Director — Timothy E. Baxter, Edward M. Daly, Nancy Fares, Dennis J. Goetz, Joseph J. Humke, Andrew D. C. LaFrence, Tammy J. Miller and Loren A. Unterseher: All listed directors resigned as part of a merger agreement.

In connection with the Mergers, at the Effective Time, each share of SkyWater common stock, par value $0.01 per share (the “Common Stock”), that was issued and outstanding immediately prior to the Effective Time of the First Merger (other than any shares of Common Stock (x) owned by Parent, the Merger Subsidiaries, the Company or any of their direct or indirect wholly-owned subsidiaries or (y) for which the holder was entitled to demand and properly demanded appraisal of such shares of Common…

On the Closing Date, the Company notified the Nasdaq Capital Market (“Nasdaq”) of the consummation of the Mergers and requested that Nasdaq file a notification of removal from listing and registration on Form 25 with the SEC to effect the delisting of the Common Stock from Nasdaq and the deregistration of the Common Stock under Section 12(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Following effectiveness of the Form 25, the Company intends to file with the SEC…

Effective as of the Closing Date, the Company repaid all amounts required to be paid to discharge the Company’s existing revolving credit facility under its Amended and Restated Loan and Security Agreement, dated as of June 30, 2025, as amended through the Closing Date, among the Company, the subsidiary borrowers named therein, Siena Lending Group LLC, as agent, and the lenders named therein (collectively, the “Loan Agreement”), and terminated the Loan Agreement. No material early termination…

As a result of the Mergers, Parent acquired control of the Company. At the Effective Time, each share of Common Stock issued and outstanding immediately prior to the Effective Time (other than excluded shares and shares for which appraisal was properly demanded, as described in

At the Effective Time, each holder of shares of Common Stock issued and outstanding immediately prior to the Effective Time ceased to have any rights as a stockholder of the Company, other than the right to receive the Merger Consideration as set forth in the Merger Agreement.

Other Events. As previously disclosed, on January 25, 2026, SkyWater Technology, Inc., a Delaware corporation (the “ Company ”), entered into an Agreement and Plan of Merger (the “ Merger Agreement ”) with IonQ, Inc., a Delaware corporation (“ Parent ”), Iris Merger Subsidiary 1 Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“ Merger Sub 1 ”), and Iris Merger Subsidiary 2 LLC, a Delaware limited liability company and a wholly owned subsidiary of Parent (“ Merger Sub 2 ”…

Other Events. As previously disclosed, on January 25, 2026, SkyWater Technology, Inc., a Delaware corporation (the “ Company ”), entered into an Agreement and Plan of Merger (the “ Merger Agreement ”) with IonQ, Inc., a Delaware corporation (“ Parent ”), Iris Merger Subsidiary 1 Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“ Merger Sub 1 ”), and Iris Merger Subsidiary 2 LLC, a Delaware limited liability company and a wholly owned subsidiary of Parent (“Merger Sub 2” a…

The filing describes a retention program for key employees, not a management change.

Results of Operations and Financial Condition On February 25, 2026 , SkyWater Technology, Inc. (the “Company”) issued a press release announcing its financial results for the fourth quarter ended December 28, 2025. The press release is furnished herewith as Exhibit 99.1. In accordance with General Instruction B.2 of Form 8-K, the information in this Item 2.02, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherw…

Entry into a Material Definitive Agreement. Merger Agreement On January 25, 2026, SkyWater Technology, Inc., a Delaware corporation (the “Company” or “SkyWater”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) with IonQ, Inc., a Delaware corporation (“Parent” or “IonQ”), Iris Merger Subsidiary 1 Inc., a Delaware corporation and a wholly owned subsidiary of IonQ (“Merger Sub 1”), and Iris Merger Subsidiary 2 LLC, a Delaware limited liability company and a wholly owned su…

Other Events. On January 25, 2026, SkyWater Technology, Inc., a Delaware corporation (the “Company” or “SkyWater”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) with IonQ, Inc., a Delaware corporation (“Parent” or “IonQ”), Iris Merger Subsidiary 1 Inc., a Delaware corporation and a wholly owned subsidiary of IonQ (“Merger Sub 1”), and Iris Merger Subsidiary 2 LLC, a Delaware limited liability company and a wholly owned subsidiary of Parent (“Merger Sub 2” and, togethe…

