Form 4: Silvaco CFO Addresses Short-Swing Profit

Silvaco Group, Inc. CFO Christopher Zegarelli reports a short-swing profit from a transaction related to vested restricted stock units and subsequent tax withholding.

Summary

• Christopher Zegarelli, Chief Financial Officer of Silvaco Group, Inc., has filed a Form 4 detailing a transaction on April 1, 2026.
• This transaction involved the inadvertent sale of 2,431 shares of common stock to cover tax withholding obligations related to the vesting of restricted stock units.
• The sale occurred at a weighted average price of $7.11 per share, with individual sales ranging from $7.03 to $7.16.
• This sale is considered a short-swing transaction under Section 16(b) of the Securities Exchange Act of 1934, matching with 2,431 shares purchased on December 8, 2025, at $3.78 per share.
• Zegarelli will promptly pay Silvaco Group, Inc. $8,088.63, representing the full profit realized from this short-swing transaction.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral filing, as it reports a procedural compliance issue and its resolution rather than significant strategic or financial performance changes.

Positives

• The reporting person has proactively identified and will promptly remit the profit from the short-swing transaction, demonstrating compliance and good corporate citizenship.
• The company has a process for managing tax withholding obligations related to equity awards.

Negatives

• An inadvertent sale of shares occurred, leading to a short-swing profit situation.
• The transaction resulted in a realized profit of $8,088.63 for the reporting person, which will be paid back to the company.

Risks

• Potential for inadvertent errors in managing equity awards and associated tax obligations.
• Risk of short-swing profit violations under Section 16(b) if not managed carefully.

Future Outlook

The filing does not contain forward-looking statements or guidance. It is a report of a past transaction.

Management Comments

• "In connection with the vesting of restricted stock units, the Reporting Person inadvertently sold shares to cover tax withholding obligations in a transaction that is matchable under Section 16(b) of the Securities Exchange Act of 1934 with 2,431 shares of common stock purchased by the reporting person at a price of $3.78 per share on December 8, 2025."
• "The Reporting Person will promptly pay the Issuer $8,088.63, representing the full amount of the profit realized in connection with the short-swing transaction."
• "The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $7.03 to $7.16, inclusive."
• "The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote."

Industry Context

StockSavvy.ai notes that Form 4 filings are standard for Section 16 insiders reporting changes in beneficial ownership. This specific filing highlights a common scenario involving equity compensation and the complexities of tax withholding, which can sometimes lead to inadvertent short-swing transactions if not managed with precise timing and coordination.

Stakeholder Impact

• Shareholders: The prompt resolution of the short-swing profit issue by the CFO is a positive indicator of compliance and good governance, minimizing potential financial or reputational risk to the company.

Next Steps

• Christopher Zegarelli will pay $8,088.63 to Silvaco Group, Inc. to settle the short-swing profit.

Key Dates

Keywords

Form 4, SEC Filing, Silvaco Group, SVCO, Christopher Zegarelli, Chief Financial Officer, Short-Swing Profit, Restricted Stock Units, Tax Withholding, Beneficial Ownership, Insider Trading