HERSCHER PENNY 4

What Happened

• Penny Herscher, a director of Penguin Solutions, was granted 10,034 restricted stock units (RSUs) on February 6, 2026. The transaction is coded as an award/acquisition (A). The Form 4 reports an acquisition price of $0.00 and a total reported value of $0 at issuance.
• This was a grant of equity compensation (not an open-market purchase or sale) and will convert to shares only if and when the RSUs vest under the stated vesting conditions.

Key Details

• Transaction date: 2026-02-06; Report filed with the SEC on 2026-02-10 (Accession: 0001232019-26-000003).
• Price: $0.00 per share; Reported acquisition: 10,034 RSUs.
• Shares owned after transaction: Not specified in the provided filing.
• Footnote F1: RSUs vest in full on the earlier of February 6, 2027 or the date of the annual meeting when the reporting person's term expires, subject to continued service through the vesting date.
• Footnote F2: Some shares are held by the 2001 Herscher Family Trust (reporting person and spouse are co‑trustees), which may affect how certain holdings are reported.
• No late‑filing flag was indicated in the material provided.

Context

• RSUs are a form of equity compensation that convert to stock upon vesting; they do not require an immediate cash purchase and are different from open‑market insider buys or sales. Grants are common as compensation for directors and executives and do not, by themselves, indicate a buy or sell signal.