SMCI Form 4: Tuan Sherman Sells 255,786 Shares, Gets 9,048 Options

Tuan Sherman, a director of Super Micro Computer, Inc. (SMCI), reported a sale of 255,786 common shares and the grant of 9,048 stock options on 08/08/2025.

Rhea-AI Filing Summary

Tuan Sherman, a director of Super Micro Computer, Inc. (SMCI), reported a sale of 255,786 common shares and the grant of 9,048 stock options on 08/08/2025. The options carry a stated exercise price of $44.6 and were granted for service in fiscal 2026. Per the filing, the options will fully vest and become exercisable on June 30, 2026, with pro rata vesting if the reporting person’s service ends earlier. The options cover 9,048 underlying common shares if exercised. The Form 4 discloses the disposition and the compensatory option award but does not provide reasons for the sale.

Positive

• 9,048 stock options granted as explicit compensatory alignment for fiscal 2026 service
• Options carry a clear vesting schedule: fully vest and become exercisable on June 30, 2026, with pro rata vesting if service ends earlier

Negative

• Disposition of 255,786 common shares reported, representing a material insider sale in absolute share count
• Filing does not state the reason or proceeds for the sale, limiting insight into the motivation behind the transaction

Insights

Securities Analyst

TL;DR: Director sold 255,786 shares and received 9,048 options; options vest mid-2026.

The filing shows a large insider disposition combined with a compensatory equity award. The 255,786-share disposal is a clear change in reported holdings, while the 9,048 options at an exercise price of $44.6 establish potential future dilution equal to the underlying shares if exercised. The explicit vesting date of June 30, 2026 ties the grant to service through fiscal 2026, aligning compensation with continued service. The filing does not state the sale proceeds or reason, which limits interpretation of intent.

Corporate Governance Expert

TL;DR: Routine compensatory option grant with defined vesting, offset by a sizable share disposition by a director.

The disclosure documents a standard director compensation mechanism—an option grant with a clear vesting schedule—intended to align the director’s incentives with the company’s future performance. Simultaneously, the director reported a substantial sale (255,786 shares), which reduces insider ownership on record. Because the filing supplies the grant size, exercise price, and vesting terms but not transaction rationale, investors cannot infer motivation beyond the facts reported.

Insider Trade Summary

Grant/Award: 9,048 shares

Grant/Award 2 txns

Insider TUAN SHERMAN

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Stock Option (right to buy)	9,048	$0.00	$0.00
holding	Common Stock	--	--	--

Holdings After Transaction: Stock Option (right to buy) — 9,048 contracts (Direct); Common Stock — 255,786 shares (Direct)

Footnotes (1)

1. F1. The stock options were granted with respect to service to be provided by the Reporting Person to SMCI in fiscal 2026. The total number of stock options will fully vest and become exercisable on June 30, 2026; provided, however, that if the Reporting Person's service to SMCI ends before June 30, 2026, then a pro rata number of stock options will vest and become exercisable based upon service provided from July 1, 2025 to the last day of service.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Tuan Sherman report on the SMCI Form 4?

The filing shows a disposition of 255,786 common shares and the acquisition of 9,048 stock options at an exercise price of $44.6 on 08/08/2025.

When do the granted SMCI options vest and become exercisable?

The options fully vest and become exercisable on June 30, 2026, with pro rata vesting if the reporting person’s service ends before that date.

How many underlying shares could be issued if the options are exercised?

The grant covers up to 9,048 underlying common shares if all options are exercised.

Does the Form 4 explain why the 255,786 shares were sold?

No. The filing documents the sale of 255,786 shares but does not provide a reason or disclose sale proceeds.

Who reported the transaction for SMCI?

The transaction was reported on behalf of director Tuan Sherman as the reporting person on the Form 4.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 08/12/2025 - 05:47 PM Learn about SEC filing dates

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^*

TUAN SHERMAN

(Last) (First) (Middle)

980 ROCK AVENUE

(Street)

SAN JOSE CA 95131

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Super Micro Computer, Inc. [ SMCI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/08/2025

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								255,786	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
Stock Option (right to buy)	$44.6	08/08/2025		A		9,048		(1)	08/08/2030	Common Stock	9,048	$0	9,048	D

Explanation of Responses:

1. The stock options were granted with respect to service to be provided by the Reporting Person to SMCI in fiscal 2026. The total number of stock options will fully vest and become exercisable on June 30, 2026; provided, however, that if the Reporting Person's service to SMCI ends before June 30, 2026, then a pro rata number of stock options will vest and become exercisable based upon service provided from July 1, 2025 to the last day of service.

Remarks:

	/s/ David E Weigand, Attorney-In-Fact	08/12/2025
	** 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.