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[Form 4] Super Micro Computer, Inc. Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Negative)
Form Type
4
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.

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*
Liu Liang Chiu-Chu Sara

(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 X 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 08/10/2025 M 2,110 A (1) 604,794 D
Common Stock 08/10/2025 F(2) 1,137(2) D $44.6 603,657 D
Common Stock 40,426,120 I By Spouse
Common Stock 25,677,520 I By Joint Account w/ 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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units (1) 08/10/2025 M 2,110 (3) (3) Common Stock 2,110 $0 14,790 D
Restricted Stock Units (1) 08/08/2025 A 16,392 (4) (4) Common Stock 16,392 $0 16,392 D
Employee Stock Option (right to buy) $49.06 08/08/2025 A 36,428 (5) 08/08/2030 Common Stock 36,428 $0 36,428 D
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 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.
4. 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.
5. 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.
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.

FAQ

What did the SMCI Form 4 filed for Liu Liang Chiu-Chu Sara report?

The Form 4 reports the vesting/settlement of 16,392 RSUs on 08/08/2025 and 2,110 RSUs on 08/10/2025, withholding of 1,137 shares for taxes at $44.60, and a grant of an employee stock option for 36,428 shares at an exercise price of $49.06.

How many shares does the reporting person directly beneficially own after the transactions?

After the reported transactions the filing shows the reporting person directly beneficially owns 603,657 shares.

Are there any indirect holdings disclosed for the reporting person in the SMCI filing?

Yes. The report discloses indirect beneficial ownership of 40,426,120 shares by spouse and 25,677,520 shares held in a joint account with spouse.

What are the key terms of the stock option reported on the Form 4?

The employee stock option covers 36,428 shares, has an exercise price of $49.06, vests per the disclosed schedule and becomes exercisable beginning on 05/09/2026, expiring on 08/08/2030.

Why were 1,137 shares withheld in the reported transactions?

The filing states 1,137 shares were withheld by SMCI to satisfy tax withholding and remittance obligations in connection with the net settlement of vested restricted stock units; the report notes this was not a market transaction.
Super Micro Computer Inc

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18.84B
498.13M
16.62%
52.13%
15.99%
Computer Hardware
Electronic Computers
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United States
SAN JOSE