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Super Micro Computer (SMCI) CRO reports RSU vesting, shares withheld for taxes

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Super Micro Computer, Inc. reported equity compensation activity for Chief Revenue Officer Matthew Thauberger. On 2026-08-10, restricted stock units converted into 740 and 430 shares of common stock as they vested, with each unit representing one share. In related transactions, 377 and 219 common shares were delivered or withheld at $31.46 per share to satisfy tax withholding and remittance obligations in connection with the net settlement of the vested RSUs, which the company notes were not market transactions and are exempt under Rule 16b-3(e). Footnotes describe vesting schedules tied to continued service through August 10, 2023 and August 10, 2025 and subsequent quarterly vesting.

Positive

  • None.

Negative

  • None.
Insider Thauberger Matthew
Role Insider
Type Security Shares Price Value
Exercise Restricted Stock Units F1, F3 740 $0.00 $0.00
Exercise Restricted Stock Units F1, F4 430 $0.00 $0.00
Exercise Common Stock F1 740 -- --
Tax Withholding Common Stock F2 377 $31.46 $12K
Exercise Common Stock F1 430 -- --
Tax Withholding Common Stock F2 219 $31.46 $7K
Holdings After Transaction: Restricted Stock Units — 3,420 shares (Direct); Common Stock — 5,382 shares (Direct)
Footnotes (4)
  1. F1. Each restricted stock unit represents a contingent right to receive one share of SMCI common stock.
  2. F2. Represents shares of SMCI common stock that have been withheld by SMCI to satisfy tax withholding and remittance obligations in connection with the net settlement of vested restricted stock units and not a market transaction. Transaction exempt from Section 16(b) of the Securities Exchange Act of 1934 (the "Act") pursuant to Rule 16b-3(e) promulgated under the Act.
  3. F3. Subject to the Reporting Person's continued service to SMCI the restricted stock units vest at the rate of 25% of the total number of units on August 10, 2023 and 1/16th at the end of each three-month period thereafter. Vested units are settled in shares of SMCI common stock.
  4. F4. Subject to the Reporting Person's continued service to SMCI the restricted stock units vest at the rate of 25% of the total number of units on August 10, 2025 and 1/16th at the end of each three-month period thereafter. Vested units are settled in shares of SMCI common stock.
RSUs converted to common stock 740 shares Restricted stock units settled into 740 SMCI common shares on 2026-08-10
Additional RSUs converted 430 shares Restricted stock units settled into 430 SMCI common shares on 2026-08-10
Shares withheld for taxes (first leg) 377 shares Common shares delivered or withheld at $31.46 per share for tax obligations
Shares withheld for taxes (second leg) 219 shares Common shares delivered or withheld at $31.46 per share for tax obligations
Tax withholding price $31.46 per share Price used for tax withholding on 377 and 219 common shares
Derivative exercises 1,170 shares Total shares from RSU exercises/conversions reported in transactionSummary.exerciseShares
Shares for tax liability 596 shares Total common shares delivered or withheld for tax obligations in code F transactions
Restricted Stock Units financial
"Each restricted stock unit represents a contingent right to receive one share"
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.
net settlement financial
"in connection with the net settlement of vested restricted stock units"
tax withholding and remittance obligations financial
"to satisfy tax withholding and remittance obligations in connection with the net settlement"
Rule 16b-3(e) regulatory
"Transaction exempt from Section 16(b) of the Act pursuant to Rule 16b-3(e)"

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FAQ

What insider transactions did SMCI Chief Revenue Officer Matthew Thauberger report on this Form 4?

Matthew Thauberger reported RSU conversions into 740 and 430 common shares on 2026-08-10, plus related dispositions of 377 and 219 shares used solely to cover tax withholding obligations on the vested restricted stock units.

Did SMCI insider Matthew Thauberger sell shares on the open market in this Form 4?

No. The Form 4 states that 377 and 219 shares of SMCI common stock were withheld to satisfy tax withholding and remittance obligations for vested RSUs and explicitly notes these were not market transactions under Rule 16b-3(e).

How many Super Micro Computer (SMCI) RSUs vested for Matthew Thauberger on August 10, 2026?

On 2026-08-10, RSU awards representing 740 and 430 units vested and were settled in an equal number of SMCI common shares. Each restricted stock unit represents a contingent right to receive one share of common stock upon vesting.

What tax withholding transactions were reported for SMCI insider Matthew Thauberger?

The Form 4 reports dispositions of 377 and 219 SMCI common shares at $31.46 per share. Footnote F2 explains these shares were withheld by SMCI to satisfy tax withholding and remittance obligations tied to vested RSUs, not discretionary sales.

What are the vesting terms of Matthew Thauberger’s SMCI restricted stock units?

For one RSU grant, 25% vests on August 10, 2023, then 1/16th every three months thereafter, subject to continued service. For another, 25% vests on August 10, 2025, followed by 1/16th every three months, with vested units settled in SMCI common stock.

Was a Rule 10b5-1 trading plan involved in the SMCI Form 4 for Matthew Thauberger?

No Rule 10b5-1 trading plan is indicated. The filing’s 10b5-1 checkbox is marked false, and the footnotes describe the dispositions as tax withholding transactions exempt under Rule 16b-3(e), rather than trades under a pre-arranged plan.
SEC Form 4
FORM 4UNITED 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*
Thauberger Matthew

(Last)(First)(Middle)
980 ROCK AVENUE

(Street)
SAN JOSE CALIFORNIA 95131

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Super Micro Computer, Inc. [ SMCI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
Officer (give title below)XOther (specify below)
Chief Revenue Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/10/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock08/10/2026M740A(1)5,548D
Common Stock08/10/2026F(2)377D$31.465,171D
Common Stock08/10/2026M430A(1)5,601D
Common Stock08/10/2026F(2)219D$31.465,382D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(1)08/10/2026M740 (3) (3)Common Stock740$00D
Restricted Stock Units(1)08/10/2026M430 (4) (4)Common Stock430$03,420D
Explanation of Responses:
1. Each restricted stock unit represents a contingent right to receive one share of SMCI common stock.
2. Represents shares of SMCI common stock that have been withheld by SMCI to satisfy tax withholding and remittance obligations in connection with the net settlement of vested restricted stock units and not a market transaction. Transaction exempt from Section 16(b) of the Securities Exchange Act of 1934 (the "Act") pursuant to Rule 16b-3(e) promulgated under the Act.
3. Subject to the Reporting Person's continued service to SMCI the restricted stock units vest at the rate of 25% of the total number of units on August 10, 2023 and 1/16th at the end of each three-month period thereafter. Vested units are settled in shares of SMCI common stock.
4. Subject to the Reporting Person's continued service to SMCI the restricted stock units vest at the rate of 25% of the total number of units on August 10, 2025 and 1/16th at the end of each three-month period thereafter. Vested units are settled in shares of SMCI common stock.
Remarks:
/s/ Matthew Thauberger08/12/2026
** Signature of Reporting PersonDate
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)