WEIGAND DAVID E 4

What Happened
David E. Weigand, Chief Financial Officer of Super Micro Computer, Inc. (SMCI), was granted a total of 44,402 restricted stock units (RSUs) on May 8, 2026 (30,622 and 13,780 units). On May 10, 2026 he exercised/converted 4,170 derivative shares (2,680 + 1,490). To satisfy tax withholding on the net settlement of vested units, SMCI withheld 1,497 shares (962 and 535) and remitted them on his behalf for a combined withholding value of $52,949 (962 × $35.37 = $34,026; 535 × $35.37 = $18,923). The withholding transactions are tax-related and not open-market sales.

Key Details

• Transaction dates: May 8, 2026 (RSU grants); May 10, 2026 (exercise/conversion and tax withholding).
• Reported withholding proceeds: $34,026 and $18,923 (total $52,949) at $35.37 per share.
• Shares reported acquired as awards (derivative RSUs): 30,622 and 13,780 (total 44,402).
• Derivative shares exercised/converted on May 10: 2,680 and 1,490 (total 4,170).
• Withheld/disposed for taxes: 962 and 535 shares (total 1,497) — footnote F2: withheld by the company to satisfy tax withholding; exempt from Section 16(b) as a net settlement.
• Footnotes of note: F1 (each RSU = right to one share); F3–F6 describe multi-year vesting schedules (typical 25% first-year vesting then quarterly thereafter).
• Shares owned after the transactions: not specified in the filing.
• Filing timeliness: filing shows these transactions; no late-filing flag indicated in the provided data.

Context

• This was largely an award + exercise with company withholding to cover taxes (net settlement/cashless-style treatment) rather than open-market sales. For retail investors, tax-withholding disposals do not necessarily indicate a decision to sell stock for cash; they are routine administrative actions when RSUs or exercised derivatives vest.
• The RSUs and option vesting are subject to continued service and multi‑period vesting schedules (see footnotes).