Ultra Clean Holdings Announces $400M ATM Share Sales Agreement

What Happened

• On August 14, 2026, Ultra Clean Holdings, Inc. announced it entered into a Sales Agreement with UBS Securities LLC, Barclays Capital Inc., Craig-Hallum Capital Group LLC and Oppenheimer & Co. Inc. to establish an at-the-market (ATM) offering program.
• Under the agreement the company may, at its discretion, offer and sell up to $400 million of its common stock ($0.001 par value) from time to time. Sales will be made under the company’s existing Form S-3 shelf registration (Registration No. 333-278195) and a prospectus supplement dated August 14, 2026.

Key Details

• Maximum offering size: up to $400,000,000 of common stock.
• Sales agents: UBS Securities LLC, Barclays Capital Inc., Craig-Hallum Capital Group LLC, Oppenheimer & Co. Inc.
• Compensation: sales agents may receive a commission of up to 3.0% of gross proceeds; the company will reimburse certain expenses and provide customary indemnification.
• Company controls timing/amounts: Ultra Clean is not obligated to sell any shares and may suspend or terminate the program at any time; agents’ sales are subject to customary closing conditions and market/legal requirements.

Why It Matters

• This ATM facility gives Ultra Clean flexible, on-demand access to equity capital without a firm commitment to sell shares now. That can help fund growth, operations or balance sheet needs when management chooses to tap the market.
• If used, the ATM would increase share count and dilute existing shareholders; net proceeds would be reduced by agent commissions (up to 3%) and reimbursed expenses. The company’s ability to pause or stop sales limits immediate dilution risk until management acts.