Director Unterseher Loren A disposed of $990,591 worth of shares (162,392 units at $6.10), was granted 11,428 shares and sold $1,261,093 worth of shares (134,049 units at $9.41), increasing direct ownership by 89,658% to 11,026,783 units (SEC Form 4)
$SKYT
Semiconductors
Technology
| 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 |
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| 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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
SkyWater Technology, Inc [ SKYT ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 04/04/2025 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 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 | 04/04/2025 | J(1) | 162,392 | D | $6.1 | 2 | I | By revocable trust | ||
| Common Stock | 05/21/2025 | A | 11,428(2) | A | $0 | 23,713 | D | (3) | ||
| Common Stock | 05/22/2025 | S | 134,049 | D | $9.4077(4) | 11,026,783 | D | (5) | ||
| Common Stock | 2,480,746 | I | By 2023 grantor retained annuity trust | |||||||
| Common Stock | 230,580(6) | I | By trust for benefit of son | |||||||
| Common Stock | 230,580(6) | I | By trust for benefit of son | |||||||
| Common Stock | 230,579(6) | I | By trust for benefit of daughter | |||||||
| Common Stock | 230,579(6) | I | By trust for benefit of daughter | |||||||
| Common Stock | 3 | D | (7) | |||||||
| Common Stock | 52,317 | I | By spouse | |||||||
| Common Stock | 531,283 | I | By family irrevocable trust | |||||||
| Common Stock | 1,229,864 | I | By 2024 grantor retained annuity trust | |||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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 | ||||||||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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| Explanation of Responses: |
| 1. On April 4, 2025, 40,598 shares of common stock were transferred from the revocable trust to each of the four trusts for benefit of Mr. Unterseher's children in exchange for cash contributions to the revocable trust representing the fair market value of the shares based on the closing price of the issuer's common stock on the same date. Mr. Unterseher remains an indirect beneficial owner of the subject securities, which are now held by the trusts. |
| 2. Represents a grant of restricted stock units ("RSUs"). The RSUs vest on the date immediately preceding the next occurring annual meeting of the Issuer's stockholders, contingent on the reporting person's continued service on such vesting date. |
| 3. Shares owned directly by Mr. Unterseher. |
| 4. Reflects the weighted average price of 134,049 shares of common stock of SkyWater Technology, Inc. sold in multiple transactions on May 22, 2025 with sale prices ranging from $9.40 to $9.4991 per share. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price. |
| 5. Mr. Unterseher is President of CMI Oxbow Partners, LLC ("CMI") and Managing Partner of Oxbow Industries, LLC ("Oxbow"), which is the majority member of CMI. CMI directly holds the shares of Common Stock reported in Column 5. As a result, he may be deemed to be the beneficial owner of, and to have a pecuniary interest in, such shares of Common Stock. Mr. Unterseher disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein. |
| 6. On April 4, 2025, the reporting person transferred a 40,598 shares of common stock from the revocable trust to each of the four trusts for benefit of his children for no consideration. The reporting person remains a beneficial owner of the securities held by the trusts. |
| 7. Oxbow directly holds the shares reported in Column 5. |
| /s/ Loren A. Unterseher | 05/23/2025 | |
| ** 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. | ||