[144] Penumbra, Inc. SEC Filing

Rhea-AI Filing Summary

Penumbra, Inc. (PEN) Form 144 notice: An affiliated person proposes to sell 15,800 shares of common stock through Morgan Stanley Smith Barney on 09/03/2025. The shares were acquired the same day by stock option exercise and paid in cash. The filing reports an aggregate market value of $4,260,403.64 for the proposed sale and lists 38,999,129 shares outstanding for the issuer. The notice also discloses six prior open-market sales by the same person between 06/11/2025 and 08/20/2025, totaling 95,865 shares sold in the past three months, with separate gross proceeds reported for each trade. The filer attests there is no undisclosed material adverse information.

Positive

• Complete disclosure of broker, acquisition method (stock option exercise), sale date, and aggregate market value
• Itemized prior sales in the past three months provide transparent historical trading activity by the seller

Negative

• Multiple recent insider sales totaling 95,865 shares in the past three months, which may attract investor attention even though quantity is small relative to shares outstanding
• No 10b5-1 plan date provided in the form, so the filing does not indicate a prior written trading plan

Insights

Securities Analyst

TL;DR: Routine insider exercise and planned sale, with multiple recent dispositions but small relative to total shares outstanding.

The filing records an insider stock option exercise followed by a proposed sale of 15,800 shares on 09/03/2025, executed through Morgan Stanley Smith Barney. The filing transparently discloses past transactions: six open-market sales totaling 95,865 shares across June–August 2025. Relative to the issuer's reported 38,999,129 shares outstanding, the cumulative recent sales represent a small fraction of outstanding equity, indicating limited direct dilution or immediate market-impact risk. This is a standard Rule 144 disclosure and does not include operational or financial results.

Corporate Governance Expert

TL;DR: Compliance-focused disclosure showing adherence to Rule 144 procedures; no governance red flags in the notice itself.

The document furnishes required seller identity, broker details, acquisition date and nature (stock option exercise), and confirmation of absence of undisclosed material information. The repeated sales over the prior three months are fully itemized with dates and gross proceeds, which supports transparency. The filing contains no claims about trading plans or 10b5-1 adoption dates; absence of such a plan is explicitly noted by lack of a plan date in the form fields.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	15800	4260403.64	38999129	09/03/2025	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	09/03/2025	Stock Option Exercise	ISSUER			15800	09/03/2025	Cash

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
ADAM ELSESSER One Penumbra Place Alameda CA 94502	Common	08/20/2025	15900	4046988.84
ADAM ELSESSER One Penumbra Place Alameda CA 94502	Common	08/06/2025	16030	3818397.30
ADAM ELSESSER One Penumbra Place Alameda CA 94502	Common	07/23/2025	16150	3765609.91
ADAM ELSESSER One Penumbra Place Alameda CA 94502	Common	07/09/2025	15985	3896329.36
ADAM ELSESSER One Penumbra Place Alameda CA 94502	Common	06/25/2025	15890	4026584.79
ADAM ELSESSER One Penumbra Place Alameda CA 94502	Common	06/11/2025	15910	4035902.43

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

Who is proposing to sell shares according to the Form 144 for PEN?

The filing identifies the seller as Adam Elsesser with an address listed; the proposed sale is for his account.

How many shares does the Form 144 propose to sell on 09/03/2025 for PEN?

The notice proposes the sale of 15,800 shares of common stock on 09/03/2025 through Morgan Stanley Smith Barney.

How were the 15,800 PEN shares acquired?

The shares were acquired on 09/03/2025 by a stock option exercise and payment was made in cash.

What prior insider sales are disclosed in the Form 144 for PEN?

The filing lists six prior sales between 06/11/2025 and 08/20/2025, totaling 95,865 shares with gross proceeds reported for each trade.

What is the aggregate market value reported for the proposed PEN sale?

The filing reports an aggregate market value of $4,260,403.64 for the 15,800 shares to be sold.