SkyWater COO reports tax-withholding share disposition

SkyWater Technology, Inc. President and COO John Sakamoto reported a Form 4 transaction involving a tax-related share disposition.

Rhea-AI Filing Summary

SkyWater Technology, Inc. President and COO John Sakamoto reported a Form 4 transaction involving a tax-related share disposition. On February 17, 2026, the company withheld 8,539 shares of common stock at $28.77 per share to cover tax obligations from vesting restricted stock units. After this tax-withholding disposition, Sakamoto directly owned 120,174 shares of SkyWater common stock.

Insider Trade Summary

Exercise Price or Tax Liability: 8,539 shares

Exercise Price or Tax Liability 1 txn

Insider Sakamoto John

Role President and COO

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	8,539	$28.77	$246K

Holdings After Transaction: Common Stock — 120,174 shares (Direct)

Footnotes (1)

1. F1. The Issuer withheld shares of common stock that would have otherwise been issuable to the Reporting Person to satisfy the Issuers tax withholding obligations in connection with the vesting of restricted stock units previously reported by the Reporting Person in accordance with Rule 16b-3.

FAQ

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What insider transaction did SKYT President and COO John Sakamoto report?

John Sakamoto reported a tax-related share disposition. SkyWater withheld 8,539 common shares to satisfy tax withholding obligations on vested restricted stock units, a non-open-market transaction recorded under Form 4 with transaction code F.

Was John Sakamoto’s SKYT Form 4 transaction an open-market sale?

No, the transaction was not an open-market sale. The shares were withheld by SkyWater to cover tax liabilities arising from restricted stock units vesting, classified as a tax-withholding disposition under transaction code F rather than a discretionary sale.

How many SkyWater (SKYT) shares were withheld from John Sakamoto for taxes?

A total of 8,539 common shares were withheld. These shares would otherwise have been issued to John Sakamoto, but were retained by SkyWater to meet tax withholding obligations triggered by the vesting of restricted stock units.

What price per share was used in John Sakamoto’s SKYT tax-withholding transaction?

The tax-withholding disposition used a price of $28.77 per share. This value is applied for reporting purposes when SkyWater withholds shares instead of cash to satisfy tax obligations related to equity awards vesting.

How many SkyWater (SKYT) shares does John Sakamoto own after this Form 4 transaction?

Following the tax-withholding disposition, John Sakamoto directly owns 120,174 shares of SkyWater common stock. This figure reflects his remaining direct holdings after the company withheld 8,539 shares to cover equity-related tax obligations.

Why did SkyWater withhold shares from John Sakamoto instead of issuing all vested RSUs?

SkyWater withheld shares to satisfy its tax withholding obligations. When Sakamoto’s restricted stock units vested, the issuer retained 8,539 shares that would have been delivered, using them to meet required tax payments under Rule 16b-3.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 02/19/2026 - 05:13 PM EST Learn about SEC filing dates

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^*

Sakamoto John

(Last) (First) (Middle)

2401 EAST 86TH STREET

(Street)

BLOOMINGTON MN 55425

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
SkyWater Technology, Inc [ SKYT ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President and COO

3. Date of Earliest Transaction (Month/Day/Year)
02/17/2026

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	02/17/2026		F(1)		8,539	D	$28.77	120,174	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. The Issuer withheld shares of common stock that would have otherwise been issuable to the Reporting Person to satisfy the Issuers tax withholding obligations in connection with the vesting of restricted stock units previously reported by the Reporting Person in accordance with Rule 16b-3.

Remarks:

	/s/ Christopher Hilberg, Attorney-in-Fact	02/19/2026
	** 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).
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