Ultra Clean (UCTT) CIO has 3,942 shares withheld for taxes

Rhea-AI Filing Summary

Ultra Clean Holdings, Inc.’s Chief Information Officer, Jeffrey L. McKibben, reported automatic dispositions of common stock related to tax withholding. On the Form 4 date, a total of 3,942 shares of common stock were withheld at $78.15 per share to pay tax liabilities triggered by the partial settlement of vested restricted stock unit awards. These transactions were coded as tax-withholding dispositions, not open‑market purchases or sales.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider McKibben Jeffrey L.

Role Chief Information Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	964	$78.15	$75K
Tax Withholding	Common Stock	1,302	$78.15	$102K
Tax Withholding	Common Stock	1,676	$78.15	$131K

Holdings After Transaction: Common Stock — 21,032 shares (Direct, null)

Footnotes (1)

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Key Figures

Tax-withholding shares: 3,942 shares Withholding price: $78.15 per share Number of transactions: 3 transactions

3 metrics

Tax-withholding shares 3,942 shares Common stock withheld to cover tax liabilities from vested RSUs

Withholding price $78.15 per share Price applied to tax-withholding dispositions on common stock

Number of transactions 3 transactions All coded F for tax withholding on the same transaction date

Key Terms

restricted stock unit awards, tax-withholding disposition, Form 4, Common Stock

4 terms

restricted stock unit awards financial

"partial settlement of restricted stock unit awards that vested"

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.

tax-withholding disposition financial

"transaction_action": "tax-withholding disposition""

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Form 4 regulatory

"INSIDER FILING DATA (Form 4)"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

Common Stock financial

"security_title": "Common Stock""

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

Form 4 Insider Transactions: What Each Field Means →

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^*

McKibben Jeffrey L.

(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)
	Chief Information Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/30/2026

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	04/30/2026		F		964(1)	D	$78.15	21,032	D
Common Stock	04/30/2026		F		1,302(1)	D	$78.15	19,730	D
Common Stock	04/30/2026		F		1,676(1)	D	$78.15	18,054	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. 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 Jeffrey L. McKibben	05/04/2026
	** 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)

FAQ

What did Ultra Clean (UCTT) CIO Jeffrey McKibben report on this Form 4?

Jeffrey McKibben reported automatic share dispositions for tax withholding. A total of 3,942 Ultra Clean common shares were withheld at $78.15 per share to cover tax liabilities arising from the partial settlement of vested restricted stock unit awards, rather than through open-market trading.

How many Ultra Clean (UCTT) shares were withheld for taxes in McKibben’s filing?

The filing shows 3,942 Ultra Clean common shares withheld for taxes. These shares were delivered back at $78.15 per share to satisfy tax liabilities generated when restricted stock unit awards partially settled and vested, a routine non‑market event for equity compensation.

Were Jeffrey McKibben’s Ultra Clean (UCTT) transactions open-market sales?

No, the transactions were not open-market sales. They are coded as “F” on Form 4, meaning shares were automatically withheld and delivered to satisfy tax liabilities from vested restricted stock unit awards, rather than voluntarily sold on the open market by the executive.

What does transaction code "F" mean in the Ultra Clean (UCTT) Form 4?

Code "F" indicates payment of an exercise price or tax liability by delivering securities. In this Ultra Clean filing, it means common shares were automatically withheld at $78.15 per share to cover taxes from partial settlement of restricted stock unit awards that had vested for the executive.

How many separate tax-withholding transactions did Ultra Clean (UCTT) report for McKibben?

The Form 4 records three separate tax-withholding transactions. Each involves Ultra Clean common stock coded as “F,” and together they total 3,942 shares withheld to satisfy tax liabilities associated with the vesting and partial settlement of restricted stock unit awards granted as compensation.