Bank of Nova Scotia discloses 8.52% stake in Penguin Solutions (PENG)

Rhea-AI Filing Summary

Bank of Nova Scotia, a Canadian federal-level institution, reports beneficial ownership of 4,439,943 shares of Penguin Solutions, Inc. common stock. This holding represents 8.52% of the class.

Bank of Nova Scotia has sole power to vote and dispose of all 4,439,943 shares and reports no shared voting or dispositive power. The position is reported as a parent holding company under Rule 13d-1(b)(1)(ii)(g).

Key Figures

Beneficial ownership: 4,439,943 shares Percent of class: 8.52 % Sole voting power: 4,439,943 shares +2 more

5 metrics

Beneficial ownership 4,439,943 shares Amount of Penguin Solutions common stock beneficially owned by Bank of Nova Scotia

Percent of class 8.52 % Percentage of Penguin Solutions common stock class held by Bank of Nova Scotia

Sole voting power 4,439,943 shares Shares for which Bank of Nova Scotia has sole power to vote or direct the vote

Shared voting power 0 shares Shares for which Bank of Nova Scotia has shared power to vote or direct the vote

Sole dispositive power 4,439,943 shares Shares for which Bank of Nova Scotia has sole power to dispose or direct disposition

Key Terms

beneficially owned, sole dispositive power, sole power to vote, Schedule 13G, +1 more

5 terms

beneficially owned financial

"Amount beneficially owned: 4,439,943"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

sole dispositive power financial

"Sole power to dispose or to direct the disposition of: ... 4,439,943"

Sole dispositive power is the exclusive legal authority to decide what happens to a security — for example, whether to sell, transfer, or retain shares — without needing anyone else’s permission. Investors care because it signals who truly controls the economic outcome of an investment: like holding the only key to a safe, the holder can realize gains or losses and may trigger regulatory reporting, insider rules, or influence over corporate ownership.

sole power to vote financial

"Sole power to vote or to direct the vote: ... 4,439,943"

Schedule 13G regulatory

"I also undertake to furnish ... information that would otherwise be disclosed in a Schedule 13D."

A Schedule 13G is a formal document that investors file with the government when they acquire a large ownership stake in a company, usually for investment purposes rather than control. It helps keep the public informed about who owns significant parts of a company's shares, which can influence how the company is managed and how investors make decisions. Filing this schedule is important for transparency and understanding the ownership landscape of publicly traded companies.

parent holding company regulatory

"A parent holding company, in accordance with 13d-1(b)(1)(ii)(g)"

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FAQ

How many Penguin Solutions (PENG) shares does Bank of Nova Scotia beneficially own?

Bank of Nova Scotia beneficially owns 4,439,943 shares of Penguin Solutions, Inc. common stock. This stake equals 8.52% of the class, making the Canadian bank a significant institutional holder in the company’s equity.

What percentage of Penguin Solutions (PENG) does Bank of Nova Scotia hold?

Bank of Nova Scotia holds 8.52% of Penguin Solutions, Inc.’s common stock. This percentage is based on its beneficial ownership of 4,439,943 shares, as disclosed under Schedule 13G reporting rules for significant shareholders.

Does Bank of Nova Scotia share voting power over its Penguin Solutions (PENG) shares?

No. Bank of Nova Scotia reports sole voting power over 4,439,943 shares of Penguin Solutions and 0 shares with shared voting power. It also reports sole dispositive power over the same number of shares with no shared dispositive authority.

What type of Schedule 13G filer is Bank of Nova Scotia for Penguin Solutions (PENG)?

Bank of Nova Scotia identifies as a parent holding company reporting in accordance with Rule 13d-1(b)(1)(ii)(g). This reflects its status as a Canadian federal-level institution overseeing holdings in Penguin Solutions, Inc.

What is the citizenship or organization of Bank of Nova Scotia in the Penguin Solutions (PENG) ownership report?

Bank of Nova Scotia is described as being organized under Canada (federal level). This Canadian federal-level status is listed as its citizenship in connection with its beneficial ownership of Penguin Solutions, Inc. common stock.

Who signed the beneficial ownership report relating to Penguin Solutions (PENG) for Bank of Nova Scotia?

The report is signed by Raj Sachdeva, identified as Vice President, Head of GBM&T Compliance Canada. This signature certifies the accuracy of Bank of Nova Scotia’s reported ownership and related regulatory representations.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

Penguin Solutions, Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

706915105

(CUSIP Number)

06/30/2026

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

schemaVersion:

SCHEDULE 13G

CUSIP Number(s): 706915105

1

Names of Reporting Persons

BANK OF NOVA SCOTIA

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

CANADA (FEDERAL LEVEL)

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 4,439,943.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 4,439,943.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

4,439,943.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

8.52 %

12

Type of Reporting Person (See Instructions)

FI

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Penguin Solutions, Inc.
(b)	Address of issuer's principal executive offices: 45800 NORTHPORT LOOP WEST, FREMONT, CALIFORNIA 94538
Item 2.
(a)	Name of person filing: BANK OF NOVA SCOTIA
(b)	Address or principal business office or, if none, residence: 40 TEMPERANCE STREET TORONTO, Ontario, Canada M5H 0B4
(c)	Citizenship: BANK OF NOVA SCOTIA - CANADA (FEDERAL LEVEL)
(d)	Title of class of securities: Common Stock
(e)	CUSIP Number(s): 706915105
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
	A parent holding company, in accordance with 13d-1(b)(1)(ii)(g)
Item 4.	Ownership
(a)	Amount beneficially owned: 4,439,943
(b)	Percent of class: 8.52 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: BANK OF NOVA SCOTIA - 4,439,943
	(ii) Shared power to vote or to direct the vote: BANK OF NOVA SCOTIA - 0
	(iii) Sole power to dispose or to direct the disposition of: BANK OF NOVA SCOTIA - 4,439,943
	(iv) Shared power to dispose or to direct the disposition of: BANK OF NOVA SCOTIA - 0
Item 5.	Ownership of 5 Percent or Less of a Class.
	Not Applicable
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.	Certifications:
	By signing below I certify that, to the best of my knowledge and belief, the foreign regulatory scheme applicable to The Bank of Nova Scotia is substantially comparable to the regulatory scheme applicable to the functionally equivalent U.S. institution(s). I also undertake to furnish to the Commission staff, upon request, information that would otherwise be disclosed in a Schedule 13D.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

BANK OF NOVA SCOTIA

Signature:	Raj Sachdeva
Name/Title:	Vice President, Head of GBM&T Compliance Canada
Date:	07/15/2026