Every 8-K that SkyWater Technology, Inc. (SKYT) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow SKYT and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full SKYT filings page.
SkyWater Technology completed its previously announced merger with IonQ, Inc. on July 31, 2026. A two-step structure left the business operating as SkyWater Technology, LLC, a wholly-owned subsidiary of IonQ, with IonQ beneficially owning 100% of the surviving entity’s equity interests.
At the effective time, each outstanding share of SkyWater common stock (other than excluded and appraisal shares) was cancelled and converted into the right to receive $15.00 in cash plus 0.4883 shares of IonQ common stock, with cash paid in lieu of fractional IonQ shares. Former SkyWater stockholders ceased to have rights as stockholders other than the right to receive this merger consideration.
On closing, SkyWater repaid all amounts required to be paid to discharge its revolving credit facility and terminated that loan agreement, incurring no material early termination penalties. The company notified the Nasdaq Capital Market of the merger closing, requested delisting and deregistration of its common stock via Form 25, and intends to file Form 15 to terminate remaining registration and reporting obligations. The listed directors resigned at closing under the merger agreement, with no reported disagreements, and the corporate charter and bylaws were replaced with those of the merger subsidiaries.
SkyWater Technology, Inc. reports that it and IonQ, Inc. have received final regulatory approval to consummate IonQ’s acquisition of SkyWater under their January 25, 2026 Agreement and Plan of Merger, subject to certain conditions and the satisfaction of remaining closing conditions.
The structure involves two sequential mergers that will leave SkyWater as a wholly owned subsidiary of IonQ. SkyWater will continue operating under its own name as a U.S.-based semiconductor foundry. The companies anticipate completing closing arrangements on Friday, July 31, 2026, and expect the combined company to hold a second quarter 2026 earnings call on August 5, 2026 and an investor day on September 8, 2026. Extensive forward-looking statements highlight risks around completing the transaction, integrating the businesses and realizing anticipated benefits.
SkyWater Technology, Inc. reported voting results from its annual stockholder meeting held on June 10, 2026. Stockholders elected nine directors to serve until the 2027 annual meeting, with each nominee receiving significantly more votes for than withheld. For example, Thomas Sonderman received 30,097,653 votes for and 297,663 votes withheld, while Loren A. Unterseher received 30,082,040 votes for and 313,276 votes withheld.
Stockholders also ratified the appointment of KPMG LLP as the company’s independent registered public accounting firm for fiscal 2026, with 38,561,892 votes for, 94,418 votes against, and 216,869 abstentions. These results indicate broad support for both the board slate and the selected auditor.
SkyWater Technology, Inc. stockholders approved its planned merger with IonQ, Inc. at a special meeting held on May 8, 2026. The meeting was conducted virtually and reached a quorum, with 33,080,837 shares of common stock present or represented by proxy, about 67% of shares outstanding as of the March 26, 2026 record date.
On the main proposal to adopt the Agreement and Plan of Merger, 32,583,970 shares were voted for, 404,827 against and 92,040 abstained. A separate proposal related to potential adjournment received 30,997,996 shares for, 1,935,079 against and 147,762 abstentions, but adjournment was not needed because sufficient votes were already obtained.
SkyWater Technology, Inc. explains a new regulatory step affecting its planned acquisition by IonQ, Inc.. The U.S. Federal Trade Commission issued a “Second Request” for additional information under the Hart-Scott-Rodino Act, extending the antitrust waiting period.
The waiting period will now expire 30 days after both companies substantially comply with the Second Request, unless further extended or terminated earlier by the FTC. SkyWater and IonQ plan to respond promptly and continue cooperating with the FTC, and the companies still expect the mergers to close in the second or third quarter of 2026, subject to regulatory clearance and other customary conditions.
SkyWater Technology, Inc. approved a cash retention program for key employees in connection with its planned merger with subsidiaries of IonQ, Inc. The Compensation Committee granted cash retention awards of $579,145 to Thomas Sonderman, $347,975 to John Sakamoto, and $337,840 to Steve Manko.
Each named executive officer becomes eligible to receive one-third of their award at the closing of the IonQ merger transactions, one-third on the six‑month anniversary of closing, and one-third on the 12‑month anniversary, contingent on continued employment. The filing also reminds investors that IonQ has filed a Form S-4 registration statement with a proxy statement/prospectus for SkyWater stockholders regarding the proposed transaction.
