Penguin Solutions (PENG) legal chief sells 739 shares, surrenders 3,061 for taxes

Rhea-AI Filing Summary

Penguin Solutions, Inc. executive Anne Kuykendall, SVP and Chief Legal Officer, reported two equity transactions. On July 22, 2026 she sold 739 shares of common stock at $56.12 per share in an open-market or private transaction under a Rule 10b5-1 plan adopted November 11, 2025. On July 20, 2026 she surrendered 3,061 shares to the issuer at $60.41 per share to satisfy tax withholding on vesting restricted stock units; no shares were sold in that tax-related transaction.

Insider Trade Summary 10b5-1

Net Seller: 3,800 shares

Net Sell 2 txns

Insider Kuykendall Anne

Role SVP and Chief Legal Officer

Sold 739 shs ($41K)

Type	Security	Shares	Price	Value
Sale	Common Stock F2	739	$56.12	$41K
Tax Withholding	Common Stock F1	3,061	$60.41	$185K

Holdings After Transaction: Common Stock — 116,994 shares (Direct)

Footnotes (2)

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.
2. F2. This transaction was effected pursuant to a previously established Rule 10b5-1 Plan adopted by the reporting person on November 11, 2025.

Key Figures

Common shares sold: 739 shares at $56.1200 per share Shares surrendered for taxes: 3061 shares at $60.4100 per share Rule 10b5-1 plan adoption date: November 11, 2025

3 metrics

Common shares sold 739 shares at $56.1200 per share Sale of common stock on July 22, 2026 in open-market or private transaction

Shares surrendered for taxes 3061 shares at $60.4100 per share Surrender to issuer on July 20, 2026 to satisfy tax withholding on RSU vesting

Rule 10b5-1 plan adoption date November 11, 2025 Adoption date of the trading plan governing the 739-share sale

Key Terms

Rule 10b5-1 Plan, restricted stock units, tax withholding obligations

3 terms

Rule 10b5-1 Plan regulatory

"This transaction was effected pursuant to a previously established Rule 10b5-1 Plan"

A Rule 10b5-1 plan is a prearranged, written schedule that lets corporate insiders buy or sell company stock at set times or amounts, even if they later learn material nonpublic information. Think of it like setting an automatic thermostat for trades: it creates a clear record that trades were planned in advance, reducing the risk of insider-trading accusations and helping investors trust that insider transactions are routine rather than based on secret information.

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

"shares surrendered to the Issuer to satisfy tax withholding obligations"

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

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/22/2026 - 06:41 PM Accepted by SEC EDGAR 07/22/2026 - 06:41 PM Learn about SEC filing dates

FAQ

What insider sale did Anne Kuykendall report for Penguin Solutions (PENG)?

She reported selling 739 shares of Penguin Solutions common stock at $56.12 per share. The July 22, 2026 transaction was described as an open-market or private sale executed under a pre-established Rule 10b5-1 trading plan.

What was the tax-related share surrender reported at Penguin Solutions (PENG)?

She surrendered 3,061 shares of common stock at $60.41 per share to the issuer. This July 20, 2026 transaction satisfied tax withholding obligations arising from vesting restricted stock units, and the footnote states that no shares were sold.

Was the Penguin Solutions (PENG) insider sale under a Rule 10b5-1 plan?

Yes. The sale of 739 shares was effected under a Rule 10b5-1 Plan. A footnote specifies the trading plan was previously established and adopted by the reporting person on November 11, 2025, indicating the sale followed a preset arrangement.

Did the tax withholding transaction at Penguin Solutions (PENG) involve a market sale?

No. The filing states the 3,061 shares were surrendered to the issuer to satisfy tax withholding. It explicitly notes that no shares were sold, distinguishing this tax-related disposition from an open-market or private sale.

What is Anne Kuykendall’s role at Penguin Solutions (PENG)?

She is reported as SVP and Chief Legal Officer of Penguin Solutions, Inc. Her Form 4 filing covers personal equity transactions in the company’s common stock, including one discretionary sale and one tax-withholding share surrender.

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).

X

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^*

Kuykendall Anne

(Last) (First) (Middle)

C/O PENGUIN SOLUTIONS, INC.

45800 NORTHPORT LOOP WEST

(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)
	SVP and Chief Legal Officer

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)		3,061	D	$60.41	117,733	D
Common Stock	07/22/2026		S(2)		739	D	$56.12	116,994	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.

2. This transaction was effected pursuant to a previously established Rule 10b5-1 Plan adopted by the reporting person on November 11, 2025.

Remarks:

	/s/ Anne Kuykendall	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)