Penguin Solutions (PENG) SVP Clark Gates sells 10,351 shares in planned trades

Filing Impact

(Very High)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Penguin Solutions, Inc. senior vice president and president of Optimized LED, Clark Joseph Gates, reported selling a total of 10,351 shares of common stock on June 1, 2026. The six open-market sales were executed at per-share prices ranging from about $55.53 to $60.76, and were carried out under a previously established Rule 10b5-1 trading plan adopted on November 11, 2025.

Insider Trade Summary 10b5-1

Net Seller: 10,351 shares ($609,413)

Net Sell 6 txns

Insider Clark Joseph Gates

Role SVP and Pres, Optimized LED

Sold 10,351 shs ($609K)

Type	Security	Shares	Price	Value
Sale	Common Stock	1,000	$55.5349	$56K
Sale	Common Stock	1,100	$56.5352	$62K
Sale	Common Stock	900	$57.7334	$52K
Sale	Common Stock	1,439	$58.4994	$84K
Sale	Common Stock	4,612	$59.9653	$277K
Sale	Common Stock	1,300	$60.7609	$79K

Holdings After Transaction: Common Stock — 75,776 shares (Direct, null)

Footnotes (1)

This transaction was effected pursuant to a previously established Rule 10b5-1 Plan adopted by the reporting person on November 11, 2025. This transaction was executed in multiple trades at prices ranging from $55.01 to $55.93. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected. This transaction was executed in multiple trades at prices ranging from $56.08 to $56.78. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected. This transaction was executed in multiple trades at prices ranging from $57.24 to $58.19. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected. This transaction was executed in multiple trades at prices ranging from $58.27 to $58.67. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected. This transaction was executed in multiple trades at prices ranging from $59.62 to $60.60. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected. This transaction was executed in multiple trades at prices ranging from $60.62 to $60.95. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.

Key Figures

Shares sold: 10,351 shares Number of sale transactions: 6 trades Highest reported sale price: $60.7609 per share +3 more

6 metrics

Shares sold 10,351 shares Total common shares sold on June 1, 2026

Number of sale transactions 6 trades Open-market sales of common stock on June 1, 2026

Highest reported sale price $60.7609 per share One of the June 1, 2026 open-market sales

Lowest reported sale price $55.5349 per share One of the June 1, 2026 open-market sales

Net buy/sell direction 10,351 net shares sold Form 4 transaction summary for June 1, 2026

Rule 10b5-1 plan adoption date November 11, 2025 Date Clark Joseph Gates adopted trading plan

Key Terms

Rule 10b5-1 Plan, open-market sale, weighted average sale price, Form 4

4 terms

Rule 10b5-1 Plan regulatory

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

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.

open-market sale financial

"transaction_action: "open-market sale" and description: "Sale in open market or private transaction""

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

weighted average sale price financial

"The price reported above reflects the weighted average sale price."

Form 4 regulatory

"INSIDER FILING DATA (Form 4): { "issuerName": "Penguin Solutions, Inc.""

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

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Form 4 Insider Transactions: What Each Field Means →

06/02/2026 - 05:19 PM

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^*

Clark Joseph Gates

(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 Pres, Optimized LED

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	06/01/2026		S⁽¹⁾		1,000	D	$55.5349⁽²⁾	75,776	D
Common Stock	06/01/2026		S⁽¹⁾		1,100	D	$56.5352⁽³⁾	74,676	D
Common Stock	06/01/2026		S⁽¹⁾		900	D	$57.7334⁽⁴⁾	73,776	D
Common Stock	06/01/2026		S⁽¹⁾		1,439	D	$58.4994⁽⁵⁾	72,337	D
Common Stock	06/01/2026		S⁽¹⁾		4,612	D	$59.9653⁽⁶⁾	67,725	D
Common Stock	06/01/2026		S⁽¹⁾		1,300	D	$60.7609⁽⁷⁾	66,425	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

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

2. This transaction was executed in multiple trades at prices ranging from $55.01 to $55.93. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.

3. This transaction was executed in multiple trades at prices ranging from $56.08 to $56.78. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.

4. This transaction was executed in multiple trades at prices ranging from $57.24 to $58.19. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.

5. This transaction was executed in multiple trades at prices ranging from $58.27 to $58.67. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.

6. This transaction was executed in multiple trades at prices ranging from $59.62 to $60.60. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.

7. This transaction was executed in multiple trades at prices ranging from $60.62 to $60.95. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.

Remarks:

	/s/ Anne Kuykendall as attorney-in-fact for Joseph Gates Clark	06/02/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Penguin Solutions (PENG) disclose for Clark Joseph Gates?

Penguin Solutions reported that Clark Joseph Gates sold 10,351 shares of common stock in six open-market transactions on June 1, 2026. These trades were executed at prices between approximately $55.53 and $60.76 per share under a previously established Rule 10b5-1 trading plan.

When did the Penguin Solutions (PENG) insider sales by Clark Joseph Gates occur?

The reported insider sales by Clark Joseph Gates occurred on June 1, 2026. All six transactions involved Penguin Solutions common stock and were classified as open-market or private sales under transaction code “S” in the Form 4 filing for that date.

How many Penguin Solutions (PENG) shares did Clark Joseph Gates sell and at what prices?

Clark Joseph Gates sold a total of 10,351 Penguin Solutions common shares across six trades. Reported per-share prices ranged from about $55.53 to $60.76, with each line item in the filing showing a specific weighted average sale price for that group of trades.

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

Yes. A footnote states the transaction was effected under a previously established Rule 10b5-1 Plan adopted by Clark Joseph Gates on November 11, 2025. Such plans pre-schedule trades, indicating these sales were made pursuant to that pre-arranged trading arrangement.

What role does Clark Joseph Gates hold at Penguin Solutions (PENG) in this insider filing?

In the Form 4, Clark Joseph Gates is identified as an officer of Penguin Solutions, serving as SVP and President, Optimized LED. The reported transactions involve his direct ownership of Penguin Solutions common stock, with all entries marked as directly held (code “D”).