[Form 5] Super Micro Computer, Inc. Annual Statement of Beneficial Ownership

Rhea-AI Filing Summary

Duos Technologies Group, Inc. (DUOT) – Form 4 filing dated 07/10/2025

CEO and Director Charles P. Ferry reported the purchase of 662 common shares on 06/30/2025 through the company’s Employee Stock Purchase Plan (ESPP). The shares were acquired at $6.0435, reflecting the ESPP’s 15% discount to the market closing price. Following the transaction, Ferry’s beneficial ownership is reported as:

• 4,396 shares held directly
• 9,773 shares held jointly with spouse
• 522,889 unvested restricted shares granted under the 2021 Equity Incentive Plan (three-year cliff vesting, all shares vest on 01/01/2028)

The filing indicates voluntary disclosure and exemption under Rule 16b-3(c). No derivative security activity was reported.

Positive

• Insider alignment: CEO increased direct share ownership through an open-market ESPP purchase, reinforcing confidence in DUOT’s prospects.
• Long-term incentives: 522,889 RSUs subject to three-year cliff vesting encourage management focus on multi-year performance.

Negative

• Immaterial size: The 662-share purchase is economically insignificant relative to existing holdings, limiting its signaling value.

Insights

Securities Analyst

TL;DR: Minor insider purchase signals alignment but is not market-moving.

The CEO’s acquisition of 662 shares via the ESPP marginally increases direct ownership and shows continued participation in equity programs. However, the dollar value is negligible relative to Ferry’s existing 500k+ share position and DUOT’s public float, so the transaction is unlikely to have material valuation impact or alter insider-sentiment metrics used by institutional investors.

Corporate Governance Expert

TL;DR: Routine ESPP purchase, governance-neutral.

Participation in broad-based plans like the ESPP reflects good governance practice by aligning executives with shareholders. The cliff-vesting RSUs granted earlier provide long-term retention incentives through 2028. No red flags or unusual structures are evident, but the small size of the purchase means governance risk profile remains unchanged.

SEC Form 5

FORM 5

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL 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:			3235-0362
Estimated average burden
hours per response:			1.0

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Form 3 Holdings Reported.

Form 4 Transactions Reported.

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. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
05/20/2025

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 at end of Issuer's Fiscal Year (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
				Amount	(A) or (D)	Price
Common Stock	05/20/2025		J	26,277,520	D(1)	$0	40,626,120	I	By Spouse
Common Stock	05/20/2025		J	600,000	D(1)	$0	25,677,520	I	By Joint Account w/ Spouse(1)
Common Stock	05/20/2025		J	600,000	A(1)	$0	602,684	D

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)
					(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. This ownership report is being filed to reflect that shares of SMCI common stock are jointly held with the Reporting Person's spouse. The reported transaction reflects a subsequent transfer of shares to the Reporting Person's direct ownership. The transfer was a non-market, exempt transaction under Rule 16a-13 and no consideration was paid.

Remarks:

	/s/ David E Weigand, Attorney-In-Fact	07/10/2025
	** 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

How many DUOT shares did CEO Charles Ferry buy on 06/30/2025?

He purchased 662 common shares under the Employee Stock Purchase Plan at $6.0435 per share.

What is Charles Ferry’s total beneficial ownership after the transaction?

The Form 4 lists 4,396 direct shares, 9,773 joint shares, and 522,889 unvested RSUs.

Were any derivative securities involved in this Form 4 filing for DUOT?

No. No derivative securities were acquired or disposed of in the reported period.

When do the 522,889 restricted shares granted to the CEO vest?

All of these RSUs vest on January 1, 2028 under a three-year cliff schedule.

Is the reported transaction exempt from short-swing profit rules?

Yes. The filing cites Rule 16b-3(c) exemption for ESPP purchases.