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Ultra Clean Holdings, Inc. filed an amendment to its quarterly report for the quarter ended March 27, 2026 to add omitted insider trading arrangement disclosures. The amendment does not change any financial statements or other previously reported information.
The filing now notes that on March 5, 2026, Chief Financial Officer Sheri Savage and Chief Accounting Officer Brian Harding each adopted Rule 10b5-1 trading plans. Savage’s plan allows sales of up to 74,392 shares of common stock and is scheduled to terminate on May 31, 2027, while Harding’s plan allows sales of up to 38,207 shares and is scheduled to terminate on June 4, 2027. Both plans provide for sales from time to time subject to minimum price thresholds. The amendment also includes updated officer certifications required by the Exchange Act.
Morgan Stanley Smith Barney LLC submitted a Form 144 notice listing proposed sales of restricted common stock. The table shows 7,326 shares dated 04/30/2025 and 4,577 shares dated 04/29/2025. The filing lists a record line with $896,467.30 and a date of 05/01/2026.
Ultra Clean Holdings, Inc. reported first-quarter 2026 revenue of $533.7 million, up modestly from $518.6 million a year earlier, driven by higher demand in both Products and Services. Products contributed $465.7 million and Services $68.0 million.
The company posted a net loss attributable to UCT of $17.9 million, versus a $5.0 million loss last year, as an income tax provision of $19.2 million and a discrete China tax expense of $14.8 million more than offset operating profit of $11.4 million. Operating cash flow swung to an outflow of $33.3 million, mainly due to a $91.0 million inventory build and higher receivables.
In March 2026, Ultra Clean issued $600.0 million of 0.00% Convertible Senior Notes due 2031, using proceeds to repay $462.0 million on its term loan and fund capped call transactions and share repurchases of $40.3 million. Total debt rose to a net carrying amount of $601.9 million, while cash and cash equivalents increased to $323.5 million.
Ultra Clean Holdings Inc reporting person Vanguard Portfolio Management states beneficial ownership of 2,821,922 shares of Common Stock, representing 6.2% of the class. The filing shows sole dispositive power for 2,821,922 shares and sole voting power for 19,672 shares. The filing notes that the shareholding reflects securities held by Vanguard affiliates and funds for which Vanguard Portfolio Management LLC and certain affiliates exercise dispositive power.
Ultra Clean Holdings, Inc. announced that Chief Financial Officer Sheri Savage has notified the company of her intention to retire. She will remain CFO until the Board identifies and appoints a successor to support an orderly transition. The Board has launched a comprehensive search, considering internal and external candidates.
Savage has served at Ultra Clean for 17 years, with company leadership crediting her with strengthening financial discipline and guiding strategy through multiple industry cycles. Statements from the CEO and Savage emphasize continuity and note that Ultra Clean believes it is well positioned for future growth.
Ultra Clean Holdings reported first-quarter 2026 results with higher revenue but a GAAP loss. Total revenue reached $533.7 million, up from $506.6 million in the prior quarter, with Products contributing $465.7 million and Services $68.0 million. GAAP gross margin was 15.8% and operating margin 2.1%.
The company recorded a GAAP net loss attributable to UCT of $17.9 million, or $0.40 per diluted share, compared with a $3.3 million loss, or $0.07 per share, in the prior quarter. On a non-GAAP basis, net income was $14.5 million and earnings were $0.31 per diluted share. For the second quarter of 2026, management expects revenue between $565 million and $605 million, with GAAP diluted EPS of $0.20 to $0.36 and non-GAAP diluted EPS of $0.44 to $0.60.
Ultra Clean Holdings is asking stockholders to approve eight director nominees, ratify PricewaterhouseCoopers as auditor for 2026, hold an advisory vote on 2025 executive pay, and expand its stock incentive and employee stock purchase plans.
The stock incentive plan share reserve would rise from 12,555,695 to 16,055,695 shares and the employee stock purchase plan from 1,055,343 to 1,505,343 shares. The proxy also reviews 2025 results: revenue was $2.05 billion, down 2.1% from 2024, with GAAP income from operations shifting to a $107.4 million loss versus a $91.2 million profit and non-GAAP operating income of $109.8 million. Operating cash flow was $65.6 million and year-end market capitalization was $1.18 billion.
Ultra Clean Holdings, Inc. entered into a Tenth Amendment to its existing credit agreement, refinancing revolving credit commitments totaling $250 million and extending the revolving credit facility’s maturity to April 23, 2031.
The senior secured credit facility remains available in U.S. dollars and certain other currencies and permits issuance of up to $50 million in letters of credit. Borrowings can be Term SOFR Loans or ABR Loans, each with an applicable margin tied to the company’s Consolidated Secured Net Leverage Ratio.
The amendment requires the company to maintain a maximum Consolidated Secured Net Leverage Ratio of 3.25 to 1.00, or 3.75 to 1.00 following a Material Acquisition, and a minimum Cash Interest Coverage Ratio of 3.00 to 1.00, alongside customary affirmative and negative covenants.