Penguin Solutions CFO reports tax share withholding

Penguin Solutions, Inc. interim CFO Aaron Michael Johnson reported a Form 4 transaction involving common stock.

Accepted by SEC EDGAR 07/22/2026 - 06:37 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

Penguin Solutions, Inc. interim CFO Aaron Michael Johnson reported a Form 4 transaction involving common stock. On 2026-07-20, 896 shares were surrendered to the issuer at $60.41 per share to satisfy tax withholding obligations upon vesting of restricted stock units. The filing notes that no shares were sold, and Johnson now directly holds 31,882 common shares.

Insider Trade Summary

Tax Withholding: 896 shares

Tax Withholding 1 txn

Insider Johnson Aaron Michael

Role Interim CFO

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock F1	896	$60.41	$54K

Holdings After Transaction: Common Stock — 31,882 shares (Direct)

Footnotes (1)

1. F1. Reflects shares surrendered to the Issuer to satisfy tax withholding obligations in connection with vesting of restricted stock units. No shares were sold.

Key Figures

Shares surrendered for tax withholding: 896 shares Tax-withholding price per share: $60.41 per share Shares held after transaction: 31,882 shares +1 more

4 metrics

Shares surrendered for tax withholding 896 shares Common stock surrendered on 2026-07-20 to satisfy tax withholding

Tax-withholding price per share $60.41 per share Per-share value used for the 896-share tax-withholding disposition

Shares held after transaction 31,882 shares Directly owned common shares following the reported Form 4 transaction

Shares tied to tax-liability event 896 shares Total shares reported under code F for tax-liability purposes in transaction summary

Key Terms

restricted stock units, tax withholding obligations, Common Stock

3 terms

restricted stock units financial

"in connection with vesting of restricted stock units. No shares were sold"

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.

tax withholding obligations financial

"satisfy tax withholding obligations in connection with vesting of restricted"

Common Stock financial

"security_title": "Common Stock""

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Penguin Solutions (PENG) report on this Form 4?

Penguin Solutions reported that interim CFO Aaron Michael Johnson had 896 common shares surrendered to the company on 2026-07-20 to cover tax withholding on vesting restricted stock units, rather than through an open-market sale.

Did the Penguin Solutions (PENG) interim CFO sell any shares in this Form 4?

No. The footnote states that the 896 shares were surrendered to Penguin Solutions solely to satisfy tax withholding obligations related to vesting restricted stock units, and that no shares were sold in the market.

How many Penguin Solutions (PENG) shares does the interim CFO hold after this transaction?

After the tax-withholding disposition, interim CFO Aaron Michael Johnson directly holds 31,882 shares of Penguin Solutions common stock. This figure reflects his post-transaction ownership reported in the Form 4 filing.

What was the price used for the tax-withholding shares on Penguin Solutions (PENG) Form 4?

The 896 shares surrendered for tax withholding were valued at $60.41 per share. This per-share amount is reported as the transaction price used in determining the tax-withholding disposition.

Who is the insider involved in this Penguin Solutions (PENG) Form 4 filing?

The reporting person is Aaron Michael Johnson, who serves as Interim CFO of Penguin Solutions, Inc. The Form 4 reflects his direct ownership and a tax-related disposition of common stock.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Johnson Aaron Michael

(Last) (First) (Middle)

C/O PENGUIN SOLUTIONS, INC.

45800 NORTHPORT LOOP W.

(Street)

FREMONT CALIFORNIA 94538

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Penguin Solutions, Inc. [ PENG ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/20/2026

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

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

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

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	07/20/2026		F(1)		896	D	$60.41	31,882	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. Reflects shares surrendered to the Issuer to satisfy tax withholding obligations in connection with vesting of restricted stock units. No shares were sold.

Remarks:

	/s/ Anne Kuykendall as attorney-in-fact for Aaron Michael Johnson	07/22/2026
	** 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.
* Form 4: SEC 1474 (03-26)