Welcome to our dedicated page for Ultra Clean Hldgs SEC filings (Ticker: UCTT), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The Ultra Clean Holdings, Inc. (Nasdaq: UCTT) SEC filings page on Stock Titan provides access to the company’s regulatory disclosures, with AI-powered tools to help interpret key information. Ultra Clean files a range of documents with the U.S. Securities and Exchange Commission that describe its activities as a developer and supplier of critical subsystems and ultra-high purity cleaning and analytical services for the semiconductor industry.
Among the most relevant filings for analysis are Form 10-K annual reports and Form 10-Q quarterly reports, which present consolidated financial statements, segment information for the Products and Services businesses, and discussions of risks and operations. These filings detail how Ultra Clean reports revenues and margins for its Products and Services segments and explain adjustments between GAAP and non-GAAP metrics such as non-GAAP gross margin, non-GAAP operating margin, and non-GAAP net income.
Investors can also review Form 8-K current reports, where Ultra Clean discloses material events. Recent 8-K filings describe earnings announcements, an amendment to the company’s Credit Agreement that reduced the interest rate on its term loan facility, a Board-approved share repurchase program authorizing repurchases of common stock over a multi-year period, and leadership changes including the appointment of a new Chief Executive Officer and changes in senior roles for the Products and Services divisions.
On this page, Stock Titan surfaces Ultra Clean’s filings as they are made available through EDGAR and applies AI-generated summaries to highlight important points, such as segment performance, capital structure changes, and governance updates. Users can quickly locate quarterly and annual reports, 8-Ks describing corporate actions, and other disclosures, while AI summaries help explain complex sections without replacing the full official documents.
Ultra Clean Holdings SVP Samuel Williams reported a routine tax-related share disposition. On the partial settlement of vested restricted stock unit awards, 1,476 shares of common stock were automatically withheld on March 31, 2026 to cover tax liabilities at an indicated price of $62.18 per share.
These withheld shares were not sold in the open market but used to satisfy taxes due on equity compensation. After this transaction, Williams directly holds 10,869 shares of Ultra Clean Holdings common stock.
Ultra Clean Holdings, Inc. executive Robert Anthony Wunar, the company’s Chief Operating Officer, filed an initial Form 3 to report his beneficial ownership status in the company’s securities. The filing does not report any equity transactions or changes in holdings; it simply establishes his reporting position as an officer.
The Vanguard Group filed Amendment No. 6 on a Schedule 13G/A reporting beneficial ownership in Ultra Clean Holdings Inc common stock. The filing states Amount beneficially owned: 0 and Percent of class: 0% as reported in the amendment.
The amendment explains an internal realignment effective 01/12/2026 that disaggregated certain subsidiaries and business divisions for SEC reporting in reliance on SEC Release No. 34-39538. The filing is signed by Ashley Grim on 03/27/2026.
Ultra Clean Holdings director Clarence L. Granger reported a gift of company stock. On February 27, 2026, he transferred 6,000 shares of Common Stock as a bona fide gift, at a reported price of $0.00 per share. After this disposition, he directly holds 111,817 shares of Ultra Clean Holdings common stock, and an additional 1,000 shares are reported as held indirectly by a trust.
Ultra Clean Holdings, Inc. issued $600,000,000 principal amount of 0.00% Convertible Senior Notes due 2031 in a private Rule 144A offering and entered related capped call transactions.
The notes bear no cash interest, mature on March 15, 2031, and are senior unsecured obligations. Holders may convert based on an initial rate of 11.8001 shares per $1,000 principal amount, implying a conversion price of approximately $84.75 per share, with customary anti-dilution adjustments and potential conversion rate increases after certain corporate events.
The company may redeem the notes for cash on or after March 20, 2029 if stock price and liquidity conditions are met, and must repurchase them at par plus applicable interest after certain “Fundamental Change” events. Ultra Clean also purchased capped call transactions with a cap price of $104.0725 and a cost of approximately $25.1 million, designed to cover the shares underlying the notes. Initially, a maximum of 10,089,120 shares of common stock may be issued upon conversion based on the initial maximum conversion rate.
