Ultra Clean (NASDAQ: UCTT) CAO withholds 7,606 shares for tax obligations

Rhea-AI Filing Summary

Ultra Clean Holdings, Inc. Chief Accounting Officer Brian E. Harding reported routine tax-related share dispositions on common stock. On April 30, 2026, a total of 7,606 shares were automatically withheld at $78.15 per share to cover tax liabilities from the partial settlement of vested restricted stock unit awards. After these withholding transactions, Harding directly holds 46,280 shares of common stock.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider HARDING BRIAN E

Role Chief Accounting Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	1,957	$78.15	$153K
Tax Withholding	Common Stock	2,640	$78.15	$206K
Tax Withholding	Common Stock	3,009	$78.15	$235K

Holdings After Transaction: Common Stock — 46,280 shares (Direct, null)

Footnotes (1)

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Key Figures

Tax-withheld shares: 7,606 shares Price per share: $78.15 per share Shares owned after: 46,280 shares

3 metrics

Tax-withheld shares 7,606 shares Shares withheld for tax liability on RSU vesting, April 30, 2026

Price per share $78.15 per share Valuation used for tax-withholding dispositions

Shares owned after 46,280 shares Direct common stock holdings after tax-withholding transactions

Key Terms

tax-withholding disposition, restricted stock unit awards, Chief Accounting Officer, Form 4

4 terms

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.

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.

Chief Accounting Officer financial

"officer_title": "Chief Accounting Officer""

A chief accounting officer is a senior executive responsible for overseeing a company's financial records and ensuring all accounting practices are accurate and compliant with regulations. They play a key role in preparing financial reports that help investors understand the company's financial health, much like a trusted navigator guiding a ship through complex waters. Their work ensures transparency and trust in the company's financial information.

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.

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^*

HARDING BRIAN E

(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 Accounting 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		1,957(1)	D	$78.15	46,280	D
Common Stock	04/30/2026		F		2,640(1)	D	$78.15	43,640	D
Common Stock	04/30/2026		F		3,009(1)	D	$78.15	40,631	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 Brian E. Harding	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 UCTT executive Brian Harding report in this Form 4?

Brian E. Harding, Chief Accounting Officer of Ultra Clean Holdings (UCTT), reported tax-related share dispositions. Shares were withheld automatically to cover tax liabilities from vested restricted stock unit awards, rather than sold in open-market transactions.

How many Ultra Clean (UCTT) shares were withheld for Harding’s taxes?

A total of 7,606 common shares of Ultra Clean Holdings were withheld. These shares covered Harding’s tax liability arising from the partial settlement of restricted stock unit awards that vested on April 30, 2026, according to the Form 4 filing.

At what price were UCTT shares valued for Harding’s tax withholding?

The withheld Ultra Clean Holdings shares were valued at $78.15 per share. This price was used to determine how many shares were needed to satisfy Harding’s tax liability from the vesting and partial settlement of restricted stock unit awards.

Did Brian Harding sell UCTT shares on the open market?

The Form 4 shows tax-withholding dispositions, not open-market sales. Shares were automatically delivered to cover tax obligations tied to vested restricted stock unit awards, a common administrative mechanism rather than a discretionary sale decision.

How many UCTT shares does Harding own after these transactions?

Following the tax-withholding transactions, Brian Harding directly owns 46,280 shares of Ultra Clean Holdings common stock. This figure reflects his remaining position after 7,606 shares were withheld to satisfy tax liabilities from RSU vesting.

Why were Ultra Clean (UCTT) shares automatically withheld from Harding?

Shares were automatically withheld to pay tax liabilities from the partial settlement of restricted stock unit awards that vested. Instead of paying cash, Harding satisfied the required taxes by delivering a portion of the newly vested shares.