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Silvaco Group, Inc. filed a prospectus supplement covering the offer and sale of 69,062 shares of its common stock to John Cary, a former equityholder of Tech-X Corporation. These shares are being issued as part of the consideration for Silvaco’s acquisition of Tech-X, satisfying contingent earnout milestones and post-closing adjustment amounts in lieu of cash.
The shares are issued under Silvaco’s effective shelf registration statement on Form S-3 (File No. 333-291212), declared effective on November 21, 2025. Silvaco states it will not receive any cash proceeds from this share issuance.
Silvaco Group, Inc. is issuing 69,062 shares of common stock to John Cary as part of the consideration for the acquisition of Tech‑X, including contingent earnout shares and post‑closing adjustment consideration paid in stock rather than cash. The shares will be delivered around July 6, 2026. The company states it will receive no cash proceeds from this issuance. The prospectus uses an offering price of $9.26 per share in its dilution example and reports a last reported Nasdaq sale price of $11.10 per share on July 2, 2026. Shares outstanding used for pro forma calculations are 32,234,263 as of March 31, 2026.
Silvaco Group, Inc. director Ngai Anthony K.K. bought 500 shares of Common Stock in an open-market purchase at $12.50 per share. After this transaction, the director directly owns 115,476 shares, indicating a small incremental increase in personal holdings.
Silvaco Group, Inc. director and 10% owner Katherine S. Ngai-Pesic reported an open-market sale of 200,000 shares of Common Stock. The weighted average sale price was $11.2716 per share, with trades between $11.02 and $11.615. Following the transaction, she directly holds 9,176,403 shares.
SVCO submitted a Form 144 notice reflecting a proposed sale/transfer of common shares under Rule 144. The filing lists numeric entries including 200,000, 2,294,000, and 33,676,529 alongside a 06/11/2026 timestamp and identifies UBS Financial Services Inc as broker-dealer.
The excerpt also records a private transaction dated 05/28/2024 described as a "TRANSFER OF FOUNDER SHARES FROM FAMILY TRUST" involving SMIK GRANTOR RETAINED ANNUITY TRUST and a listed quantity of 308,991 shares.
Silvaco Group, Inc. director Ngai Anthony K.K. purchased 1,000 shares of Common Stock in an open-market transaction at $13.07 per share. Following this buy, he directly owns 114,976 shares. This filing reflects a modest increase in his personal stake through a routine insider purchase.
Silvaco Group, Inc. director and ten percent owner Illiya I. Pesic reported an open-market sale of 6,000 shares of Common Stock at $12.955 per share.
Following this transaction, he directly owns 5,394,672 shares, so the sale represents a small portion of his overall stake.
SVCO reported a proposed sale/transfer of founder common stock by affiliated holders via a Form 144. The notice lists a private transaction dated 07/31/2024 described as a transfer from a SMIK Grantor Retained Annuity Trust. A broker-dealer entry shows UBS Financial Services Inc. and the filing date is 06/03/2026.
RHINES WALDEN C reported acquisition or exercise transactions in this Form 4 filing.
Silvaco Group, Inc. reported that Chief Executive Officer Walden C. Rhines received a grant of 154,745 Restricted Stock Units (RSUs) on May 22, 2026 under his employment agreement. Each RSU represents one share of common stock and was granted at no cash purchase price.
The RSUs are scheduled to vest on March 31, 2027, with vesting accelerating if his employment is terminated by the company for any reason or if he resigns after an uncured material breach of the agreement by the company before that date. Following this grant, Rhines directly holds 288,833 shares of Silvaco common stock.
Silvaco Group, Inc. has changed its independent registered public accounting firm. On May 21, 2026, the company dismissed Baker Tilly US, LLP, and on May 27, 2026, engaged KPMG LLP as its new auditor, following a decision by the Board’s Audit Committee.
The filing states there were no disagreements with Baker Tilly on accounting principles, financial disclosures, or audit scope for the years ended December 31, 2025 and 2024 and the interim period through May 21, 2026. It references a previously disclosed material weakness in internal control over financial reporting related to a lack of formalized processes and insufficient technically skilled personnel, as described in the company’s Form 10-K for the year ended December 31, 2024. Baker Tilly’s audit reports for 2025 and 2024 contained no adverse opinions or disclaimers, and Baker Tilly provided a letter to the SEC concurring with the company’s statements.