Results of Operations and Financial Condition On November 5, 2025 , SkyWater Technology, Inc. (the “Company”) issued a press release announcing its financial results for the third quarter ended September 28, 2025. The press release is furnished herewith as Exhibit 99.1. In accordance with General Instruction B.2 of Form 8-K, the information in this Item 2.02, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwi…

Results of Operations and Financial Condition On August 6, 2025 , SkyWater Technology, Inc. (the “Company”) issued a press release announcing its financial results for the second quarter ended June 29, 2025. The press release is furnished herewith as Exhibit 99.1. In accordance with General Instruction B.2 of Form 8-K, the information in this Item 2.02, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise sub…

of Form 8-K. 6 MEMBERSHIP INTEREST PURCHASE AGREEMENT THIS MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “ Agreement ”), dated as of February 25, 2025, is entered into by and between Spansion LLC, a Delaware limited liability company (“ Seller ”), and SkyWater Technology, Inc., a Delaware corporation (“ Buyer ”). Seller and Buyer sometimes are referred to in this Agreement collectively as the “ Parties ” and each individually as a “ Party ”. All capitalized terms used in this Agreement shall h…

Results of Operations and Financial Condition On May 7, 2025 , SkyWater Technology, Inc. (the “Company”) issued a press release announcing its financial results for the first quarter ended March 30, 2025. The press release is furnished herewith as Exhibit 99.1. In accordance with General Instruction B.2 of Form 8-K, the information in this Item 2.02, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subjec…

Director — Timothy E. Baxter, Andrew D. C. LaFrence, Tammy J. Miller: Election of new directors to the Board.

Results of Operations and Financial Condition On February 26, 2025 , SkyWater Technology, Inc. (the “Company”) issued a press release announcing its financial results for the fourth quarter ended December 29, 2024. The press release is furnished herewith as Exhibit 99.1. In accordance with General Instruction B.2 of Form 8-K, the information in this Item 2.02, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherw…

Entry Into a Material Definitive Agreement On February 25, 2025, SkyWater Technology, Inc. (the “Company”) entered into a Membership Interest Purchase Agreement (the “Purchase Agreement”) with Spansion LLC (“Seller”), an affiliate of Infineon Technologies AG, pursuant to which, subject to the satisfaction or waiver of the conditions contained therein, the Company will acquire all of the issued and outstanding memberships interests of a limited liability company that will be formed prior to cl…

Entry Into a Material Definitive Agreement. On November 19, 2024, SkyWater Technology, Inc. (the “Company” or “Guarantor”) and its subsidiaries, SkyWater Technology Foundry, Inc., SkyWater Federal, LLC and SkyWater Florida, Inc. (collectively, the “Borrowers”) entered into an Amendment No. 1 to Loan and Security Agreement (the “Amendment”) with Siena Lending Group LLC, as agent (the “Agent”) for Siena Lending Group LLC and GRC SPV Investments, LLC and the other financial institutions party to…

Results of Operations and Financial Condition On November 7, 2024 , SkyWater Technology, Inc. (the “Company”) issued a press release announcing its financial results for the third quarter ended September 29, 2024. The press release is furnished herewith as Exhibit 99.1. In accordance with General Instruction B.2 of Form 8-K, the information in this Item 2.02, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwi…

Director — Chunyi (Amy) Leong: Ms. Leong resigned from the Board of Directors.

Results of Operations and Financial Condition On August 7, 2024 , SkyWater Technology, Inc. (the “Company”) issued a press release announcing its financial results for the second quarter ended June 30, 2024. The press release is furnished herewith as Exhibit 99.1. In accordance with General Instruction B.2 of Form 8-K, the information in this Item 2.02, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise sub…

Change in Registrant’s Certifying Accountant. (a) Dismissal of Independent Registered Public Accounting Firm On June 21, 2024, following the completion of a competitive selection process conducted by the audit committee of the board of directors (the “Audit Committee”) of SkyWater Technology, Inc. (the “Company”) to determine the Company’s independent registered public accounting firm for the fiscal year ending December 29, 2024, the Company selected KPMG LLP (“KPMG”) to serve as the Company’…

Results of Operations and Financial Condition On May 8, 2024 , SkyWater Technology, Inc. (the “Company”) issued a press release announcing its financial results for the first quarter ended March 31, 2024. The press release is furnished herewith as Exhibit 99.1. In accordance with General Instruction B.2 of Form 8-K, the information in this Item 2.02, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subjec…