Skywater Technology Inc SEC Filings

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 CEO Thomas Sonderman reported a tax-withholding share disposition related to restricted stock units. On the transaction date, 5,767 shares of common stock were withheld at $28.77 per share to cover tax obligations. After this non-open-market transaction, he directly owned 515,990 shares.

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.

SkyWater Technology CFO Steve Manko reported a tax-related share disposition. On the vesting of previously reported restricted stock units, the company withheld 7,145 shares of common stock at $28.77 per share to satisfy tax withholding obligations, rather than Manko selling shares in the market. After this tax-withholding disposition, Manko directly holds 269,977 shares of SkyWater Technology common stock.

SkyWater Technology, Inc. Chief Risk & Compliance Officer Christopher Hilberg reported a Form 4 transaction involving company common stock. On February 17, 2026, the issuer withheld 3,571 shares of common stock at $28.77 per share to cover tax withholding obligations tied to the vesting of previously granted restricted stock units. This was recorded under transaction code F as a tax-withholding disposition, not an open-market trade. After this withholding, Hilberg's directly held stake stands at 46,300 common shares.

SkyWater Technology’s largest reported holder updated its ownership position. Loren A. Unterseher reports beneficial ownership of 9,663,895 shares of common stock, representing 19.92% of the class. He has sole voting and dispositive power over 5,176,498 shares and shared power over 4,487,397 shares.

CMI Oxbow Partners, LLC and Oxbow Industries, LLC are also listed as reporting persons, each tied to the same block of 4,487,397 shares. They state that each reporting person disclaims beneficial ownership of certain shares except to the extent of any pecuniary interest.

IonQ and SkyWater outline a proposed acquisition and quantum roadmap in a CNBC interview transcript and related investor communication. IonQ’s CEO highlights the company’s progress in quantum computing, including demonstrated quantum advantage in 2025 with partners in drug discovery and computational engineering. He describes plans to acquire SkyWater Technology to create a vertically integrated, well-capitalized “quantum foundry” that supports U.S. leadership in this strategically important field. The text explains that IonQ will file a Form S-4 to register shares issued in the transaction and SkyWater will file a proxy statement so its stockholders can vote on the deal, while also detailing extensive forward-looking risk factors that could affect completion and benefits of the combination.

IonQ and SkyWater Technology describe a pending transaction under which SkyWater would become a wholly owned subsidiary of IonQ, creating what they position as a vertically integrated quantum technology company. The message to employees emphasizes combining IonQ’s quantum computing technologies with SkyWater’s onshore R&D, semiconductor manufacturing and development services.

Management highlights goals such as building a full quantum ecosystem spanning computing, networking, sensing and security, while maintaining SkyWater’s role as a pure-play semiconductor foundry and merchant supplier. The communication stresses support for existing customers, U.S. government relationships, intellectual property security, and joint participation in national security–related quantum programs, while noting that the deal remains subject to stockholder, regulatory and other customary approvals.

IonQ plans to acquire SkyWater Technology in a $1.8 billion deal to build a fully integrated U.S. quantum platform. IonQ would buy 100% of SkyWater for $35.00 per share, paid as $15.00 in cash and $20.00 in IonQ stock, subject to a collar.

SkyWater would operate as a wholly owned subsidiary, keeping its CEO and U.S. foundry operations in Minnesota, Florida, and Texas. IonQ highlights SkyWater’s trusted, onshore semiconductor manufacturing as key to faster chip iteration, lower qubit costs, and an “end‑to‑end” quantum supply chain. IonQ’s roadmap now targets functional testing of 200,000‑qubit processors, enabling 8,000 logical qubits, in 2028 and advancing a multi‑million‑qubit goal.

The combination is framed as strengthening U.S. quantum infrastructure and allowing both companies to keep serving external customers as merchant suppliers. Completion depends on SkyWater stockholder approval, regulatory clearances, and other customary conditions, and both companies caution that expected benefits and timing involve significant risks and uncertainties.