Penguin Solutions CFO to Depart, Outlook Reaffirmed
Penguin Solutions, Inc. announced a planned CFO transition and reaffirmed its financial outlook for full-year fiscal 2026.
Rhea-AI Filing Summary
Penguin Solutions, Inc. announced a planned CFO transition and reaffirmed its financial outlook for full-year fiscal 2026. Senior Vice President and CFO Nate Olmstead will resign effective July 8, 2026, to pursue another opportunity, and will not receive severance.
Vice President of Finance and Accounting Aaron Johnson will become interim CFO and principal financial and accounting officer effective July 9, 2026, while the company conducts a search for a permanent CFO. The company reaffirmed its fiscal 2026 outlook and expects both net sales and diluted EPS to be at the high end of its prior ranges, citing strong agentic AI-driven demand, and plans to report third-quarter 2026 results on July 7, 2026.
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Insights
CFO transition is planned, while 2026 outlook is reaffirmed at the high end.
Penguin Solutions disclosed that CFO Nate Olmstead will leave on July 8, 2026, with Vice President of Finance and Accounting Aaron Johnson stepping in as interim CFO the next day. The company states the departure is voluntary and not due to disagreements on financial or operational matters.
The company reaffirmed its financial outlook for full-year fiscal 2026 and now expects both net sales and diluted EPS to come in at the high end of previously issued ranges, supported by very strong agentic AI-driven customer demand. It also plans to report third-quarter fiscal 2026 results on July 7, 2026. Overall, this combines a routine leadership change with a maintained, slightly more confident outlook, which appears broadly neutral from a thesis perspective.
8-K Event Classification
Key Figures
Key Terms
interim CFO financial
indemnification and advancement agreement regulatory
forward-looking statements regulatory
agentic AI-driven customer demand technical
AI Factory Platform strategy technical
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
Why is Penguin Solutions (PENG) changing its CFO in 2026?
Who is replacing the CFO at Penguin Solutions (PENG) and when?
Did Penguin Solutions (PENG) change its fiscal 2026 financial outlook?
When will Penguin Solutions (PENG) report third-quarter fiscal 2026 results?
Will the departing CFO of Penguin Solutions (PENG) receive severance?
Does Aaron Johnson have any special arrangements tied to becoming interim CFO at PENG?
AI-generated analysis. How Rhea-AI works. Not financial advice.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On May 26, 2026, Nate Olmstead notified Penguin Solutions, Inc. (the “Company”) of his decision to resign as the Company’s Senior Vice President and Chief Financial Officer (“CFO”), effective as of July 8, 2026, to pursue another opportunity in a different industry. His departure is not the result of any disagreement with the Company on any matter relating to its operating performance, financial reporting, accounting, internal controls, operations, policies, or practices. Mr. Olmstead will not receive any severance benefits in connection with his voluntary departure from the Company.
On May 31, 2026, the board of directors of the Company appointed Aaron Johnson, the Company’s Vice President, Finance and Accounting, as interim CFO and as the Company’s principal financial and accounting officer, succeeding Mr. Olmstead in these positions effective as of July 9, 2026, on an interim basis until the Company appoints a successor. Mr. Johnson, age 47, has served in his current role since joining the Company in June 2024. Prior to joining the Company, Mr. Johnson served at NETGEAR, Inc., a global networking company, as Vice President, Finance from September 2022 to May 2024, and as Senior Director, Assistant Controller from January 2022 to September 2022. Prior to joining NETGEAR, Mr. Johnson served at Power Integrations, Inc., a semiconductor company, from June 2015 to January 2022, most recently as Assistant Corporate Controller from November 2018 to January 2022. Earlier roles included positions at Xilinx, Inc. (acquired by Advanced Micro Devices, Inc.) and PricewaterhouseCoopers. Mr. Johnson is a certified public accountant (inactive) in California and holds a Master of Business Administration from the University of Louisiana at Lafayette and a Bachelor of Science in Business Administration and Accounting from San Jose State University.
No new compensatory arrangements have been entered into with Mr. Johnson in connection with his appointment as interim CFO. Mr. Johnson will enter into the Company’s standard form of indemnification and advancement agreement.
