Super Micro (SMCI) Form 4: RSU Vesting, Option Grant and Tax Withholding Details
Rhea-AI Filing Summary
Liu Liang Chiu-Chu Sara, a director and reported 10% owner of Super Micro Computer (SMCI), disclosed equity awards and related transactions. The report shows 16,392 restricted stock units granted/vested on 08/08/2025 and an additional 2,110 restricted stock units on 08/10/2025, of which 1,137 shares were withheld to satisfy tax withholding at $44.60 per share. The filing also shows an employee stock option covering 36,428 shares granted on 08/08/2025 with an exercise price of $49.06, exercisable beginning 05/09/2026 and expiring 08/08/2030. Following these transactions, the reporting person directly beneficially owns 603,657 shares; the report further discloses indirect holdings of 40,426,120 shares by spouse and 25,677,520 shares in a joint account with spouse.
Positive
- 16,392 restricted stock units granted (08/08/2025), increasing reported equity alignment with the company
- 36,428 stock options granted (08/08/2025) with a clear exercise price of $49.06 and defined exercisability/expiration dates
- Tax withholding via share withholding (1,137 shares at $44.60) explicitly disclosed as a net-settlement, not a market sale
- Detailed vesting schedules provided for RSUs and options, clarifying when equity converts to shares
Negative
- None.
Insights
TL;DR: Routine executive equity awards and tax withholding disclosed; no market-moving sale or purchase reported.
The Form 4 documents time-stamped equity compensation events: vesting/settlement of restricted stock units and the grant of a stock option with a $49.06 exercise price. The withholding of 1,137 shares for taxes at $44.60 is explicitly noted as a net settlement and not a market disposition. The direct beneficial ownership figure after the transactions is 603,657 shares, while substantial indirect holdings are reported by spouse and a joint account. From a trading-signals perspective, these are standard compensation-related entries rather than open-market purchases or sales.
TL;DR: Compensation-related equity grants disclosed with clear vesting schedules; filing clarifies settlement and tax withholding mechanics.
The disclosure details vesting schedules for multiple RSU tranches and an option grant, including specific vesting pacing (25% followed by quarterly 1/16th increments) and option exercisability beginning on the listed anniversary date. The report explicitly states the tax-withholding was effected via share withholding and cites the Rule 16b-3(e) exemption for the net settlement. These elements are governance-relevant because they document director compensation, vesting conditions, and resulting beneficial ownership changes, all disclosed in accordance with Section 16 reporting requirements.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Units | 2,110 | $0.00 | -- |
| Exercise | Common Stock | 2,110 | $0.00 | -- |
| Tax Withholding | Common Stock | 1,137 | $44.60 | $51K |
| Grant/Award | Restricted Stock Units | 16,392 | $0.00 | -- |
| Grant/Award | Employee Stock Option (right to buy) | 36,428 | $0.00 | -- |
| 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. 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 May 10, 2024 and 1/16th of the total number of units at the end of each of the 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 May 10, 2026 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 total number of shares subject to the option shall vest and become exercisable at the rate of 1/4th of the shares on the first anniversary of the vesting commencement date on May 9, 2026, and 1/16th at the end of each successive calendar quarter thereafter.
