Penguin Solutions Reports Inducement Grants Under Nasdaq Listing Rule 5635(c)(4)
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Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
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FREMONT, Calif.--(BUSINESS WIRE)--
Penguin Solutions, Inc. (Nasdaq: PENG) (“Penguin Solutions” or the “Company”) today announced the grant of inducement equity awards to its new Senior Vice President and Chief Product Officer, Ian Colle, in connection with the commencement of his employment with the Company on March 2, 2026. The independent Compensation Committee of the Board of Directors of the Company (the “Committee”) approved the grants to Mr. Colle on March 2, 2026 of time-based restricted stock units with respect to 64,233 shares of Common Stock of the Company (the “RSUs”) and performance-based restricted stock units with respect to 64,233 shares of Common Stock of the Company at the target level of performance (the “PSUs”).
The awards were granted to Mr. Colle as inducements material to his entering into employment with the Company in accordance with Rule 5635(c)(4) of the Nasdaq Marketplace Rules. The awards were granted under the Penguin Solutions, Inc. Amended and Restated 2021 Inducement Plan (the “2021 Inducement Plan”), which was adopted by the Company’s Board of Directors, effective as of June 30, 2025, and which authorizes equity awards outside of the stockholder-approved Penguin Solutions, Inc. Amended and Restated 2017 Stock Incentive Plan to provide inducements for certain individuals to enter into employment with the Company and its subsidiaries and affiliates.
The RSUs will vest over four years, with 25% vesting on April 20, 2027 and the remaining 75% vesting in equal quarterly installments thereafter, subject to Mr. Colle’s continued service through each applicable vesting date.
The PSUs will vest, if at all, based on the Company’s total stockholder return (“TSR”) relative to the performance of the median company in the Russell 2000 Index following the end of a three-year performance period, subject to Mr. Colle’s continued service through the date of the Committee’s certification that the Company’s TSR equals or exceeds the applicable threshold level of performance. The number of shares that may be earned under the PSUs ranges from 0% of target to 200% of target.
Other terms of the awards are set forth in the 2021 Inducement Plan and the applicable award agreements covering such awards.
About Penguin Solutions
The most exciting technological advancements are also the most challenging for companies to adopt. At Penguin Solutions, we support our customers in achieving their ambitions across our AI infrastructure, computing, memory, and LED lines of business. With our expert skills, experience, and partnerships, we turn our customers’ most complex challenges into compelling opportunities.
