Ultra Clean insider has 12,497 shares withheld for taxes

Ultra Clean’s Products Division president reported shares withheld to cover taxes on vested equity awards, with substantial direct and trust holdings remaining.

Rhea-AI Filing Summary

Ultra Clean Holdings, Inc. (UCTT) reported that Christopher S. Cook, President, Products Division, had 12,497 shares of common stock automatically withheld on August 31, 2026 to pay tax liability from the partial settlement of vested restricted stock units. Following this, he holds 98,126 shares directly and 4,100 shares indirectly by trust.

Insider Trade Summary

Tax Withholding: 12,497 shares

Tax Withholding 2 txns

Insider Cook Christopher S

Role President, Products Division

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock F1	12,497	$67.83	$848K
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 98,126 shares (Direct); Common Stock — 4,100 shares (Indirect, by Trust)

Footnotes (1)

1. F1. Represents shares automatically withheld for payment of tax liability arising as a result of the partial settlement of restricted stock unit awards that vested.

Key Figures

Shares withheld for taxes: 12,497 shares Withholding price per share: $67.83 per share Direct holdings after transaction: 98,126 shares +1 more

4 metrics

Shares withheld for taxes 12,497 shares Common stock automatically withheld on August 31, 2026 for tax liability on RSU vesting

Withholding price per share $67.83 per share Value used for shares withheld to pay tax liability on August 31, 2026

Direct holdings after transaction 98,126 shares Common stock directly owned by Christopher S. Cook following the August 31, 2026 withholding

Indirect holdings by trust 4,100 shares Common stock held indirectly by trust as reported in the Form 4

Key Terms

restricted stock unit awards, withheld for payment of tax liability, indirect

3 terms

restricted stock unit awards financial

"tax liability arising as a result of the partial settlement of restricted stock unit awards"

Restricted stock unit awards are company promises to deliver a specific number of shares to employees or service providers in the future once conditions—such as staying with the company for a set time or meeting performance targets—are met. They matter to investors because when the promises convert into actual shares they increase the total share count and can reduce earnings per share, while also aligning recipients’ interests with stock performance much like deferred pay that turns into ownership if goals are met.

withheld for payment of tax liability financial

"Represents shares automatically withheld for payment of tax liability arising"

indirect financial

"an indirect holding of 4,100 shares of common stock held by Trust"

FAQ

What insider transaction did UCTT’s Christopher S. Cook report on August 31, 2026?

He reported that 12,497 shares of Ultra Clean Holdings common stock were automatically withheld on August 31, 2026 to pay tax liability arising from the partial settlement of restricted stock unit awards that vested, rather than an open-market sale.

At what price were the UCTT shares withheld for Christopher S. Cook’s tax liability?

The shares were withheld at a value of $67.83 per share in connection with payment of tax liability from the vesting and partial settlement of restricted stock unit awards, according to the Form 4 disclosure.

How many UCTT shares does Christopher S. Cook hold directly after this Form 4 transaction?

After the tax-withholding transaction, Christopher S. Cook holds 98,126 shares of Ultra Clean Holdings common stock directly, as reported in the Form 4 filing for August 31, 2026.

Does Christopher S. Cook have any indirect holdings of UCTT stock?

Yes. The Form 4 reports an indirect holding of 4,100 shares of Ultra Clean Holdings common stock, held “by Trust”, separate from his directly owned shares.

Was Christopher S. Cook’s UCTT transaction under a Rule 10b5-1 trading plan?

No. The filing’s Rule 10b5-1 checkbox is not marked as an affirmative trading plan, and the footnote describes the transaction as shares automatically withheld to satisfy tax liability from vested restricted stock unit awards.

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Available on EDGAR 09/02/2026 - 08:36 PM Accepted by SEC EDGAR 09/02/2026 - 08:36 PM 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^*

Cook Christopher S

(Last) (First) (Middle)

ULTRA CLEAN HOLDINGS, INC.

26462 CORPORATE AVENUE

(Street)

HAYWARD CALIFORNIA 94545

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Ultra Clean Holdings, Inc. [ UCTT ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President, Products Division

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/31/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	08/31/2026		F		12,497(1)	D	$67.83	98,126	D
Common Stock								4,100	I	by Trust

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. Represents shares automatically withheld for payment of tax liability arising as a result of the partial settlement of restricted stock unit awards that vested.

	/s/ Paul Y. Cho, as attorney-in-fact for Christopher S. Cook	09/02/2026
	** 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.
* Form 4: SEC 1474 (03-26)