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Super Micro (NASDAQ: SMCI) CAO settles 2,250 RSUs, withholds shares for taxes

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Super Micro Computer, Inc. (SMCI) reported that officer Kenneth Cheung, SVP and Chief Accounting Officer, had 2,250 restricted stock units vest and convert into an equal number of shares of common stock on August 17, 2026. The related RSU derivative position is now reported as 0. Of the vested shares, 808 shares of common stock were withheld by SMCI at $38.28 per share to satisfy tax withholding and remittance obligations in a net settlement, which is described as not being a market transaction and is exempt from Section 16(b) under Rule 16b-3(e). The filing does not state Cheung’s resulting common stock holdings after these transactions.

Positive

  • None.

Negative

  • None.
Insider Cheung Kenneth
Role SVP, Chief Accounting Officer
Type Security Shares Price Value
Exercise Restricted Stock Units F1, F3 2,250 $0.00 $0.00
Exercise Common Stock F1 2,250 -- --
Tax Withholding Common Stock F2 808 $38.28 $31K
Holdings After Transaction: Restricted Stock Units — 0 shares (Direct); Common Stock — 63,772 shares (Direct)
Footnotes (3)
  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 vested in two equal tranches on August 17, 2026 and February 17, 2027. Vested units were settled in shares of SMCI common stock.
RSUs vested and converted 2,250 units / shares Restricted stock units vested and settled in common stock on August 17, 2026
RSU derivative position after transaction 0 units Total shares following transaction for RSUs reported as 0.0000
Shares withheld for taxes 808 shares Common stock withheld to satisfy tax withholding obligations on August 17, 2026
Withholding price per share $38.28 per share Price used for shares withheld to pay tax liability
Exercise transactions 1 transaction / 2,250 shares Exercise or conversion of derivative security (RSUs) on August 17, 2026
Tax withholding transaction 1 transaction / 808 shares Payment of tax liability by withholding shares, code F
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"
Section 16(b) regulatory
"Transaction exempt from Section 16(b) of the Securities Exchange Act"
A federal rule that requires company insiders—like officers, directors and large shareholders—to return any profits made from buying and selling the company’s stock within a six-month window. It matters to investors because it discourages short-term trades that could exploit non-public information and helps protect outside shareholders by creating a simple, enforceable way to recover unfair gains, much like a rule stopping someone from flipping a limited-edition item for quick profit after getting early access.
Rule 16b-3(e) regulatory
"pursuant to Rule 16b-3(e) promulgated under the Act"

FAQ

What insider equity transaction did SMCI officer Kenneth Cheung report in this Form 4?

Kenneth Cheung reported 2,250 restricted stock units vesting and converting into 2,250 SMCI common shares on August 17, 2026. These vested units were settled in common stock, and the corresponding RSU derivative position is now reported as zero.

How many SMCI shares were withheld for taxes in Kenneth Cheung’s August 17, 2026 transaction?

SMCI withheld 808 shares of common stock from Kenneth Cheung at $38.28 per share to cover tax withholding and remittance. The company describes this as a net settlement for tax liabilities, not a market sale transaction.

What happened to Kenneth Cheung’s restricted stock units in the SMCI Form 4 filing?

2,250 restricted stock units vested for Kenneth Cheung and were settled in 2,250 shares of SMCI common stock. After this vesting and settlement, the filing reports 0 restricted stock units remaining from this award.

Was Kenneth Cheung’s SMCI Form 4 transaction executed under a Rule 10b5-1 trading plan?

The filing’s Rule 10b5-1 checkbox is not marked, indicating the reported transactions were not affirmatively identified as made under a Rule 10b5-1 trading plan. The transactions relate to RSU vesting and associated tax withholding.

Are the SMCI shares withheld from Kenneth Cheung considered a market sale?

No. The 808 SMCI shares withheld from Kenneth Cheung are described as not a market transaction. They were retained by SMCI solely to satisfy tax withholding and remittance obligations tied to vested restricted stock units.

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

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Learn about SEC filing dates
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*
Cheung Kenneth

(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
XOfficer (give title below)Other (specify below)
SVP, Chief Accounting Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/17/2026
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 Stock08/17/2026M2,250A(1)64,580D
Common Stock08/17/2026F(2)808D$38.2863,772D
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)08/17/2026M2,250 (3) (3)Common Stock2,250$00D
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 vested in two equal tranches on August 17, 2026 and February 17, 2027. Vested units were settled in shares of SMCI common stock.
Remarks:
/s/ Kenneth Cheung08/19/2026
** 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)