There are no arrangements or understandings between Mr. Johnson and any other person pursuant to which he will assume the role of interim CFO, nor are there any family relationships between Mr. Johnson and any other executive officer or director of the Company. Mr. Johnson has no direct or indirect material interest in any transaction or proposed transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
| Item 7.01 | Regulation FD Disclosure. |
On June 1, 2026, the Company issued a press release regarding the events described in Item 5.02. Additionally, the Company reaffirmed its financial outlook for full-year fiscal 2026, as provided in its earnings release issued on April 1, 2026. The Company intends to report financial results for the third quarter of fiscal 2026 on July 7, 2026. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information furnished pursuant to Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as expressly set forth by specific reference in such filing.
Forward-Looking Statements
This Current Report on Form 8-K contains “forward-looking statements” within the meaning of Section 27A of the Securities Act, Section 21E of the Exchange Act, and the Private Securities Litigation Reform Act of 1995 that are not historical in nature, that are predictive or that depend upon or refer to future events or conditions. All statements contained in this Current Report on Form 8-K that do not relate to matters of historical fact should be considered forward-looking statements. These statements may include, but are not limited to, statements concerning the Company’s leadership transition plans, the Company’s financial outlook for full-year fiscal 2026, and the timing for reporting financial results for the third quarter of fiscal 2026. Forward-looking statements often use words such as “anticipate,” “target,” “expect,” “estimate,” “intend,” “plan,” “believe,” “could,” “will,” “may,” and other words of similar meaning. These forward-looking statements are based on current expectations, circumstances, aspirations, and assumptions that are subject to factors and uncertainties that could cause actual results to differ materially from those described in these forward-looking statements. These forward-looking statements are subject to a number of significant risks, uncertainties, and other factors, many of which are outside the Company’s control, including the factors and risks detailed in the Company’s filings with the U.S. Securities and Exchange Commission (which include the Company’s most recent Annual Report on Form 10-K). Such factors and risks as outlined above and in such filings do not constitute all factors and risks that could cause actual results of the Company to be materially different from the Company’s forward-looking statements. Accordingly, investors are cautioned not to place undue reliance on any forward-looking statements. These forward-looking statements are made as of the date of this Current Report on Form 8-K, and the Company does not intend, and has no obligation, to update or revise any forward-looking statements in order to reflect events or circumstances that may arise after the date of this Current Report on Form 8-K, except as required by law.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit |
Description | |
| 10.1#* | Form of Indemnification and Advancement Agreement for Directors and Officers | |
| 99.1** | Press release of Penguin Solutions, Inc. dated June 1, 2026 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
| * | Incorporated by reference to Exhibit 10.1 to the Form 8-K12B filed June 30, 2025. |
| ** | Furnished herewith. |
| # | Indicates management contract or compensatory plan. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: June 1, 2026 | Penguin Solutions, Inc. | |||||
| By: | /s/ Anne Kuykendall | |||||
| Anne Kuykendall | ||||||
| Senior Vice President and Chief Legal Officer | ||||||
Exhibit 99.1
Press Release
Penguin Solutions Announces CFO Transition
Company Reaffirms Full-Year Fiscal 2026 Outlook with Both
Net Sales and Diluted EPS Expected to Be at the High End of Outlook Range
for Full-Year Fiscal 2026 Supported by Agentic AI-Driven Demand
Fremont, Calif. — June 1, 2026 — Penguin Solutions, Inc. (Nasdaq: PENG), the AI Factory Platform Company, today announced that Nate Olmstead, Senior Vice President and Chief Financial Officer, will step down as the CFO of the company on July 8, 2026 to pursue a new opportunity in a different industry. Aaron Johnson, Penguin Solutions’ Vice President of Finance and Accounting, will succeed Mr. Olmstead as Interim CFO, effective July 9, 2026.
Mr. Johnson is a seasoned finance and accounting executive with over 16 years of public company experience across the technology sector. He brings a strong track record of financial leadership, strategic execution, and operational discipline, with expertise in business transformation and building scalable organizations that drive sustainable growth.
The company has initiated a search for a permanent CFO with the support of a leading executive search firm.
