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Super Micro Computer director has shares withheld for tax

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Form Type
4

Rhea-AI Filing Summary

Super Micro Computer, Inc. director and 10% owner Liang Chiu-Chu Sara Liu had 2,110 and 1,025 restricted stock units vest and settle into the same numbers of common shares on November 10, 2026. The company withheld 1,139 and 553 shares, respectively, for tax withholding and remittance obligations at $27.79 per share; these were not market transactions. Both vesting schedules were subject to continued service.

Insider Liu Liang Chiu-Chu Sara
Role Director, 10% Owner
Type Security Shares Price Value
Exercise Restricted Stock Units F1, F4 2,110 $0.00 $0.00
Exercise Restricted Stock Units F1, F5 1,025 $0.00 $0.00
Exercise Common Stock F1 2,110 -- --
Tax Withholding Common Stock F2 1,139 $27.79 $32K
Exercise Common Stock F1 1,025 -- --
Tax Withholding Common Stock F2 553 $27.79 $15K
Holding Common Stock F3 -- -- --
Holding Common Stock -- -- --
Holdings After Transaction: Restricted Stock Units — 14,475 units (Direct); Common Stock — 25,671,469 shares (Direct); Common Stock — 40,426,120 shares (Indirect, By Spouse)
Footnotes (5)
  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. Represents 25,332,520 shares held in a brokerage account jointly owned by the Reporting Person and the Reporting Person's spouse, each of whom is a Section 16 reporting person of the Issuer. These shares are reported as directly beneficially owned by each individual in accordance with the instructions to Form 4.
  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 May 10, 2024 and 1/16th at the end of each three-month period thereafter. Vested units are settled in shares of SMCI common stock.
  5. F5. 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 May 10, 2026 and 1/16th at the end of each three-month period thereafter. Vested units are settled in shares of SMCI common stock.
Restricted stock units settled 2,110 units Settled into 2,110 common shares on November 10, 2026
Restricted stock units settled 1,025 units Settled into 1,025 common shares on November 10, 2026
Common shares withheld 1,139 shares For tax withholding and remittance obligations on November 10, 2026
Common shares withheld 553 shares For tax withholding and remittance obligations on November 10, 2026
Withholding price $27.79 per share Price reported for the shares withheld on November 10, 2026
restricted stock units financial
"restricted stock units vest at the rate of 25%"
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"
Rule 16b-3(e) regulatory
"pursuant to Rule 16b-3(e) promulgated under the Act"

FAQ

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

How many SMCI shares did Liang Chiu-Chu Sara Liu have withheld for taxes?

On November 10, 2026, 1,139 and 553 shares were withheld at $27.79 per share to satisfy tax withholding and remittance obligations tied to the net settlement of vested RSUs. The transactions were not market sales.

What were the vesting terms for Liang Chiu-Chu Sara Liu's SMCI restricted stock units?

Both schedules were subject to continued service. One vested at 25% on May 10, 2024, then at 1/16th at the end of each three-month period thereafter. The other vested at 25% on May 10, 2026, then at 1/16th at the end of each three-month period thereafter.

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

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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*
Liu Liang Chiu-Chu Sara

(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)
XDirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
11/10/2026
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 Stock11/10/2026M2,110A(1)339,616D
Common Stock11/10/2026F(2)1,139D$27.79338,477D
Common Stock11/10/2026M1,025A(1)339,502D
Common Stock11/10/2026F(2)553D$27.79338,949D
Common Stock25,332,520D(3)
Common Stock40,426,120IBy Spouse
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)11/10/2026M2,110 (4) (4)Common Stock2,110$04,230D
Restricted Stock Units(1)11/10/2026M1,025 (5) (5)Common Stock1,025$010,245D
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. Represents 25,332,520 shares held in a brokerage account jointly owned by the Reporting Person and the Reporting Person's spouse, each of whom is a Section 16 reporting person of the Issuer. These shares are reported as directly beneficially owned by each individual in accordance with the instructions to Form 4.
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 May 10, 2024 and 1/16th at the end of each three-month period thereafter. Vested units are settled in shares of SMCI common stock.
5. 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 May 10, 2026 and 1/16th at the end of each three-month period thereafter. Vested units are settled in shares of SMCI common stock.
Remarks:
/s/ Mark P Long, Attorney-In-Fact11/12/2026
** 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)

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