Super Micro (SMCI) CEO Charles Liang exercises RSUs, withholds shares for taxes
Rhea-AI Filing Summary
Super Micro Computer, Inc. President and CEO Charles Liang reported transactions on August 10, 2026 related to restricted stock units (RSUs) held indirectly through his spouse. RSUs covering 2,110 and 1,024 underlying shares of common stock were exercised/converted into the same number of Super Micro common shares.
To satisfy tax withholding and remittance obligations in connection with the net settlement of vested RSUs, a total of 1,692 common shares (1,139 and 553 shares) were delivered or withheld at a price of $31.46 per share; the filing states this was not a market transaction and is exempt from Section 16(b) under Rule 16b-3(e). After these transactions, reported holdings include 40,426,120 common shares held directly and 25,332,520 common shares held indirectly through a joint account with his spouse.
Positive
- None.
Negative
- None.
Insider Trade Summary
Net Buyer: 1,442 shares
Net Buy
8 txns
Insider
Liang Charles
Role
President and CEO
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Units F1, F3 | 2,110 | $0.00 | $0.00 |
| Exercise | Restricted Stock Units F1, F4 | 1,024 | $0.00 | $0.00 |
| Exercise | Common Stock F1 | 2,110 | -- | -- |
| Tax Withholding | Common Stock F2 | 1,139 | $31.46 | $36K |
| Exercise | Common Stock F1 | 1,024 | -- | -- |
| Tax Withholding | Common Stock F2 | 553 | $31.46 | $17K |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
Restricted Stock Units — 17,610 shares (Indirect, By Spouse);
Common Stock — 635,826 shares (Indirect, By Spouse);
Common Stock — 40,426,120 shares (Direct);
Common Stock — 25,332,520 shares (Indirect, By Joint Account w/ Spouse)
Footnotes (4)
- F1. Each restricted stock unit represents a contingent right to receive one share of SMCI common stock.
- 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.
- F3. Subject to the Reporting Person's spouse'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 at the end of each three-month period thereafter. Vested units are settled in shares of SMCI common stock.
- F4. 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, 2026 and 1/16th at the end of each three-month period thereafter. Vested units are settled in shares of SMCI common stock.
Key Figures
RSUs converted (first grant): 2,110 shares
RSUs converted (second grant): 1,024 shares
Shares withheld for taxes (total): 1,692 shares
+5 more
8 metrics
RSUs converted (first grant)
2,110 shares
Restricted Stock Units converted into SMCI common stock on August 10, 2026
RSUs converted (second grant)
1,024 shares
Restricted Stock Units converted into SMCI common stock on August 10, 2026
Shares withheld for taxes (total)
1,692 shares
Common shares delivered or withheld to satisfy tax obligations on August 10, 2026
Tax withholding price
$31.46 per share
Price used for 1,139 and 553 shares withheld for taxes
Direct common stock holdings
40,426,120 shares
Shares of SMCI common stock held directly after reported transactions
Indirect joint-account holdings
25,332,520 shares
SMCI common shares held indirectly via joint account with spouse after transactions
Total derivative exercises
3,134 shares
Aggregate underlying common shares from RSU exercises reported in transaction summary
Tax-withholding transactions count
2 transactions
Code F transactions for payment of tax liability by delivering or withholding securities
Key Terms
Restricted Stock Units, net settlement, tax withholding and remittance obligations, Section 16(b), +1 more
5 terms
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"
tax withholding and remittance obligations financial
"withheld by SMCI to satisfy tax withholding and remittance obligations"
Section 16(b) regulatory
"Transaction exempt from Section 16(b) of the Securities Exchange Act of 1934"
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"
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What insider equity transactions did SMCI CEO Charles Liang report on August 10, 2026?
On August 10, 2026, SMCI CEO Charles Liang reported exercises of 3,134 RSU-based shares into common stock and related tax-withholding dispositions of 1,692 common shares at $31.46 per share, all held indirectly through his spouse.
Are the SMCI insider tax-withholding transactions market sales?
The filing states that the 1,692 SMCI shares used for tax withholding were not a market transaction, but shares withheld by the company to meet tax obligations, and are exempt under Rule 16b-3(e) of the Exchange Act.
How do the SMCI RSU vesting schedules work for Charles Liang and his spouse?
One RSU grant to his spouse vests 25% on May 10, 2024, then 1/16 quarterly; another vests 25% on May 10, 2026, then 1/16 quarterly. Vested units are settled in SMCI common shares upon vesting.