 shares of SITIME common stock, reported as held in direct ownership form.

What is the relationship of the reporting person to SITIME Corp (SITM)?

The reporting person is identified as a director and 10% owner of SITIME Corp, reflecting both a governance role and a significant ownership stake.

Does the SITIME (SITM) Form 4 mention a Rule 10b5-1 trading plan?

The form includes a checkbox for trades made under a Rule 10b5-1(c) trading plan, but the excerpt does not indicate that this box is checked for the reported transaction.

SITIME CORP

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