SkyWater Technology reported record 2025 revenue of $442.1 million, up 29% from 2024, driven largely by its Fab 25 acquisition in Texas, which contributed $175.6 million of wafer services revenue in the second half of the year.
GAAP net income to shareholders was $118.9 million, or $2.44 per diluted share, helped by a $111.7 million bargain purchase gain on Fab 25. Non-GAAP net income to shareholders was much smaller at $0.7 million, or $0.01 per diluted share, as operating expenses increased.
In Q4 2025, revenue rose to $171.0 million, but the company posted a GAAP net loss to shareholders of $7.8 million as gross margin fell to 14.9%, pressured by about $9.3 million of higher-than-planned tooling costs in Florida and restructuring charges.
The company highlights strong momentum in quantum-computing-related Advanced Technology Services and notes that previously announced plans for IonQ to acquire SkyWater for $35.00 per share in cash and stock remain subject to shareholder and regulatory approvals.
SkyWater Technology, Inc. agreed to be acquired by IonQ, Inc. in a cash-and-stock merger. Each SkyWater share will be converted into the right to receive $15.00 in cash plus IonQ common stock with a value target of $20.00 per share, delivered as a number of IonQ shares based on a 20‑day volume‑weighted average price. The stock portion is subject to collars, with an exchange ratio of 0.3326 IonQ shares if the IonQ trading price is at least $60.13 and 0.5265 IonQ shares if it is at most $37.99.
The transaction uses a two‑step merger structure that will leave SkyWater as an indirect wholly owned subsidiary of IonQ, and the SkyWater board has unanimously approved the deal and recommended it to stockholders. Closing requires SkyWater stockholder approval, antitrust clearance, absence of legal blocks, and satisfaction of customary representations, warranties and covenants, but is not subject to a financing condition.
If certain deal‑failure scenarios occur following a competing proposal, SkyWater must pay IonQ a $51,573,958.07 termination fee2,857,143 newly issued SkyWater shares, and will be subject to standstill restrictions for up to two years. Upon closing, SkyWater shares will be delisted from Nasdaq and deregistered.
SkyWater Technology, Inc. has agreed to be acquired by IonQ, Inc. under an Agreement and Plan of Merger signed on January 25, 2026. A first-step merger will combine SkyWater with IonQ’s wholly owned subsidiary Iris Merger Subsidiary 1 Inc., after which SkyWater will become a wholly owned subsidiary of IonQ. Immediately afterward, SkyWater will merge into a second IonQ subsidiary, Iris Merger Subsidiary 2 LLC, which will remain as the surviving company under IonQ’s control.
IonQ plans to file a Registration Statement on Form S-4 with the SEC, including a prospectus for the IonQ common stock to be issued and a joint proxy statement/prospectus for SkyWater stockholders, who will receive detailed terms and voting materials. The report also highlights that completion of the transaction is subject to conditions such as required regulatory approvals and cautions that the deal may not close, outlining risks such as potential business disruption and stock price effects if the merger is not consummated.
SkyWater Technology, Inc. filed a Form 8-K to report that it released its financial results for the third quarter ended September 28, 2025. On November 5, 2025, the company issued a press release detailing these results, which is included as Exhibit 99.1.
The Form 8-K explains that the earnings press release and related information are being furnished under the results of operations and financial condition disclosure item and are not deemed filed for liability purposes under the securities laws unless later specifically incorporated by reference. The filing also lists the press release and the cover page interactive data file as exhibits.
SkyWater Technology, Inc. filed an amended current report to add detailed financial information for its recently closed acquisition of the Fab 25 Business of Infineon Technologies AG in Austin, Texas. The company bought all membership interests of Spansion Fab 25, LLC from Spansion LLC, an Infineon affiliate, and financed the deal through an Amended and Restated Loan and Security Agreement with Siena Lending Group LLC and other parties on June 30, 2025. The amendment provides audited and interim combined abbreviated financial statements for the acquired business and unaudited pro forma condensed combined financial information showing how the acquisition and related debt financing would have affected SkyWater’s historical results.
What happened: SkyWater furnished a press release announcing its financial results for the second quarter ended June 29, 2025.
Why it matters: The company has made its quarterly results available to investors, but this Form 8-K itself does not include the financial figures. The press release is furnished as Exhibit 99.1 and is expressly stated to be "not deemed to be filed", which limits statutory liability. The filing also notes SkyWater is an emerging growth company.