Penguin Solutions (PENG) SVP withholds 610 shares for taxes

Rhea-AI Filing Summary

Penguin Solutions, Inc. insider activity: Senior Vice President and Chief Revenue Officer Anthony George Frey reported a tax-related share withholding. On January 20, 2026, 610 shares of Penguin Solutions common stock were surrendered to the company at $19.96 per share to cover tax withholding obligations tied to the vesting of restricted stock units. The filing states that no shares were sold in the market. After this transaction, Frey beneficially owned 74,954 common shares, held directly.

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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OMB Number:			3235-0287
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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^*

Frey Anthony George

(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 Revenue 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)		610	D	$19.96	74,954	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 Anthony George Frey	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 January 20, 2026?

Penguin Solutions reported that SVP and Chief Revenue Officer Anthony George Frey surrendered 610 shares of common stock on January 20, 2026 to satisfy tax withholding obligations related to vesting restricted stock units.

Was the Penguin Solutions (PENG) insider transaction an open-market sale?

No. The filing explains that the 610 shares were surrendered to the issuer to cover tax withholding on restricted stock unit vesting, and that no shares were sold in the market.

How many Penguin Solutions (PENG) shares does Anthony George Frey own after the transaction?

Following the tax withholding transaction, Anthony George Frey beneficially owned 74,954 shares of Penguin Solutions common stock, held directly.

What was the price used for the tax withholding shares at Penguin Solutions (PENG)?

The 610 surrendered shares were valued at $19.96 per share for the purpose of satisfying tax withholding obligations associated with restricted stock unit vesting.

What is Anthony George Frey’s role at Penguin Solutions (PENG)?

Anthony George Frey is an officer of Penguin Solutions, serving as Senior Vice President and Chief Revenue Officer, as indicated in the insider ownership filing.

Is the Penguin Solutions (PENG) Form 4 filed by one or multiple reporting persons?

The Form 4 was filed by one reporting person, Anthony George Frey, reflecting his individual holdings and the tax-related share surrender.