Form 4: SkyWater Director & 10% Owner Sells Over 574K Shares

A director and 10% owner of SkyWater Technology, Inc. has reported the sale of 574,091 shares of common stock over three days in August 2025.

Summary

• Loren A. Unterseher, a Director and 10% Owner of SkyWater Technology, Inc. (SKYT), reported sales of common stock through CMI Oxbow Partners, LLC.
• On August 21, 2025, 37,979 shares were sold at a weighted average price of $11.1644 per share, with prices ranging from $11.00 to $11.40.
• On August 22, 2025, 292,628 shares were sold at a weighted average price of $11.5006 per share, with prices ranging from $11.00 to $11.64.
• On August 25, 2025, 243,484 shares were sold at a weighted average price of $11.8202 per share, with prices ranging from $11.55 to $12.02.
• The total number of shares sold across these three transactions is 574,091.
• Following these transactions, CMI Oxbow Partners, LLC directly holds 8,917,528 shares of common stock.
• Mr. Unterseher also directly owns 23,713 shares and has indirect beneficial ownership through various trusts and a spouse, totaling approximately 4,976,740 shares (excluding CMI's direct holdings).
• The transactions were made pursuant to a Rule 10b5-1(c) contract, instruction, or written plan.

Sentiment

Score: 3

Explanation: The sentiment is moderately negative due to significant insider selling by a director and 10% owner. While the sales were under a 10b5-1 plan, the volume and consistent selling over multiple days can be interpreted as a lack of strong conviction or a move to diversify/realize gains, which often weighs on investor sentiment.

Negatives

• Significant insider selling by a director and 10% owner could be perceived negatively by the market, potentially signaling a lack of confidence or a belief that the stock is fully valued.
• The sales occurred over three consecutive trading days, indicating a systematic reduction in holdings.

Risks

• Investor sentiment may be negatively impacted by the substantial insider sales, potentially leading to downward pressure on the stock price.
• A large volume of shares being sold by a significant shareholder could increase market supply, affecting price stability.

Future Outlook

The filing does not contain any forward-looking statements or guidance regarding the company's future performance or strategic direction. It solely reports past insider transactions.

Management Comments

• Mr. Unterseher disclaims beneficial ownership of shares held by CMI Oxbow Partners, LLC, except to the extent of any pecuniary interest therein.

Industry Context

Insider sales are a common occurrence in the market, often driven by personal financial planning, diversification, or tax considerations. However, significant sales by a director and 10% owner, especially when executed over multiple days, can sometimes be interpreted by the market as a signal regarding the insider's perception of the company's valuation or future prospects. In the semiconductor industry, where SkyWater Technology operates, investor confidence is often tied to growth prospects and technological advancements, making insider sentiment a factor in market perception.

Comparison to Industry Standards

• While insider selling is a normal part of executive compensation and personal financial management, the scale of these sales (over half a million shares) by a director and 10% owner is notable. Compared to typical insider transactions, this represents a substantial reduction in direct holdings by the entity CMI Oxbow Partners, LLC, which is controlled by Mr. Unterseher.
• The use of a Rule 10b5-1 plan indicates that these sales were pre-scheduled, which can mitigate the perception of opportunistic selling. However, the market still scrutinizes the timing and volume of such plans, especially when they involve significant portions of an insider's holdings.

Related Party Transactions

• The transactions involve Loren A. Unterseher, a Director and 10% Owner, and entities (CMI Oxbow Partners, LLC and Oxbow Industries, LLC) with which he has a controlling relationship (President of CMI, Managing Partner of Oxbow, which is majority member of CMI). This constitutes a related party transaction in terms of beneficial ownership reporting.

Stakeholder Impact

• Shareholders: May interpret the insider sales as a negative signal, potentially leading to decreased confidence and downward pressure on the stock price.
• Investors: Will likely scrutinize the reasons behind the sales and assess their implications for the company's future valuation and performance.

Key Dates

Recommendation

While significant insider selling by a director and 10% owner is a negative signal, the sales were conducted under a Rule 10b5-1 plan, which suggests pre-planned diversification or liquidity needs rather than an immediate reaction to adverse company news. Without additional information on the company's fundamentals or other market catalysts, a 'hold' recommendation is appropriate. Investors should monitor future insider activity and company performance, but these sales alone do not warrant an immediate 'sell' unless combined with other deteriorating factors.

Keywords

SkyWater Technology, SKYT, Insider Sales, Form 4, Director Selling, 10% Owner, Stock Transaction, Equity Disposal, Semiconductor, Foundry