Ownership Submission
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FORM 4
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Check this box if no longer subject to Section 16, Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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OMB APPROVAL
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OMB Number:3235-0287Expires:January 31, 2005Estimated average burden hours per response...0.5
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1. Name and Address of Reporting Person *
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Lee Kyeongho
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2. Issuer Name and Ticker or Trading Symbol
GCT Semiconductor Holding, Inc. [GCTS]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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_____ Director
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_____ 10% Owner
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_____ Officer (give title below)
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_____ Other (specify below)
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/ Chairman & Class III Director
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(Last)
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(First)
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(Middle)
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C/O GCT SEMICONDUCTOR HOLDING, INC. , 2290 NORTH 1ST STREET, SUITE 201
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3. Date of Earliest Transaction (Month/Day/Year)
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(Street)
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SAN JOSE
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CA
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95131
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4. If Amendment, Date Original Filed(Month/Day/Year)
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6. Individual or Join/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
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2. Transaction Date (Month/Day/Year)
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2A. Deemed Execution Date, if any (Month/Day/Year)
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3. Transaction Code
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4. Securities Acquired (A) or Disposed of (D)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
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6. Ownership Form: Direct (D) or Indirect (I)
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7. Nature of Indirect Beneficial Ownership
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Code
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V
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Amount
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(A) or (D)
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Price
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
(e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
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2. Conversion or Exercise Price of Derivative Security
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3. Transaction Date (Month/Day/Year)
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3A. Deemed Execution Date, if any (Month/Day/Year)
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4. Transaction Code
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
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8. Price of Derivative Security
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
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11. Nature of Indirect Beneficial Ownership
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expriation Date
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Title
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Amount or Number of Shares
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Lee Kyeongho
C/O GCT SEMICONDUCTOR HOLDING, INC.
2290 NORTH 1ST STREET, SUITE 201
SAN JOSE, CA95131
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Chairman & Class III Director
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Signatures
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/s/ Edmond Cheng, attorney-in-fact
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2024-07-03
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**Signature of Reporting Person
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Date
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Explanation of Responses:
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(*)
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If the form is filed by more than one reporting person, see Instruction 5(b)(v).
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(**)
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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(1)
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Each Restricted Stock Unit ("RSU") represents the right to receive one share of common stock, par value $0.0001 per share ("Common Stock") of GCT Semiconductor Holding, Inc. (the "Issuer") following vesting. The RSUs become payable in Common Stock in accordance with a deferral election made by the reporting person.
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(2)
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The number of shares subject to and issuable under the award is determined on the last day of each calendar quarter during the period April 1, 2024 through March 31, 2025 (beginning with the quarter ending June 30, 2024) by dividing $27,500 by the fair market value per share of Common Stock, which was determined to be $5.21 on June 28, 2024, rounded down to the nearest whole share.
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(3)
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The RSUs will vest on March 31, 2025 subject to continued service through such date.
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(4)
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No expiration date is applicable to restricted stock units.
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Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
See Instruction 6 for procedure.Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
