CLEGG DON W 4

4 · Super Micro Computer, Inc. · Filed Feb 19, 2026

AI-generated summary of this filing

Updated Feb 19, 2026

SMCI SVP Don Clegg Receives RSUs; 716 Shares Withheld for Taxes

What Happened

Don W. Clegg, Senior Vice President, Worldwide Sales at Super Micro Computer, Inc. (SMCI), had restricted stock units (RSUs) vest and convert to 1,750 shares on Feb 17, 2026. Of those, 716 shares were withheld by the company to cover tax withholding obligations, representing $21,559 at a reported withholding price of $30.11 per share. The conversion/settlement of RSUs produced no cash proceeds to the reporting person.

Key Details

Transaction date: February 17, 2026.
Primary actions: conversion/settlement of RSUs (derivative conversion) of 1,750 shares; 716 shares withheld to satisfy tax obligations (net settlement).
Withholding value: 716 shares × $30.11 = $21,559 (paid to issuer for tax remittance).
Footnotes: F1 = each RSU equals one share; F2 = withheld shares were not an open-market sale and the withholding is exempt from Section 16(b) under Rule 16b-3(e); F3 = RSUs vest in two equal tranches (Feb 17, 2026 and Aug 17, 2026).
Shares owned after the reported transactions: not provided in the excerpt of the filing.
Filing date: Feb 19, 2026 — appears to be filed within the standard two-business-day Form 4 window.

Context

This was a compensation-related settlement of vested RSUs (a net settlement where some shares are withheld for taxes), not an open-market sale or purchase. Such withholding is routine for tax purposes and does not necessarily indicate a bullish or bearish view by the insider.

Form 4

Period: 2026-02-17

SVP, Worldwide Sales

Transactions

Exercise/Conversion
Common Stock
[F1]
2026-02-17+1,750→ 49,775 total
Tax Payment
Common Stock
[F2]
2026-02-17$30.11/sh−716$21,559→ 49,059 total
Exercise/Conversion
Restricted Stock Units
[F1][F3]
2026-02-17−1,750→ 1,750 total
→ Common Stock (1,750 underlying)

Footnotes (3)

[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 continued service to SMCI, the restricted stock units vest in two equal tranches on February 17, 2026 and August 17, 2026. Vested units are settled in shares of SMCI common stock.

Signature

/s/ David E Weigand, Attorney-In-Fact|2026-02-19

1 file