STOCK TITAN

Super Micro Computer (SMCI) insider reports RSU conversion and tax share withholding

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Super Micro Computer director and 10% owner Liu Liang Chiu-Chu Sara reported routine equity compensation activity. On February 10, 2026, 2,110 restricted stock units were converted into the same number of SMCI common shares at an exercise price of $0.00.

Of these shares, 1,251 SMCI common shares were withheld at $33.33 per share to cover tax obligations related to the vesting, which is not a market transaction. After these transactions, she directly holds 608,258 SMCI common shares and 10,570 restricted stock units, with additional indirect holdings through a spouse and a joint account.

Positive

  • None.

Negative

  • None.
Insider Liu Liang Chiu-Chu Sara
Role Director, 10% Owner
Type Security Shares Price Value
Exercise Restricted Stock Units 2,110 $0.00 --
Exercise Common Stock 2,110 $0.00 --
Tax Withholding Common Stock 1,251 $33.33 $42K
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Restricted Stock Units — 10,570 shares (Direct); Common Stock — 609,509 shares (Direct); Common Stock — 40,426,120 shares (Indirect, By Spouse)
Footnotes (1)
  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 SMCI, 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.
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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)
02/10/2026
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 02/10/2026 M 2,110 A (1) 609,509 D
Common Stock 02/10/2026 F(2) 1,251(2) D $33.33 608,258 D
Common Stock 40,426,120 I By Spouse
Common Stock 25,672,520 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) 02/10/2026 M 2,110 (3) (3) Common Stock 2,110 $0 10,570 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 SMCI, 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.
Remarks:
/s/ David E Weigand, Attorney-In-Fact 02/12/2026
** 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 insider transactions did SMCI director Liu Liang Chiu-Chu Sara report?

She reported the conversion of 2,110 restricted stock units into SMCI common stock and the withholding of 1,251 shares at $33.33 per share to satisfy tax obligations related to the vesting, leaving her with substantial direct and indirect ownership positions.

How many SMCI shares does Liu Liang Chiu-Chu Sara own directly after this Form 4?

After these transactions, she directly owns 608,258 shares of SMCI common stock. She also holds 10,570 restricted stock units that can settle into additional shares, subject to vesting conditions tied to her continued service with the company.

What happened to the 1,251 SMCI shares reported with code F on the Form 4?

The 1,251 SMCI common shares were withheld by the company at $33.33 per share to cover tax withholding and remittance obligations from vested restricted stock units, and the filing states this was not a market transaction but a tax-related share disposition.

How many restricted stock units does the SMCI insider hold after the reported transactions?

Following the reported activity, she holds 10,570 restricted stock units. Each restricted stock unit represents a contingent right to receive one share of SMCI common stock, subject to vesting based on her continued service to Super Micro Computer.

What are the vesting terms for the SMCI restricted stock units in this filing?

The restricted stock units vest 25% of the total on May 10, 2024, with 1/16th of the total vesting at the end of each successive calendar quarter thereafter, assuming continued service. Vested units are settled in shares of SMCI common stock for the reporting person.

What indirect SMCI shareholdings does Liu Liang Chiu-Chu Sara report?

She reports indirect ownership of 40,426,120 SMCI common shares held by her spouse and 25,672,520 SMCI common shares held through a joint account with her spouse, in addition to her directly held shares and restricted stock units disclosed in the Form 4.