Super Micro Director Reports 8,750 RSU Settlement; Tax Withholding at $44.60
Rhea-AI Filing Summary
Liaw Yih-Shyan Wally, a director of Super Micro Computer, Inc. (SMCI), reported equity-payment activity tied to restricted stock units. On 08/10/2025 two sets of restricted stock units vested and were settled into common shares: 4,380 and 4,370 units, a total of 8,750 shares. The company withheld 2,064 and 2,220 shares, respectively, to satisfy tax remittance obligations at $44.60 per share; those withholdings are described as not market transactions and are exempt under Rule 16b-3(e).
After these events the reporting person holds derivative securities (restricted stock units) totaling 21,880 RSUs. The filing also discloses significant indirect common-stock holdings: 193,770 shares held by the reporting person’s spouse and 14,990,450 shares held in the Liaw Family Trust for the benefit of the reporting person’s children.
Positive
- None.
Negative
- None.
Insights
TL;DR: Routine executive equity vesting and tax-withholdings; no open-market sales reported, minimal governance concern.
The Form 4 documents standard compensation settlement mechanics: two tranches of restricted stock units vested and converted into common shares, with a portion withheld to cover tax obligations. The withholding transactions are explicitly described as net settlement actions and not market sales, which is common practice to satisfy tax liabilities while preserving ownership. The disclosure of large indirect holdings via a family trust is material for control considerations but is a standing ownership structure rather than a new corporate-governance development.
TL;DR: The transaction is operationally neutral—vesting increases direct share count but withheld shares did not involve market sales.
From an investor-impact perspective, the report shows 8,750 vested RSUs with 4,284 shares withheld for taxes at $44.60 per share. There is no disclosure of open-market dispositions or purchases by the reporting person, so price-pressure or signaling effects are limited. The filings also confirm large indirect positions (spouse: 193,770; family trust: 14,990,450), which remain the dominant ownership elements affecting potential voting power.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Units | 4,380 | $0.00 | -- |
| Exercise | Restricted Stock Units | 4,370 | $0.00 | -- |
| Exercise | Common Stock | 4,380 | $0.00 | -- |
| Tax Withholding | Common Stock | 2,064 | $44.60 | $92K |
| Exercise | Common Stock | 4,370 | $0.00 | -- |
| Tax Withholding | Common Stock | 2,220 | $44.60 | $99K |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Footnotes (1)
- Each restricted stock unit represents a contingent right to receive one share of SMCI common stock. 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. These shares are held in a trust for the benefit of the Reporting Person's children. The reporting person and his spouse, Shiow-Meei S. Liaw, are the trustees of the trust. Subject to the Reporting Person's continued service to the Issuer, 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 successive calendar quarter thereafter. Vested units are settled in shares of SMCI common stock. Subject to the Reporting Person's continued service to the Issuer, the restricted stock units vest at the rate of 25% of the total number of units on November 10, 2023 and 1/16th at the end of each successive calendar quarter thereafter. Vested units are settled in shares of SMCI common stock.