Penguin Solutions (PENG) SVP uses 3,379 shares to cover tax on RSU vest

Rhea-AI Filing Summary

Penguin Solutions, Inc. insider filing shows a routine tax-related share surrender by a senior executive. SVP and Chief Legal Officer Anne Kuykendall surrendered 3,379 shares of common stock on 01/20/2026 at a price of $19.96 per share to Penguin Solutions to cover tax withholding tied to vesting of restricted stock units. The footnote clarifies that no shares were sold on the open market; the transaction was solely to satisfy tax obligations. After this transaction, Kuykendall directly beneficially owned 139,352 shares of Penguin Solutions common stock.

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^*

Kuykendall Anne

(Last) (First) (Middle)

C/O PENGUIN SOLUTIONS, INC.

45800 NORTHPORT LOOP WEST

(Street)

FREMONT CA 94538

(City) (State) (Zip)

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

3. Date of Earliest Transaction (Month/Day/Year)
01/20/2026

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	01/20/2026		F(1)		3,379	D	$19.96	139,352	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	01/21/2026
	** 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).
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FAQ

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

The report shows SVP and Chief Legal Officer Anne Kuykendall surrendered 3,379 shares of Penguin Solutions common stock on 01/20/2026 to the company.

Was the Penguin Solutions (PENG) insider transaction a sale into the market?

No. The footnote states the 3,379 shares were surrendered to Penguin Solutions to satisfy tax withholding on vested restricted stock units, and that no shares were sold.

At what price were the Penguin Solutions (PENG) shares valued in this Form 4 transaction?

The surrendered shares were valued at $19.96 per share for purposes of the tax withholding transaction.

How many Penguin Solutions (PENG) shares does Anne Kuykendall own after this transaction?

Following the tax-related surrender, Anne Kuykendall beneficially owned 139,352 shares of Penguin Solutions common stock directly.

What is Anne Kuykendall’s role at Penguin Solutions (PENG) in this Form 4?

She is identified as an officer of Penguin Solutions, serving as SVP and Chief Legal Officer.

Is this Penguin Solutions (PENG) Form 4 filed for one or multiple reporting persons?

The Form 4 is indicated as being filed by one reporting person, namely Anne Kuykendall.