Penumbra (NYSE: PEN) president has shares withheld to cover taxes

Rhea-AI Filing Summary

Penumbra Inc.'s president, Shruthi Narayan, reported a routine tax‑related share withholding. On January 15, 2026, the issuer withheld 286 shares of common stock at $350.49 per share to cover tax obligations arising from the vesting of restricted stock units granted to her. Following this transaction, Narayan beneficially owns 26,317 shares of Penumbra common stock, held directly. This reflects an administrative adjustment tied to equity compensation rather than an open‑market sale.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Narayan Shruthi

(Last) (First) (Middle)

ONE PENUMBRA PLACE

(Street)

ALAMEDA CA 94502

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Penumbra Inc [ PEN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President

3. Date of Earliest Transaction (Month/Day/Year)
01/15/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/15/2026		F(1)		286	D	$350.49	26,317	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Shares were withheld by the Issuer to satisfy tax withholding obligations in connection with the vesting of restricted stock units granted to the Reporting Person.

Remarks:

	/s/ Johanna Roberts, as attorney-in-fact for Shruthi Narayan	01/16/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did Penumbra (PEN) report for Shruthi Narayan?

Penumbra reported that President Shruthi Narayan had 286 shares of common stock withheld by the company on January 15, 2026 to satisfy tax withholding obligations linked to vesting restricted stock units.

Was the Penumbra (PEN) insider transaction an open-market sale?

No. The filing explains that the 286 shares were withheld by the issuer to cover tax obligations from vesting restricted stock units, rather than sold in an open market transaction.

How many Penumbra (PEN) shares does Shruthi Narayan own after this transaction?

After the tax withholding transaction, Shruthi Narayan beneficially owns 26,317 shares of Penumbra common stock, held directly.

What was the price used for the Penumbra (PEN) tax withholding shares?

The 286 withheld shares of Penumbra common stock were valued at $350.49 per share for the tax withholding transaction.

What is the role of the reporting person in Penumbra (PEN)?

The reporting person, Shruthi Narayan, is an officer of Penumbra Inc., serving in the role of President, as indicated in the filing.

Why did Penumbra (PEN) withhold shares from restricted stock units?

The filing states that shares were withheld by the issuer to satisfy tax withholding obligations in connection with the vesting of restricted stock units granted to the reporting person.