Roclawski Cory Anne 4

What Happened

• Cory Anne Roclawski, EVP & CHRO of Kodiak Gas Services (KGS), was awarded restricted stock units that converted into common shares on March 8, 2026. Two grants were reported: 27,000 shares at $55.89 each ($1,509,030) and 7,157 shares at $55.89 each ($400,005). The issuer withheld 13,731 shares to satisfy tax withholding obligations (value of withheld shares reported as $767,426). All reported prices = $55.89 per share.

Key Details

• Transaction date: March 8, 2026; Form 4 filed March 10, 2026 (timely).
• Grants (code A): 27,000 shares ($1,509,030) and 7,157 shares ($400,005) — total granted/converted = 34,157 shares (~$1.91M).
• Withholding (code F): 13,731 shares withheld to cover taxes (value reported $767,426); these were not open-market sales but issuer withholding.
• Footnotes: F1—27,000 shares were performance-based RSUs certified and vested (one-for-one conversion). F2—7,157 reported securities are RSUs that vest/settle in three equal installments beginning March 8, 2027. F3—issuer withheld shares to satisfy tax obligations.
• Shares owned after transaction: not reported in the filing.

Context

• This was an award/vesting event, not an open-market purchase or sale. The 27,000-share portion was performance-based and officially certified by the compensation committee; the 7,157-share portion remains subject to future vesting installments beginning March 8, 2027. The withholding of 13,731 shares is a common administrative step to cover tax liabilities and does not necessarily reflect a decision to sell shares on the market.