“Nate has played an important role in helping Penguin Solutions navigate a period of significant growth and transformation,” said Kash Shaikh, President and CEO of Penguin Solutions. “His leadership helped strengthen our financial and operational foundation as we advanced our AI Factory Platform strategy. On behalf of the entire Penguin Solutions team, I want to thank Nate for his partnership, leadership, and contributions, and wish him continued success in his next chapter.”
Shaikh continued, “Our business momentum remains strong as enterprises accelerate adoption of inference and agentic AI workloads, and demand for memory and AI infrastructure continues to grow. We continue to execute with focus and discipline on our AI Factory Platform strategy, supported by very strong agentic AI-driven customer demand across our Integrated Memory and AI Infrastructure businesses.”
“It has been a privilege to be part of Penguin Solutions during such an important stage in the company’s evolution,” said Olmstead. “I am proud of what we accomplished together as we advanced the company’s AI Factory Platform strategy, strengthened the business financially, and positioned Penguin Solutions for long-term growth at the intersection of memory and AI infrastructure. I am grateful to Kash, the Board, and the entire team for their partnership and support.”
Mr. Olmstead’s departure is not the result of any disagreement with the company on any matter relating to its operating performance, financial reporting, accounting, internal controls, operations, policies, or practices.
Reaffirms Fiscal 2026 Outlook
Penguin Solutions reaffirms its previously issued financial outlook for full-year fiscal 2026, as provided in its earnings release issued on April 1, 2026, and expects both net sales and diluted EPS for full-year fiscal 2026 to be at the high end of its previously issued outlook ranges, supported by very strong agentic AI-driven customer demand across its Integrated Memory and AI Infrastructure businesses.
The company expects to report financial results for the third quarter of fiscal 2026 on July 7, 2026.
Use of Forward-Looking Statements
This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995 that are not historical in nature, that are predictive or that depend upon or refer to future events or conditions. All statements contained in this press release that do not relate to matters of historical fact should be considered forward-looking statements. These statements may include, but are not limited to, statements concerning the company’s leadership transition plans, the company’s financial outlook for full-year fiscal 2026, the company’s ability to execute on its AI Factory Platform strategy, demand for memory and AI infrastructure, AI-driven customer demand, long-term growth opportunities, and its ability to deliver value to its stakeholders. Forward-looking statements often use words such as “anticipate,” “target,” “expect,” “estimate,” “intend,” “plan,” “believe,” “could,” “will,” “may,” and other words of similar meaning. These forward-looking statements are based on current expectations, circumstances, aspirations, and assumptions that are subject to factors and uncertainties that could cause actual results to differ materially from those described in these forward-looking statements. These forward-looking statements are subject to a number of significant risks, uncertainties, and other factors, many of which are outside Penguin Solutions’ control, including, among others, failure to realize opportunities relating to the company’s growth and stakeholder value, and other factors and risks detailed in Penguin Solutions’ filings with the U.S. Securities and Exchange Commission (which include Penguin Solutions’ most recent Annual Report on Form 10-K). Such factors and risks as outlined above and in such filings do not constitute all factors and risks that could cause actual results of Penguin Solutions to be materially different from Penguin Solutions’ forward-looking statements. Accordingly, investors are cautioned not to place undue reliance on any forward-looking statements. These forward-looking statements are made as of the date of this press release, and Penguin Solutions does not intend, and has no obligation, to update or revise any forward-looking statements in order to reflect events or circumstances that may arise after the date of this press release, except as required by law.
About Penguin Solutions
Penguin Solutions is a leading provider of memory and AI infrastructure, powering the AI factories of the future for enterprises, sovereign AI initiatives, and neocloud providers.
Built on decades of engineering expertise at the intersection of memory and AI/HPC infrastructure, we bring together differentiated infrastructure software, advanced memory, compute systems, end-to-end services, and industry-leading partner solutions in a full-stack AI factory platform designed to help customers deploy and scale AI workloads with speed and precision.
Headquartered in Silicon Valley, California, we operate globally through our network of R&D, manufacturing, and sales locations. Learn more at PenguinSolutions.com.
Penguin Solutions is a registered trademark of Penguin Solutions, Inc. All other trademarks are the property of their respective owners.
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