Ultra Clean Holdings is raising convertible debt and temporarily loosening a leverage covenant. The company priced a private offering of $525.0 million aggregate principal amount of 0.00% convertible senior notes due 2031, upsized from $400.0 million, with settlement expected on March 3, 2026 and an option for an additional $75.0 million of notes.
Ultra Clean expects net proceeds of about $511.1 million, or $584.2 million if the option is fully exercised, and plans to use part of this to enter capped call transactions and approximately $40.0 million to repurchase shares at $59.47 per share. The initial conversion rate is 11.8001 shares per $1,000, implying a conversion price of about $84.75 per share, a 42.5% premium to the last sale price, while capped calls initially cap upside at $104.0725 per share, a 75.0% premium.
Separately, the company entered a Ninth Amendment to its credit agreement, temporarily increasing the maximum permitted Consolidated Total Gross Leverage Ratio for the revolving facility to 6.00 to 1.00 for fiscal periods ending on or about March 31, 2026 and June 30, 2026.
Ultra Clean Holdings is planning a private offering of $400 million in convertible senior notes due 2031 to qualified institutional buyers, with an option for purchasers to buy up to an additional $60 million of notes. The notes will be senior unsecured debt, pay semi-annual interest and may be converted into cash and, if applicable, shares of common stock under specified conditions. The company expects to enter into capped call transactions to help limit potential dilution from conversions and may use up to $40 million of the note proceeds to repurchase its common stock in privately negotiated deals. In connection with pricing the notes, Ultra Clean also expects to amend its credit agreement to temporarily increase the maximum consolidated total gross leverage ratio on its revolving credit facility to 6.00 to 1.00 for a specified period.
Ultra Clean Holdings, Inc. files its annual report outlining a semiconductor-focused manufacturing and services business built around critical subsystems, components, and ultra‑high‑purity cleaning and analytical services. The company operates through Products and Services segments serving major chip equipment makers and device manufacturers.
International revenue is a growing share of the business, reaching 75.9% of total revenues in fiscal 2025, with a large footprint in Asia Pacific and EMEA. Revenue is highly concentrated: the top two customers, Applied Materials and Lam Research, contributed 58.7% of 2025 revenue. Ultra Clean highlights growth drivers such as AI, advanced memory, and new device architectures, but also details risks from semiconductor cyclicality, tight supply chains, export controls, IT and cybersecurity threats, and heavy dependence on a small number of OEM and IDM customers.
Ultra Clean Holdings reported fourth quarter 2025 revenue of $506.6 million, with Products at $442.4 million and Services at $64.2 million. GAAP results showed a small net loss of $3.3 million, or $(0.07) per diluted share, while non-GAAP net income was $10.0 million, or $0.22 per diluted share.
For full year 2025, revenue was $2,054.0 million, slightly below 2024, and GAAP results swung to a net loss attributable to UCT of $181.2 million, or $(4.00) per diluted share, driven by a noncash goodwill impairment charge of $151.1 million. On a non-GAAP basis, net income was $47.7 million, or $1.05 per diluted share, below the prior year.
For first quarter 2026, the company expects revenue between $505 million and $545 million, GAAP diluted net income (loss) per share between $(0.13) and $0.03, and non-GAAP diluted net income per share between $0.18 and $0.34.
Frontier Capital Management Co., LLC has filed a beneficial ownership report on Ultra Clean Holdings, Inc., disclosing ownership of 3,509,839 shares of common stock, representing 7.73% of the company’s outstanding common shares as of the reported date.
Frontier Capital reports sole voting power over 2,078,342 shares and sole dispositive power over the full 3,509,839 shares, with no shared voting or dispositive authority. The firm certifies that the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of Ultra Clean Holdings.